SELECTED CONSOLIDATED FINANCIAL INFORMATION
<TABLE>
<CAPTION>

                                                                                     June 30,
                                                          ----------------------------------------------------------------
                                                              1999          1998         1997        1996        1995
                                                          ----------------------------------------------------------------
                                                                                  (In Thousands)
Selected Financial Condition Data:
<S>                                                             <C>          <C>          <C>        <C>          <C>
Total assets............................................        $70,530      $70,541      $62,241    $63,866      $64,258
Loans receivable, net...................................         56,840       62,042       55,189     53,244       54,403
Mortgage-backed securities..............................            217          284          356        424          520
Investment securities...................................            ---          ---        2,993      2,964        5,920
Deposits................................................         58,008       54,018       56,095     57,871       58,474
Total equity............................................          8,029       14,266        4,750      4,599        4,277
</TABLE>


<TABLE>
<CAPTION>
                                                                         Year Ended June 30,
                                                      --------------------------------------------------
                                                        1999      1998       1997       1996      1995
                                                      --------------------------------------------------
                                                                       (In Thousands)
Selected Operations Data:
<S>                                                    <C>       <C>        <C>        <C>        <C>
Total interest income................................  $5,106    $5,081     $4,658     $4,725     $4,788
Total interest expense...............................   2,686     2,722      2,756      3,073      2,891
                                                        -----     -----      -----      -----      -----
   Net interest income...............................   2,420     2,359      1,902      1,652      1,897
Provision for (recovery of) loan losses..............       5         8        145         25        (88)
                                                        -----     -----      -----      -----      -----
Net interest income after provision for loan losses..   2,415     2,351      1,757      1,627      1,985
Fees and service charges.............................      69        60         48         47         36
Gain on sales of loans, mortgage-backed securities
   and investment securities.........................      49         6          6         20         23
Other non-interest income............................      27        27         24         39         26
                                                        -----     -----      -----      -----      -----
Total non-interest income............................     145        93         78        106         85
Total non-interest expense...........................   1,555     1,597      1,614      1,278      1,361
                                                        -----     -----      -----      -----      -----
Income before taxes..................................   1,005       847        221        455        709
Income tax provision.................................     379       329         87        161        276
                                                        -----     -----      -----      -----      -----
Net income...........................................   $ 626     $ 518      $ 134      $ 294      $ 433
                                                        =====     =====      =====      =====      =====
</TABLE>
                                       2
<PAGE>
<TABLE>
<CAPTION>
                                                                              Year Ended June 30,
                                                        ---------------------------------------------------------
                                                          1999         1998       1997          1996       1995
                                                        ---------------------------------------------------------
Selected Financial Ratios and Other Data:
<S>                                                       <C>         <C>         <C>          <C>        <C>
Performance Ratios:
   Return on assets (ratio of net income to average
      total assets).....................................     .87%        .77%        .22%         .46%       .67%
   Return on equity (ratio of net income to average
      equity)...........................................    4.64        5.49        2.87         6.56      10.52
   Interest rate spread information:
     Average during period..............................    2.49        2.75        2.76         2.26       2.70
     End of period......................................    2.36        2.68        2.77         2.19       2.25
   Net interest margin(1)...............................    3.40        3.55        3.14         2.63       2.98
   Ratio of operating expense to average total assets...    2.15        2.37        2.62         2.01       2.11
   Ratio of average interest-earning assets to
     Average interest-bearing liabilities...............  124.25      119.45      108.40       107.66     106.24
   Loans as a percentage of total assets................   80.59       87.95       88.67        83.37      84.66

Quality Ratios:
   Non-performing assets to total assets at end of           .00         .04         .28          .04        .30
     period.............................................
   Allowance for loan losses to non-performing loans....     ---    1,112.00      153.11       456.89      51.89
   Allowance for loan losses to loans receivable, net...     .50         .45         .49          .24        .18

Capital Ratios:
   Stockholders' equity to total assets at end of period   11.38(2)    20.28        7.64         7.24       6.73
   Average stockholders' equity to average assets.......   18.66       14.03        7.58         7.04       6.36

Other Data:
   Number of full-service offices.......................    2           2           2            2          2
</TABLE>
--------
(1) Net interest income divided by average interest-earning assets.
(2) Stockholders' equity at end of period reflects special return of capital
    distribution.

                                       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 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,

                                       4
<PAGE>

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.  The  Company  has been  notified  by its  service
providers that they are making satisfactory progress in addressing the Year 2000
matter and that costs associated with resolving the issue will not be material.

Management of the Company will continue to monitor this issue.

     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, 1999 compared to June 30, 1998

     Total assets remained basically unchanged at $70.5 million at June 30, 1999
and June 30, 1998.  Loan payoffs  caused  loans  receivable  to decrease by $5.2
million or 8.4% to $56.8 million at June 30, 1999 from $62.0 million at June 30,
1998. The $5.2 million decrease in loans receivable consisted of $4.3 million in
residential  real estate  loans,  $288,000 in  commercial  real estate loans and
$690,000 in consumer loans. Cash and cash equivalents  increased $5.3 million or
77.9%,  to $12.1  million at June 30,  1999 from $6.8  million at June 30,  1998
primarily as a result of loan payoffs,  increased savings deposits and increased
borrowings,   offset  in  part  by  the  Company's   special   distribution   to
stockholders.  Funds  from  loan  payoffs  were  temporarily  invested  in  cash
equivalents  during  a  period  of  low  loan  demand  to  obtain  substantially
comparable  yields.  Cash balances remained  relatively high as the Company took
advantage of decreasing rates in the market place to originate and sell mortgage
loans in the secondary market.

     Total savings  deposits  increased  approximately  $4.0 million or 7.4%, to
$58.0  million at June 30, 1999 from $54.0  million at June 30,  1998.  The $4.0
million increase in savings  deposits  consisted of $2.8 million in money market
and NOW accounts,  $1.0 million in time deposits  (certificates  of deposit) and
$200,000 in demand  deposits.  The increase in savings deposits is primarily the
result of marketing efforts to attract transaction accounts and small commercial
accounts.

     Total liabilities  increased  approximately $6.2 million or 11.0%, to $62.5
million at June 30, 1999 from $56.3 million at June 30, 1998.  This increase was
primarily  the result of the $4.0  million

                                       5
<PAGE>

increase in savings  deposits and an increase of $2.7 million in borrowings,  to
partially fund the Company's special  distribution to stockholders,  offset by a
decrease of $278,000 in Federal and state income taxes payable.

     Total stockholders' equity declined approximately $6.3 million or 44.1%, to
$8.0 million at June 30, 1999 from $14.3 million at June 30, 1998.  The decrease
was  primarily  the  result  of the  payment  of a  special  return  of  capital
distribution to  stockholders of $5.4 million,  the repurchase of 105,787 shares
of the Company's stock of $1.2 million, the Company's  Recognition and Retention
Plan of $309,000, offset by net income of $626,000.

Operating Results

Comparison of Operating Results for the Years Ended June 30, 1999 and 1998

     Performance  Summary.  Net  income  for the year  ended  June 30,  1999 was
approximately  $626,000,  an increase of  $108,000,  or 20.8% from net income of
$518,000 for the year ended June 30, 1998.  The increase was primarily due to an
increase in net interest  income of $61,000,  a decrease in  provision  for loan
losses of $3,000,  an increase in non-interest  income of $52,000 and a decrease
in  non-interest  expense of $42,000,  producing  an  increase in income  before
provision for income taxes of $158,000 to $1,005,000 for the year ended June 30,
1999 as  compared to $847,000  for the year ended June 30,  1998.  For the years
ended June 30, 1999 and 1998,  the returns on average assets were .87% and .77%,
respectively,  while the  returns  on  average  equity  were  4.64%  and  5.49%,
respectively.

     Net  Interest  Income.  Net  interest  income  increased  by  approximately
$61,000, or 2.6%, to $2,420,000 for the year ended June 30, 1999 from $2,359,000
for the year ended June 30, 1998. This reflects an increase of $25,000,  or .5%,
in interest  income to $5,106,000 in fiscal 1999 from $5,081,000 in fiscal 1998,
while  interest  expense was  decreasing  by $36,000,  or 1.4%, to $2,686,000 in
fiscal 1999 from  $2,722,000 in fiscal 1998. The increase in net interest income
arose  primarily  from the  increase  in the  excess of the  average  balance of
interest-earning   assets   over  the   average   balance  of   interest-bearing
liabilities.

     For the year ended  June 30,  1999,  the yield on average  interest-earning
assets was 7.18% compared to 7.64% for the year ended June 30, 1998. The cost of
average interest-bearing liabilities was 4.69% for the year ended June 30, 1999,
a decrease from 4.89% for the year ended June 30, 1998.  The average  balance of
interest-earning  assets increased by $4.7 million or 7.1%, to $71.2 million for
the year ended  June 30,  1999 from  $66.5  million  for the year ended June 30,
1998.  The average  balance of  interest-bearing  liabilities  increased by $1.6
million or 2.9%, to $57.3 million for the year ended June 30, 1999,  compared to
$55.7 million for the year ended June 30, 1998.

     The  interest  rate spread  decreased  to 2.49% for the year ended June 30,
1999 from 2.75% for the year ended June 30, 1998 as the Company originated loans
at the lower market rates and as higher  yielding loans were refinanced at lower
rates.  The net interest  margin  decreased to 3.40% for the year ended June 30,
1999 from 3.55% for the year ended June 30, 1998.

                                       6
<PAGE>
     Provision for Loan Losses. During the year ended June 30, 1999, the Company
recorded a provision  for loan losses of $4,600  compared to $8,000 for the year
ended  June 30,  1998.  During  the year  ended  June 30,  1999,  the  Company's
nonperforming loans decreased to zero from $25,000.

     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.

     Non-Interest  Income. For the year ended June 30, 1999 non-interest  income
increased  approximately $52,000 or 55.9%, to $145,000 from $93,000 for the year
ended June 30, 1998.  This increase is primarily due to an increase in loan fees
and  service  charges  of  $9,000  and an  increase  in  gains on sales of loans
receivable of $43,000 as the Company took  advantage of market place  conditions
to originate and sell mortgage loans during fiscal year 1999.

     Non-Interest  Expense.  Non-interest  expense decreased $42,000 or 2.6%, to
$1,555,000  for the year ended June 30, 1999 from  $1,597,000 for the year ended
June 30, 1998.  This  decrease was  primarily  due to a decrease in salaries and
employee  benefits of $112,000 or 11.3%, to $878,000 for the year ended June 30,
1999 from  $990,000  for the year  ended  June 30,  1998,  primarily  due to the
funding of a supplemental  executive  retirement plan in the year ended June 30,
1998.  This  decrease  in  non-interest  expense  was offset by an  increase  in
professional services of $35,000 or 74.5% to $82,000 for the year ended June 30,
1999 from  $47,000  for the year ended June 30,  1998,  and an increase in other
non-interest expense of $46,000 or 24.3% to $235,000 for the year ended June 30,
1999 from  $189,000  for the year ended June 30, 1998,  consisting  primarily of
contributions and employment agency fees.

     Income Taxes.  The provision  for income taxes  increased by  approximately
$50,000 or 15.2%, to $379,000 for the year ended June 30, 1999 from $329,000 for
the year ended June 30,  1998.  This  increase  results  from the  corresponding
$158,000  increase in income before the tax provision.  The Company's  effective
tax rates  were  37.7% and 38.9%  for the years  ended  June 30,  1999 and 1998,
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,
                                        ---------------------------------------------------------------------------------
                                                        1999                                        1998
                                        -------------------------------------        ------------------------------------
                                           Average       Interest                   Average       Interest
                                         Outstanding     Earned/      Yield/      Outstanding      Earned/      Yield/
                                           Balance         Paid        Rate         Balance         Paid         Rate
                                           -------         ----        ----         -------         ----         ----
                                                                     (Dollars in Thousands)

   Interest-Earning Assets:
<S>                                       <C>            <C>           <C>          <C>            <C>           <C>
     Loans receivable(1).........         $    60,154    $   4,540     7.55%        $59,695        $4,681        7.84%
     Mortgage-backed securities..                 247           17     6.88             318            23        7.23
     Investment securities.......                 ---          ---      ---           1,334            85        6.37
     FHLB stock..................                 509           38     7.47             510            37        7.25
     Other investments...........              10,248          511     4.99           4,624           255        5.51
                                          -----------    ---------                  -------        ------
   Total interest-earning assets(1)       $    71,158    $   5,106     7.18         $66,481        $5,081        7.64
                                          ===========    =========     ====         =======        ======        ====

   Interest-Bearing Liabilities:
     Savings deposits............         $     5,727    $     187     3.27%        $ 5,737        $  181        3.15%
     Demand and NOW deposits.....              11,268          290     2.57           9,520           273        2.87
     Certificate accounts........              39,980        2,200     5.50          39,720         2,226        5.60
     Escrow deposits.............                  73            4     5.48              97             5        5.15
     Borrowings..................                 221            5     2.26(2)          583            37        6.35
                                          -----------    ---------                  -------        ------
   Total interest-bearing liabilities     $    57,269    $   2,686     4.69         $55,657        $2,722        4.89
                                          ===========    =========     ====         =======        ======        ====
   Net interest income...........                        $   2,420                                 $2,359
                                                         =========                                 ======
   Net interest rate spread......                                      2.49%                                     2.75%
                                                                       ====                                      ====
   Net earning assets............         $    13,889                               $10,824
                                          ===========                               =======
   Net yield on average
     interest-earning assets.....                                      3.40%                                     3.55%
                                                                       ====                                      ====
   Average interest-earning assets
     to average interest-bearing
     liabilities.................               1.24x                                 1.19x
                                                ====                                  ====
</TABLE>

(1)  Calculated net of deferred loan fees, loan discounts,  loans in process and
     loss reserves.
(2)  Amounts reflect Company's short-term borrowing of $2.65 million on June 20,
     1999 at an annual rate of 6.99%. For more information,  see Note 8 of Notes
     to Consolidated Financial Statements.

                                       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,
                                              1999 vs. 1998                          1998 vs. 1997
                                      ----------------------------------    -------------------------------
                                             Increase                              Increase
                                            (Decrease)           Total            (Decrease)         Total
                                              Due to            Increase            Due to          Increase
                                        Volume      Rate       (Decrease)       Volume      Rate   (Decrease)
                                        ------      ----       ----------       ------      ----   ----------
                                                                (Dollars in Thousands)
Interest-earning assets:
<S>                                      <C>       <C>           <C>              <C>       <C>       <C>
 Loans receivable.....................   $  34     $(175)        $(141)           $454      $(23)     $431
 Mortgage-backed securities...........      (5)       (1)           (6)             (5)        1        (4)
 Investment securities................     (85)                    (85)            (68)       13       (55)
 Other................................     287       (30)          257              71       (20)       51
                                         -----     -----         -----            ----      ----      ----
   Total interest-earning assets......   $ 231     $(206)        $  25            $452      $(29)     $423
                                         -----     -----         -----            ----      ----      ----
Interest-bearing liabilities:
 Savings deposits.....................   $ ---     $   6         $   6            $ (4)     $ 11      $  7
 Demand and NOW deposits..............      45       (28)           17              (7)      (29)      (36)
 Certificate accounts.................      14       (40)          (26)            (25)      (16)      (41)
 Escrow deposits......................      (1)      ---            (1)             (1)      ---        (1)
 Borrowings...........................      (8)      (24)          (32)              7       ---        37
                                         -----     -----         -----            ----      ----      ----
   Total interest-bearing liabilities.   $  50     $ (86)        $ (36)           $---      $(34)     $(34)
                                         -----     -----         -----            ----      ----      ----
Net interest income...................                           $  61                                $457
                                                                 =====                                ====
</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, 1999.
<TABLE>
<CAPTION>
                                                           Maturing in Years Ended June 30,
                                             2001 &    2003 &       2005         2010
                                  2000       2002      2004         2009         2019     Thereafter    Total
                                  ----       ----      ----         ----         ----     ----------    -----
                                                                (Dollars in Thousands)
    Assets
    ------
Loans receivable:
<S>                             <C>         <C>        <C>         <C>          <C>          <C>       <C>
   Amount.................      $10,517     $ 5,945    $4,430      $16,231      $15,825      $4,922    $57,870
   Average interest rate..        7.87%       6.87%     7.45%        6.94%        7.21%       7.04%      7.22%
Mortgage-backed securities:
   Amount.................                                                      $   217                $   217
   Average interest rates.                                                        6.46%                  6.46%
Investment securities:
   Amount.................
   Average interest rates.

    Liabilities
    -----------
Deposit Certificate Accounts:
   Amount.................      $24,812     $13,419    $1,804                                          $40,035
   Average interest rates.        5.60%       5.71%     5.34%                                            5.63%
Borrowings:
  Amount..................       $2,650                                                                $ 2,650
  Average interest rate...        6.99%                                                                  6.99%
</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,

                                       10
<PAGE>

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.

     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.  The  following  table  presents  the
Company's NPV at June 30, 1999, as calculated by the OTS,  based on  information
provided to the OTS by the Company.

                                       11
<PAGE>
                                                              NPV as % of
                                                            Portfolio Value
                        Net Portfolio Value                    of Assets
              --------------------------------------    -----------------------
  Change                                                 NPV
 in Rates      $Amount      $Change       % Change      Ratio       % Change
 --------      -------      -------       --------      -----       --------
                          (Dollars in Thousands)

  +300         $8,201     ($2,972)           (27)%      12.10%       (3.46)%

  +200          9,279      (1,895)          (  17)       13.40       (2.15)

  +100         10,304        (869)             (8)       14.60        (.96)

 Static        11,173          ---             ---       15.56         ---

 (100)         11,732          559               5       16.13         .57

 (200)         11,976          802               7       16.31         .76

 (300)         12,116          942               8       16.38         .82

     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, 1999 the Company would
have been  considered  to have had a greater than normal level of interest  rate
exposure  and a  deduction  from  capital of $53,500  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   administering   the  policies  and
determinations  of the Board of  Directors  with  respect  to the  Association's
assets and liability goals and strategies.

                                       12
<PAGE>
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, 1999 and 1998
the Company  originated  loans for its  portfolio in the amount of $10.0 million
and $16.5 million, respectively. For the same two fiscal years, these activities
were funded from repayments of $14.2 million and $9.7 million, respectively, and
sales and participations of $4.6 million and $711,000, respectively.

     The Company is required to maintain  minimum  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,  1999  and  1998,  cash and cash
equivalents were $12.1 million and $6.8 million,  respectively. In addition, the
Company has used jumbo certificates of deposit as a source of funds. Deposits of
$100,000  or more  represented  $8.6  million  at June 30,  1999 (of which  $5.2
million were jumbo  certificates  of deposit) and $5.7 million at June 30, 1998,
or 14.8% and 10.6% of total  deposits,  respectively.  The regulatory  liquidity
requirement  for the Company is 4.0%.  The Company has always met the  liquidity
requirements.  The  Company's  eligible  total  liquidity  ratios were 29.3% and
18.7%, respectively, at June 30, 1999 and 1998.

     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 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 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.

                                       13
<PAGE>
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.

Current Accounting Issues

     SFAS  No.  133,   "Accounting   for  Derivative   Instruments  and  Hedging
Activities" was issued in June, 1999. This Statement standardizes the accounting
for derivative  instruments including certain derivative instruments embedded in
other contracts,  by requiring that an entity recognize these items as assets or
liabilities  in the  statement  of  financial  position and measure them at fair
value. This Statement generally provides for matching the timing of gain or loss
recognition on the hedging instrument with the recognition of the changes in the
fair value of the hedged asset or liability that are  attributable to the hedged
risk or the earnings effect of the hedged forecasted transaction. The Statement,
which is effective for all fiscal  quarters of all fiscal years  beginning after
June 15, 2000, will not affect the Company's  financial  position or its results
of operations.

Impact of the Year 2000

     The Company has conducted a comprehensive  review of its  environmental and
computer  systems to identify any potential risk  associated with the Year 2000,
and has developed an implementation plan to address the issues.

     The Company's  data  processing is performed by a service  provider.  Other
support software, computer hardware and environmental controls, such as HVAC and
alarm systems,  utilized  in-house are under  maintenance  agreements with third
party  vendors,  consequently  the Company is very dependent on these vendors to
conduct its  business.  The Company has  contacted  each vendor to request  time
tables for Year 2000  compliance and expected  costs, if any, to be passed along
to the Company.  To date, the Company has been part of a national testing of its
service  provider,  and following the testing,  the service  provider has stated
that their system is Year 2000 qualified.  All software applications  considered
mission  critical  have been tested and are Year 2000  qualified.  Other support
software,  although not considered  mission  critical,  is being tested and Year
2000  qualified  as vendors  provide  upgrades  and  instructions  for  testing.
Environmental controls do not utilize date driven computer chips, and present no
Year 2000 risk.

     The Company has developed a detailed  Business  Resumption and  Contingency
Plan.  In the event that the  Company  can not  function  normally  on the first
business day of the Year 2000, the plan outlines  contingency  planning for both
environmental and operational failures related to the

                                       14
<PAGE>

Year 2000.  The Company has  contracted  with its service  provider to reserve a
seat at a disaster  recovery site, in the worst-case event that the Company does
not have electrical power on the first business day of the Year 2000, or for any
extended  period.  The Company will also have year-end  reports from its service
provider, and can function manually for a limited time, using year-end balances.
The  Company  has  determined  that,  although  more  labor  intense,  functions
performed by support  software  can be performed  manually,  if  necessary.  The
Company  previously  identified certain hardware and equipment that was not Year
2000  compliant.  This  hardware and equipment has been replaced and the related
capital expenditures totaled approximately $12,000 and have been included in the
1999 fiscal year results. Expenses related to Year 2000 are not expected to have
a significant impact on the Company's financial position.

                                       15
<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, 1999 and
1998, and the related  consolidated  statements of income,  stockholders' equity
and cash flows for each of the two years in the two year  period  ended June 30,
1999. 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, 1999 and 1998, 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,  1999,  in  conformity  with
generally accepted accounting principles.

August 9, 1999
Baltimore, Maryland

                                       F-1
<PAGE>
                         WYMAN PARK BANCORPORATION, INC.
                                AND SUBSIDIARIES
                              Lutherville, Maryland

                 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                             JUNE 30, 1999 AND 1998
<TABLE>
<CAPTION>
                                                                      1999             1998
                                                                      ----             ----
                      ASSETS

<S>                                                               <C>             <C>
Cash and non-interest bearing deposits                            $    346,756    $    206,303
Interest bearing deposits in other banks                             7,068,548       2,071,076
Federal funds sold                                                   4,685,426       4,570,744
                                                                  ------------    ------------
Total cash and cash equivalents (Notes 1 and 13)                    12,100,730       6,848,123
Loans receivable, net (Notes 1, 4 and 13)                           56,839,675      62,042,464
Mortgage backed securities held-to-maturity at amortized
 cost, fair value of $217,971 (1999) and $291,212 (1998)
 (Notes 1, 3 and 13)                                                   216,663         283,715
Federal Home Loan Bank of Atlanta stock, at cost
 (Notes 2 and 13)                                                      508,500         509,900
Accrued interest receivable (Note 5)                                   292,175         328,934
Ground rents owned, at cost (Note 13)                                  122,600         129,108
Property and equipment, net (Notes 1 and 6)                            155,281         188,120
Federal and state income taxes receivable                               13,688             130
Deferred tax asset (Notes 1 and 9)                                     189,020         150,019
Prepaid expenses and other assets                                       92,056          60,504
                                                                  ------------    ------------
Total assets                                                      $ 70,530,388    $ 70,541,017
                                                                  ============    ============
                     LIABILITIES AND EQUITY

Liabilities
-----------
   Demand deposits                                                $  5,803,776    $  5,611,764
   Money market and NOW accounts                                    12,169,347       9,429,037
   Time deposits                                                    40,035,036      38,977,347
                                                                  ------------    ------------
Total deposits (Notes 7 and 13)                                     58,008,159      54,018,148
   Checks outstanding in excess of bank balance                             --         143,430
   Borrowings (Notes 8 and 13)                                       2,650,000              --
   Advance payments by borrowers for taxes,
     insurance and ground rents (Note 13)                            1,278,634       1,368,467
   Accrued interest payable on savings deposits                         20,148          17,495
   Accrued interest  on borrowings                                       5,038              --
   Federal and state income taxes payable                                  727         279,073
   Accrued expenses and other liabilities                              538,375         448,120
                                                                  ------------    ------------
Total liabilities                                                   62,501,081      56,274,733
Commitments and contingencies (Notes 4, 6, 9, 10 and 13)

Stockholders' Equity
--------------------
   Common stock, par value $.01 per share, authorized 2,000,000
     shares, issued 1,011,713 shares in 1999 and in 1998                10,117          10,117
   Additional paid-in capital                                        3,959,985       9,704,005
   Contra equity - Employee Stock Ownership Plan (ESOP)               (632,420)       (720,090)
   Retained earnings, substantially restricted                       5,891,389       5,272,252
   Treasury stock at cost, 105,787 shares in 1999                   (1,199,764)             --
                                                                  ------------    ------------
Total stockholders' equity                                           8,029,307      14,266,284
                                                                  ------------    ------------
Total liabilities and stockholders' equity                        $ 70,530,388    $ 70,541,017
                                                                  ============    ============
</TABLE>
     The accompanying notes to consolidated financial statements are an integral
part of these statements.

                                       F-2
<PAGE>
                         WYMAN PARK BANCORPORATION, INC.
                                AND SUBSIDIARIES
                              Lutherville, Maryland

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                             JUNE 30, 1999 AND 1998
<TABLE>
<CAPTION>
                                                              1999        1998
                                                              ----        ----
<S>                                                        <C>          <C>
Interest and fees on loans receivable                      $4,540,414   $4,680,659
Interest on mortgage backed securities                         16,824       23,301
Interest on investment securities                                  --       85,215
Interest on other investments                                 548,437      292,130
                                                           ----------    ---------
Total interest income                                       5,105,675    5,081,305

Interest on savings deposits                                2,677,149    2,679,815
Interest on Federal Home Loan Bank advances (short term)           --       37,394
Interest on borrowings                                          5,038           --
Interest on escrow deposits                                     4,008        5,327
                                                           ----------    ---------
Total interest expense                                      2,686,195    2,722,536

Net interest income                                         2,419,480    2,358,769
Provision for loan losses (Notes 1 and 4)                       4,600        8,000
                                                           ----------    ---------
Net interest income after provision for loan losses         2,414,880    2,350,769

Other Income
------------
   Loan fees and service charges                               69,132       59,831
   Gains on sales of loans receivable                          49,270        6,518
   Other                                                       26,752       26,834
                                                           ----------    ---------
Total other income                                            145,154       93,183

General and Administrative Expenses
-----------------------------------
   Salaries and employee benefits                             877,553      989,616
   Occupancy costs                                             94,342       94,999
   Federal deposit insurance premiums                          33,432       35,112
   Furniture and fixtures depreciation and maintenance         51,442       63,515
   Data processing                                             84,273       73,262
   Advertising                                                 42,439       52,770
   Franchise and other taxes                                   54,015       51,500
   Professional services                                       82,355       47,426
   Other                                                      234,915      188,699
                                                           ----------    ---------
Total general and administrative expenses                   1,554,766    1,596,899

Income before tax provision                                 1,005,268      847,053
Provision for income taxes (Notes 1 and 9)                    379,301      329,220
                                                           ----------    ---------
Net income                                                 $  625,967   $  517,833
                                                           ==========   ==========
Basic earnings per share                                   $     0.70   $      N/A
                                                           ==========   ==========
Diluted earnings per share                                 $     0.70   $      N/A
                                                           ==========   ==========
</TABLE>
     The accompanying notes to consolidated financial statements are an integral
part of these statements.

                                      F-3
<PAGE>
                         WYMAN PARK BANCORPORATION, INC.
                                AND SUBSIDIARIES
                              Lutherville, Maryland

                 CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                   FOR THE YEARS ENDED JUNE 30, 1999 AND 1998
<TABLE>
<CAPTION>

                                                                                  Accumulated
                                          Additional  Contra Equity                  Other
                                 Common    Paid-In    Employee Stock  Retained   Comprehensive      Treasury
                                 Stock     Capital    Ownership Plan  Earnings      Income            Stock       Total
                                 -----     -------    --------------  --------      ------            -----       -----

<S>                           <C>        <C>          <C>          <C>               <C>          <C>           <C>
Balance at June 30, 1997      $     --   $        --  $      --    $  4,754,419      $ (4,600)    $       --    $ 4,749,819
Proceeds from stock
 offering net of cost           10,117     9,662,936         --              --            --             --      9,673,053
Borrowings for Employee
 Stock Ownership Plan               --            --   (809,370)             --            --             --       (809,370)
Compensation under stock
 based benefit plan                 --        41,069     89,280              --            --             --        130,349
Comprehensive Income:
   Net income                       --            --         --         517,833            --             --             --
   Adjustment to unrealized
     holding losses on
     available for sale
     securities, net of
     taxes $2,900                   --            --         --              --         4,600             --             --
   Comprehensive income             --            --         --              --            --             --        522,483
                              --------   -----------  ---------    ------------    ----------   ------------    -----------
Balance at June 30, 1998        10,117     9,704,005   (720,090)      5,272,252            --             --     14,266,284
Purchase of 105,787 shares
 of common stock                    --            --         --              --            --     (1,199,764)    (1,199,764)
Compensation under stock
 based benefit plan,
 net of tax                         --        (5,797)    87,670              --            --             --         81,873
Deferred compensation -
 Recognition And Retention
 Plan ("RRP")                       --      (378,334)        --          (6,830)           --             --       (385,164)
Compensation under RRP              --        75,667         --              --            --             --         75,667
Special distribution
  ($6.00 per share)                 --    (5,435,556)        --              --            --             --     (5,435,556)
Net income                          --            --         --         625,967            --             --        625,967
                              --------  ------------  ---------    ------------    ----------   ------------    -----------
Balance at June 30, 1999      $ 10,117  $  3,959,985  $(632,420)   $  5,891,389    $       --   $ (1,199,764)   $ 8,029,307
                              ========  ============  =========    ============    ==========   ============    ===========
</TABLE>

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

                                      F-4
<PAGE>
                         WYMAN PARK BANCORPORATION, INC.
                                AND SUBSIDIARIES
                              Lutherville, Maryland

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                   FOR THE YEARS ENDED JUNE 30, 1999 AND 1998
<TABLE>
<CAPTION>

                                                                     1999            1998
                                                                     ----            ----
Cash flows from operating activities
<S>                                                              <C>            <C>
     Net income                                                  $   625,967    $   517,833
     Adjustments to reconcile net income to net
       cash provided by operating activities
         Depreciation and amortization                                52,829         62,158
         Non-cash compensation under Stock Based
          Benefit and Bonus Plans                                    157,540        130,349
         Deferred income tax benefit                                 (39,001)       (94,413)
         Provision for loan losses                                     4,600          8,000
         Amortization of loan fees                                   (88,465)       (88,909)
         Gain on sales of loans receivable                           (49,270)        (6,518)
         Loans originated for resale                              (4,575,600)      (710,700)
         Proceeds from sale of loans originated for resale         4,624,870        717,218
         Decrease in accrued interest receivable                      36,759          8,460
         (Increase) decrease in prepaid expenses and
          other assets                                               (31,552)        28,260
         Increase in accrued expenses and other liabilities           90,255        327,969
         Increase in federal and state income taxes receivable       (13,558)          (130)
         (Decrease) increase in federal and state income
          taxes payable                                             (278,346)       262,910
         Increase (decrease) in accrued interest payable               7,691         (1,499)
                                                                 -----------    -----------
              Net cash provided by operating activities              524,719      1,160,988
                                                                 -----------    -----------
Cash flows from investment activities
-------------------------------------
     Maturity of investment securities available for sale                 --      3,000,000
     Net decrease (increase) in loans receivable                   5,286,654     (5,212,938)
     Purchases of loans receivable                                        --     (1,560,051)
     Mortgage backed securities principal repayments                  67,052         72,472
     Sale of Federal Home Loan Bank of Atlanta stock                   1,400             --
     Purchases of property and equipment                             (19,990)       (46,959)
     Sale of ground rents owned                                        6,508             --
                                                                 -----------    -----------
         Net cash provided by (used in) investing activities       5,341,624     (3,747,476)
                                                                 -----------     ----------
</TABLE>
                                       F-5
<PAGE>
                         WYMAN PARK BANCORPORATION, INC.
                                AND SUBSIDIARIES
                              Lutherville, Maryland

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                   FOR THE YEARS ENDED JUNE 30, 1999 AND 1998
<TABLE>
<CAPTION>

                                                                   1999             1998
                                                                   ----             ----
Cash flows from financing activities
------------------------------------
<S>                                                             <C>             <C>
     Net increase (decrease) in savings deposits                $  3,990,011    $ (2,077,184)
     Net (decrease) increase in checks outstanding
       in excess of bank balance                                    (143,430)        143,430
     (Decrease) increase in advance payments by borrowers
      for taxes, insurance and ground rents                          (89,833)        127,590
     Increase in borrowings                                        2,650,000              --
     Net proceeds from issuance of common stock                           --       8,863,683
     Special distribution                                         (5,435,556)             --
     Repurchase common stock                                      (1,199,764)             --
     Common shares repurchased under Stock Bonus Plan               (385,164)             --
                                                                ------------    ------------
         Net cash provided by (used in) financing activities        (613,736)      7,057,519
                                                                ------------    ------------

Net increase in cash and cash equivalents                          5,252,607       4,471,031
Cash and cash equivalents at beginning of year                     6,848,123       2,377,092
                                                                ------------    ------------
Cash and cash equivalents at end of year                        $ 12,100,730    $  6,848,123
                                                                ============    ============
Supplemental information
------------------------
         Interest paid on savings deposits and borrowed funds   $  2,686,196    $  2,724,709
                                                                ============    ============
         Income taxes                                           $    732,411    $    159,604
                                                                ============    ============
</TABLE>
     The accompanying notes to consolidated financial statements are an integral
part of these statements.

                                       F-6
<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,  1999  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 loans
          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.

                                       F-7
<PAGE>
                         WYMAN PARK BANCORPORATION, 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

                                       F-8
<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
          ------------------

               The Company adopted Statement of Financial  Accounting  Standards
          No.  128,  "Earnings  Per Share" in 1999.  This  Standard  establishes
          revised standards for computing and presenting earnings per share data
          ("EPS"). It requires dual presentation of "basic" and "diluted" EPS on
          the face of the  statements  of  income  and a  reconciliation  of the
          numerators and  denominations  used in the  calculation of the "basic"
          and "diluted" EPS.

               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. Basic and

                                       F-9
<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
          ------------------

          diluted  earnings  per share have not been  presented  for fiscal 1998
          since the  Association  converted to stock form on January 5, 1998 and
          such information would not be meaningful.  Information relating to the
          calculation  of net income per share of common stock is summarized for
          the year ended June 30, 1999, as follows:

                                                                       1999
                                                                       ----
             Net income                                              $625,967
                                                                     ========

             Weighted Average Shares
               Outstanding used for basic EPS                         888,705
             Dilutive Items
               Stock options                                            5,430
               Unvested stock awards                                    1,737
                                                                      -------
             Adjusted weighted average shares outstanding
                used for dilutive EPS                                 895,872
                                                                      =======

          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.

          Reclassification
          ----------------

               Certain prior years' amounts have been reclassified to conform to
          the current year's method of presentation.

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.

                                     F-10
<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      Gross
                     Amortized  Unrealized  Unrealized     Fair
                       Cost       Gains      Losses        Value
                       ----       -----      ------        -----
June 30, 1999
   FNMA              $  1,832   $     64    $  --       $  1,896
   FHLMC              214,831      1,244       --        216,075
                     --------   --------    -----       --------
   Mortgage backed
     securities      $216,663   $  1,308    $  --       $217,971
                     ========   ========    =====       ========

June 30, 1998
   FNMA              $  2,098   $     81    $  --       $  2,179
   FHLMC              281,617      7,416       --        289,033
                     --------   --------    -----       --------
   Mortgage backed
    securities       $283,715   $  7,497    $  --       $291,212
                     ========   ========    =====       ========

               There were no sales of investment  securities or mortgage  backed
          securities during the years ended June 30, 1999 and 1998.

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.

                                     F-11
<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:

                                                          1999         1998
                                                          ----         ----
 Loans secured by first mortgages on real estate:
   Residential - one-to-four family                  $ 47,324,070  $ 51,779,174
   Residential - multi-family                             508,109       361,994
   Commercial                                           6,395,139     6,683,136
   Construction loans                                     621,000            --
                                                     ------------  ------------
Total first mortgage loans                             54,848,318    58,824,304
 Home equity lines-of-credit                            2,849,665     3,390,206
 Home improvement loans                                    13,323        12,183
 Loans secured by savings deposits                        150,695       309,222
 Overdraft lines of credit                                  8,008            --
                                                     ------------  ------------
                                                       57,870,009    62,535,915

    Less:  Undisbursed portion of loans in process       (528,500)           --
               Unearned loan fees, net                   (219,234)     (215,451)
               Allowance for loan losses                 (282,600)     (278,000)
                                                     ------------  ------------
 Loans receivable, net                               $ 56,839,675  $ 62,042,464
                                                     ============  ============

               The following is a summary of  non-performing  loans and troubled
          debt restructuring as of June 30:

                                                          1999         1998
                                                          ----         ----

          Non-accrual loans                            $     --    $  25,286
          Troubled debt restructuring                        --           --
                                                       --------    ---------

           Total non-performing loans and troubled
               debt restructuring                      $     --    $  25,296
                                                       ========    =========

                                     F-12
<PAGE>

                        WYMAN PARK BANCORPORATION, INC.
                                AND SUBSIDIARIES
                             Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 4 -  Loans Receivable - Continued
          ----------------

               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. The contractual amount of
          interest that would have been recorded on the above  non-accrual loans
          at June 30, 1998 was $1,270.  Actual  interest income recorded on such
          loans was $2,389 for the year ended June 30, 1998.  Non-accrual  loans
          at June 30,  1998 and for the year  then  ended  were all  residential
          mortgage  loans  not  included  within  the  scope  of SFAS  No.  114.
          Accordingly,  there were no  allowances  for loan  losses  established
          specifically for these loans. The average non-accrual loan balance for
          the year ended June 30, 1999 was $30,243.

               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  $191,957 and $462,579 at
          June 30, 1999 and 1998, 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:

                                                        1999            1998
                                                        ----            ----
              Balance at beginning of the year       $278,000        $270,000
              Provision for loan losses                 4,600           8,000
              Charge-offs, net of recoveries               --              --
                                                     --------        --------
              Balance at end of the year             $282,600        $278,000
                                                     ========        ========

               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, 1999, the  Association  had commitments
          to originate first mortgage loans on real estate and home equity loans
          exclusive of undisbursed loan funds of $1,721,800, of which $1,360,800
          carry a fixed rate,  ranging  between 6.125% and 7.125%,  based on the
          market rate at the date of  commitment  and $361,000  carry a variable
          rate of interest. At June 30, 1998, the Association had commitments to
          originate  first  mortgage loans on real estate and home equity loans,
          exclusive of undisbursed loan funds, of $1,279,700,  of which $618,800
          carry a fixed rate, ranging between 6.125% and 8%, based on the market
          rate at the date of commitment  and $660,900  carry a variable rate of
          interest.

                                      F-13
<PAGE>

                        WYMAN PARK BANCORPORATION, INC.
                                AND SUBSIDIARIES
                             Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 4 -  Loans Receivable - Continued
          ----------------

               For the years ended June 30, 1999 and 1998 the  Association  also
          had commitments to loan funds under unused home-equity lines of credit
          aggregating  approximately  $6,333,776 and  $5,755,244,  respectively.
          Such commitments carry a floating rate of interest.

               Commitments for mortgage loans 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.

               Substantially all of the Association's outstanding commitments at
          June 30,  1999 are for loans,  which  would be secured by real  estate
          with  appraised  values  in  excess  of the  commitment  amounts.  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  $1,983,280 and $2,274,655 at
          June 30,  1999  and  1998,  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, 1999 and 1998 are summarized as follows:

                    Balance at June 30, 1997                $423,716
                    New loans                                430,500
                    Repayments                               (65,104)
                                                            --------
                    Balance at June 30, 1998                 789,112
                    New loans                                175,000
                    Repayments                              (102,350)
                                                            --------
                   Balance at June 30, 1999                 $861,762
                                                            ========

                                      F-14
<PAGE>

                        WYMAN PARK BANCORPORATION, INC.
                                AND SUBSIDIARIES
                             Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 5 -  Accrued Interest Receivable
          ---------------------------

               Accrued interest receivable is summarized as follows at June 30:

                                                    1999           1998
                                                    ----           ----
            Loans receivable                      $287,973       $308,231
            Mortgage backed securities               2,406          3,405
            Other                                    1,796         17,298
                                                  --------       --------
                                                  $292,175       $328,934
                                                  ========       ========

Note 6 -  Property and Equipment
          ----------------------

               Property and equipment are summarized as follows at June 30:

                                                                     Estimated
                                                                       Useful
                                           1999           1998         Lives
                                           ----           ----         -----

   Buildings and improvements             $357,668      $357,668     23 years
   Furniture, fixtures and equipment       311,043       345,607   3-20 years
   Leasehold improvements                   81,499        81,499   5-10 years
                                          --------      --------
      Total at cost                        750,210       784,774
   Less accumulated depreciation
      and amortization                     594,929       596,654
                                          --------      --------
      Property and equipment, net         $155,281      $188,120
                                          ========      ========

               The provision  for  depreciation  charged to  operations  for the
          years  ended June 30, 1999 and 1998  amounted to $52,829 and  $62,158,
          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, 1999 are as follows:

                         Due in Year
                       Ended June 30,
                       --------------
                             2000                            $37,896
                             2001                             37,896
                             2002                             28,390
                             2003                             21,600
                       Subsequent to 2003                     21,600
                                                            --------
                              Total                         $147,382
                                                            ========

               Rent expense was $38,391 and $38,396 for the years ended June 30,
          1999 and 1998, respectively.

                                      F-15
<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:

                                  1999                           1998
                         ---------------------         ----------------------
                           Amount          %              Amount          %
                           ------          -              ------          -
Contractual maturity of Certificate
Accounts from June 30:
----------------------
 Under 12 months         $24,811,614      62.0         $18,017,936      46.2
 12 to 24 months           8,481,519      21.2          13,965,905      35.8
 24 to 36 months           4,937,232      12.3           1,739,829       4.5
 36 to 48 months             491,394       1.2           4,796,680      12.3
 48 to 60 months           1,301,792       3.3             445,512       1.2
 Over 60 months               11,485       0.0              11,485       0.0
                         -----------   -------         -----------   -------
                         $40,035,036     100.0         $38,977,347     100.0
                         ===========   =======         ===========   =======

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

                                                 1999                 1998
                                                 ----                 ----

               Certificates                   $2,199,354           $2,225,469
               Passbook                          187,459              180,969
               NOW and money market              290,336              273,377
                                              ----------           ----------
                                              $2,677,149           $2,679,815
                                              ==========           ==========

               As of June 30,  1999  and  1998,  the  Association  had  customer
          deposits in savings  accounts  of  $100,000  or more of  approximately
          $8,620,665 and $5,715,858, respectively.

Note 8 -  Borrowings
          ----------

               At June 30, 1999,  borrowings consist of a short-term  adjustable
          rate note bearing  interest of 6.99%.  The  interest  rate is adjusted
          daily and is based on the LIBOR rate.  The note is  collateralized  by
          1,011,713 shares of the Association's stock.

                                      F-16
<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:

                                                       1999           1998
                                                       ----           ----
              Current:
                 Federal                             $341,911       $346,898
                 State                                 76,391         76,735
                                                     --------       --------
                                                      418,302        423,633
              Deferred:
                 Federal                              (31,934)       (78,262)
                 State                                 (7,067)       (16,151)
                                                     --------       --------
                                                      (39,001)       (94,413)

               Provision for income taxes            $379,301       $329,220
                                                     ========       ========

               The net deferred tax asset at June 30, 1999 and 1998  consists of
          total deferred tax assets of $289,256 and $278,211,  respectively, and
          deferred tax liabilities of $100,236 and $128,192,  respectively.  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:

                                                          1999         1998
                                                          ----         ----
              Interest and fees on loans               $  21,947     $  36,508
              Allowance for losses on loans              109,140       107,364
              Federal Home Loan Bank stock dividends     (80,684)      (80,684)
              Deferred compensation                       12,767        13,989
              Tax bad debt reserve                        (7,932)      (11,897)
              Senior Executive Retirement Plan           119,705       111,081
              ESOP contribution                            2,600            --
              Stock Bonus Plan accrual                    12,177            --
              Other                                         (700)      (26,342)
                                                       ---------      --------
                                                       $ 189,020      $150,019
                                                       =========      ========

               No valuation allowance has been provided against the net deferred
          tax  asset at June 30,  1999  because  the  amount  could be  realized
          through a carryback against taxable income of prior years.

                                      F-17
<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:

                                             1999               1998
                                  ---------------------- ---------------------
                                               Percent                 Percent
                                              of Pretax               of Pretax
                                    Amount      Income     Amount       Income
                                    ------      ------     ------       ------
Tax provision at statutory rate   $ 341,791       34.0%  $ 288,000      34.0%
State income taxes, net of
  federal income tax benefit         45,754        4.6      39,745       4.7
 Other                               (8,244)      (0.9)      1,475       0.2
                                  ---------     ------   ---------    ------
                                  $ 379,301       37.7%  $ 329,220      38.9%
                                  =========     ======   =========    ======

               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, 1999 and 1998  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, 1999 and 1998 was $9,843 and $2,417, respectively.

                                      F-18
<PAGE>

                        WYMAN PARK BANCORPORATION, INC.
                                AND SUBSIDIARIES
                             Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 10 - Pension Plan - Continued
          ------------

               During the year ended June 30, 1998, the Association  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, 1999 and
          1998 of $22,330 and $287,625, respectively.

Note 11 - Common Stock and Stock Benefit Plans
          ------------------------------------

               On June 18,  1997,  the  Board  of  Directors  adopted  a plan of
          conversion  which provided for (i) the  conversion of the  Association
          from a federally  chartered  mutual savings and loan  association to a
          federally chartered stock savings and loan association, the "Converted
          Association,"  and (ii) the concurrent  formation of a holding company
          for the Converted Association, the "Company."

               A subscription  offering of shares of the Company's capital stock
          was  offered  to  eligible  members,  employees  and  officers  of the
          Association  at a  price  based  on an  appraisal  by  an  independent
          appraisal firm. When the Conversion was completed, 1,011,713 shares of
          common  stock  were  sold  for a total  price  of  $10,117,130.  Costs
          associated  with the Conversion  totaling  $444,077 were deducted from
          the sales price.

               At the time of the  Conversion,  the  Association  established  a
          liquidation  account in the amount of  $4,749,819,  an amount equal to
          the  Association's   retained  earnings  as  of  June  30,  1997.  The
          liquidation  account is maintained for the benefit of eligible savings
          account  holders  who  maintained   their  savings   accounts  in  the
          Association  after  the  Conversion.   In  the  event  of  a  complete
          liquidation  (and only in such event),  each eligible  savings account
          holder would be entitled to receive a  liquidation  distribution  from
          the  liquidation  account in an amount  equal to the account  holder's
          then  interest  in the  liquidation  account  before  any  liquidation
          distribution may be made with respect to capital stock.

               The  Company  has no  significant  source  of income  other  than
          dividends from the Association.  As a result, the Company's  dividends
          will depend primarily upon receipt of dividends from the Association.

               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.

                                      F-19
<PAGE>

                        WYMAN PARK BANCORPORATION, INC.
                                AND SUBSIDIARIES
                             Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 11 - Common Stock and Stock Benefit Plans - Continued
          ------------------------------------

               In   addition   to  the   above   restriction   on  its   capital
          distributions,  the Association  would not be able to pay dividends if
          Wyman Park 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 liquidation amount described
          above.

               During fiscal 1999,  the Company paid a special  distribution  of
          $6.00 per common stock share from funds retained by the Company in the
          conversion.  Management anticipates that this will constitute a return
          of capital.  Accordingly,  the  Company  charged the return of capital
          distribution to additional  paid-in-capital.  Management  believes the
          entire distribution should constitute a tax-free return of capital.

          Employee Stock Ownership Plan
          -----------------------------

               The  Association has established an Employee Stock Ownership Plan
          (ESOP) for its employees.  On January 5, 1998 the ESOP acquired 80,937
          shares  of  the  Company's   common  stock  in  connection   with  the
          Association's conversion to a capital stock form of organization.  The
          ESOP  holds  the  common  stock  in  a  trust  for  allocation   among
          participating  employees,  in trust or allocated to the  participants'
          accounts,  and an annual contribution from the Association to the ESOP
          and earnings thereon.

               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 year  ended  June 30,  1999  compensation  expense  recognized
          related to the ESOP and the Association's contribution to the ESOP was
          $104,166.

                                      F-20
<PAGE>

                        WYMAN PARK BANCORPORATION, INC.
                                AND SUBSIDIARIES
                             Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 11 - Common Stock and Stock Benefit Plans - Continued
          ------------------------------------

               The ESOP shares were as follows as of June 30:

                                                       1999
                                                       ----
             Shares released and allocated             17,065
             Unearned shares                           63,872
                                                     --------
                                                       80,937
                                                     ========
             Fair value of unearned shares           $435,128
                                                     ========

          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, 1998                 --             --
              Granted                                 168,909          $5.60
                                                      -------

              Outstanding at June 30, 1999            168,909          $5.60
                                                      =======
              Exercisable at June 30, 1999             33,782
                                                      =======

                                      F-21
<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 1999  compensation  cost been  determined
          including the  weighted-average  estimate of fair value of each option
          granted of $2.43,  the  Association's  net income  would be reduced to
          proforma amount of $374,033. Proforma earnings, basic and diluted, per
          share would have been $.42 in fiscal 1999.

          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.

                                      F-22
<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, 1999, the Association met all capital  adequacy  requirements
          to which it is subject.

               As of June 30, 1999, 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
                               ------          -----         ------        -----      ------        -----

     As of June 30, 1999:
     <S>                       <C>              <C>        <C>             <C>      <C>             <C>
        Tangible (1)           $  9,849,962     14.0%      $1,058,000      1.5%     $      N/A       N/A%
        Tier I capital (2)        9,849,962     27.1%             N/A      N/A%      2,180,000       6.0%
        Core (1)                  9,849,962     14.0%       2,116,000      3.0%      3,527,000       5.0%
        Risk-weighted (2)        10,132,562     27.9%       2,907,000      8.0%      3,634,000      10.0%

     As of June 30, 1998:
        Tangible (1)           $  9,430,167     14.0%      $1,011,225      1.5%     $      N/A       N/A%
        Tier I capital (2)        9,430,167     24.8%             N/A      N/A%      2,279,640       6.0%
        Core (1)                  9,430,167     14.0%       2,696,600      4.0%      3,370,750       5.0%
        Risk-weighted (2)         9,708,167     25.6%       3,039,520      8.0%      3,799,400      10.0%

(1)  To adjusted total assets
(2)  To risk-weighted assets
</TABLE>

                                      F-23
<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, 1999             $  8,029,307    $  8,029,307    $  8,029,307
Less:  Equity of parent company                 1,820,655       1,820,655       1,820,655

Add:       Allowance for losses on loans
           included in risk-based capital-
           limited to 1.25% of risk-
           weighted assets                             --              --         282,600
                                             ------------    ------------    ------------
Regulatory capital as of June 30, 1999       $  9,849,962    $  9,849,962    $ 10,132,562
                                             ============    ============    ============

GAAP capital as of June 30, 1998             $ 14,266,284    $ 14,266,284    $ 14,266,284
Less : Equity of parent company                (4,836,117)     (4,836,117)     (4,836,117)

Add:       Allowance for losses on loans
           included in risk-based capital-
           limited to 1.25% of risk-
           weighted assets                             --              --         278,000
                                             ------------    ------------    ------------
Regulatory capital as of June 30, 1998       $  9,430,167    $  9,430,167    $  9,708,167
                                             ============    ============    ============
</TABLE>
                                      F-24
<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 marketable securities available for sale and
                   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.

                                      F-25
<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>

                                             1999                       1998
                                  -------------------------   ------------------------
                                    Carrying                    Carrying
                                     Amount      Fair Value      Amount       Fair Value
                                     ------      ----------      ------       ----------
Financial Assets
----------------
<S>                               <C>           <C>           <C>           <C>
   Cash and cash
     Equivalents                  $12,100,730   $12,100,730   $ 6,848,123   $ 6,848,123
   Mortgage backed securities         216,663       217,971       283,715       291,212

   Loans receivable                57,122,275                  62,320,464
       Less: allowance for loan
               losses                 282,600                     278,000
                                  -----------                 -----------
                                   56,839,675    56,260,000    62,042,464    62,600,000

   Ground rents                       122,600        73,560       129,108        77,465
   Federal Home Loan Bank
     of Atlanta stock                 508,500       508,500       509,900       509,900

Financial Liabilities
---------------------
   Savings deposits                58,008,159    58,206,100    54,018,148    54,180,224
   Borrowings                       2,650,000     2,650,000            --            --
   Advance payments by
     borrowers for taxes,
     insurance and ground
     rents                          1,278,634     1,278,634     1,368,467     1,368,467

Loan commitments                           --     8,055,376            --     7,034,944
</TABLE>
                                      F-26
<PAGE>

                        WYMAN PARK BANCORPORATION, INC.
                                AND SUBSIDIARIES
                             Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 14 - Accounting Pronouncements With Future Effective Dates
          -----------------------------------------------------

               SFAS No. 133, "Accounting for Derivative  Instruments and Hedging
          Activities" was issued in June, 1998. This Statement  standardizes the
          accounting for derivative  instruments  including  certain  derivative
          instruments  embedded in other contracts,  by requiring that an entity
          recognize  these items as assets or  liabilities  in the  statement of
          financial  position  and measure  them at fair value.  This  Statement
          generally provides for matching the timing of gain or loss recognition
          on the hedging  instrument  with the recognition of the changes in the
          fair value of the hedged asset or liability that are  attributable  to
          the  hedged  risk or the  earnings  effect  of the  hedged  forecasted
          transaction. The Statement, which is effective for all fiscal quarters
          of all fiscal years beginning after June 15, 2000, will not affect the
          Company's financial position or its results of operations.

               Statement of Position  ("SOP")  98-5,  "Reporting on the Costs of
          Start-Up   Activities".   This  Statement  provides  guidance  on  the
          financial  reporting  of  start-up  cost  and  organization  cost.  It
          requires  costs of start-up  activities  and  organization  cost to be
          expensed as incurred.  The "SOP" also requires the initial application
          to be  reported  as a  cumulative  effect  of a change  in  accounting
          principle.  This "SOP" which is effective  for fiscal years  beginning
          after  December  15,  1998 will not  affect  the  Company's  financial
          position or results of operations.

                                      F-27

<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  20,  1999,  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  Bulleting  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

    March 31, 1998           $16.00          $13.00           $    --
    June 30, 1998             15.25           14.00                --
    September 30, 1998        14.25           10.875               --
    December 31, 1998         12.875          10.00                --
    March 31, 1999            12.00           10.75                --
    June 30, 1999             14.25           6.625              6.00(1)
----------------------------
(1)  Reflects a $6.00 per share return of capital  distribution paid on June 21,
     1999.

     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.

SHAREHOLDERS 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, 1999, 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


<PAGE>
                              CORPORATE INFORMATION
<TABLE>
<CAPTION>

COMPANY AND BANK ADDRESS

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

DIRECTORS OF THE BOARD

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 Park            Retired Chairman of the Board and President of
    Bancorporation, Inc.                                           John Dittmar & Sons, Inc.

H. Douglas Huether                                             Albert M. Copp
    President and Chairman of the Board of Independent             Co-owner and President of Woodhall Wine Cellars
    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,
    firm of Gilbert D. Marsiglia & Co., Inc.                       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, L.L.P.                       Kutak Rock
7621 Fitch Lane                                   Suite 1000
Baltimore, Maryland 21236                         1101 Connecticut Avenue, N.W.
                                                  Washington, DC 20036