CRAZY WOMAN CREEK BANCORP
                                  INCORPORATED


                               2002 ANNUAL REPORT





<PAGE>


                     CRAZY WOMAN CREEK BANCORP INCORPORATED
                               2002 ANNUAL REPORT


--------------------------------------------------------------------------------
                                TABLE OF CONTENTS
--------------------------------------------------------------------------------



Letter to Stockholders......................................................   1

Corporate Profile and Stock Market Information..............................   2

Financial Highlights........................................................   3

Management's Discussion and Analysis of
  Financial Condition and Results of Operations.............................   4

Independent Auditors' Report  ..............................................  14

Consolidated Balance Sheets.................................................  15

Consolidated Statements of Income...........................................  16

Consolidated Statements of Stockholders' Equity and Comprehensive Income....  17

Consolidated Statements of Cash Flows.......................................  18

Notes to Consolidated Financial Statements..................................  19

<PAGE>

                     [CRAZY WOMAN CREEK BANCORP LETTERHEAD]






To Our Stockholders:


I am pleased to present our seventh  annual  report after the  completion of our
mutual to stock conversion in 1996. This past fiscal year has been one of growth
and expansion.  With a positive  growth  forecast for the front range of the Big
Horns,  the Powder River Basin area of Northeast  Wyoming and as the result of a
strategic  planning  session,  the  Officers  and  Board of  Directors  made the
decision to establish our third branch located in Sheridan.  The construction of
the Sheridan branch was completed and the branch opened in April 2002.

The addition of the branch offices in Gillette and Sheridan, Wyoming has enabled
the bank to increase  deposits and loan  volume.  Total assets grew from $68.773
million at September 30, 2001 to $75.521  million at September  30, 2002.  Loans
grew by over twelve million dollars to a balance of $49.339 million and deposits
also grew over six million dollars to a total of $46.783 million.  The Board and
Management  are pleased  with the  development  of the  branches in Gillette and
Sheridan and feels there is excellent potential for future growth.

The Powder River Basin area of Wyoming, including Sheridan Gillette and Buffalo,
is  currently  seeing  increased  activity in methane well  drilling  along with
planned  future  development  of coal fired  electrical  generating  plants.  In
addition,  the close  proximity to the front range of the Big Horn Mountains and
associated  recreational  opportunities has led to an increase in the retirement
community.  The future for growth along the front range of the Big Horn Mountain
range and the eastern portion of the Powder River Basis looks very positive.

Along  with  growth and  expansion,  the Bank  expects  costs of  operations  to
increase.  Costs associated with branching will influence income for a period of
time until each  branch's  assets grow to a level where they become  profitable.
The cost of increased  employee  compensation  and the increased  costs of other
operations  will limit income in the short term, and the prospects for increased
returns in the short term, will also be limited. The Board and Management expect
the future  benefits from the branches will outweigh the income  shortfalls that
are presently occurring.

Fiscal year 2003 will provide exciting  challenges as the officers and directors
formulate goals and future  directions for the company.  Development of products
and services will continue as an ongoing part of the planning process. I wish to
personally  invite all  stockholders to our annual meeting that is scheduled for
January 29, 2003.

Sincerely,

/s/Gary J. Havens

Gary J. Havens
President

<PAGE>

                     CRAZY WOMAN CREEK BANCORP INCORPORATED

Corporate Profile

Crazy Woman Creek Bancorp  Incorporated (the "Company") is the parent company of
Buffalo Federal Savings Bank ("Buffalo Federal" or the "Bank"). The Company is a
savings and loan holding  company which,  under existing laws, is not restricted
in the types of  activities  in which it can engage.  At the present  time,  the
Company does not conduct any significant  business and therefore does not employ
any persons other than officers. The Company does, however,  utilize the support
staff and facilities of the Bank from time to time.

Buffalo Federal is a  federally-chartered  stock savings bank  headquartered  in
Buffalo, Wyoming, which was originally chartered in 1932 under the name "Buffalo
Building and Loan Association." Deposits are insured up to the maximum allowable
by federal law. The Bank is a community oriented financial  institution offering
a variety of  financial  services to meet the needs of the  communities  that it
serves.  Buffalo  Federal  conducts  its  business  from its offices in Buffalo,
Gillette and Sheridan, Wyoming.

Buffalo  Federal  attracts  deposits  from the  general  public  and  uses  such
deposits,  together with borrowings and other funds,  primarily to originate and
fund loans  secured by first  mortgages on  owner-occupied,  one-to-four  family
residences  in its market  area.  The Bank also makes  commercial  real  estate,
commercial,  home equity loans, loans secured by deposits,  automobile loans and
personal loans and invests in municipal obligations, mortgage-backed securities,
and other investments.

Stock Market Information

Since its initial public offering in March 1996, the Company's  common stock has
been traded on the Nasdaq SmallCap Market under the symbol "CRZY." The following
table  reflects the stock price highs and lows for each quarter  during the last
two years as reported by Nasdaq as well as cash  dividends  declared  during the
periods.
                                                  HIGH         LOW    DIVIDENDS
                                                  ----         ---    ---------
July 1, 2002 - September 30, 2002              $ 13.74     $ 11.70       $ 0.12
April 1, 2002 - June 30, 2002                    16.75       13.28         0.12
January 1, 2002 - March 31, 2002                 15.80       13.35         0.12
October 1, 2001 - December 31, 2001              14.35       12.50         0.12
July 1, 2001 - September 30, 2001                18.50       12.06         0.12
April 1, 2001 - June 30, 2001                    16.45       13.00         0.12
January 1, 2001 - March 31, 2001                 16.63       11.25         0.12
October 1, 2000 - December 31, 2000              11.78       10.63         0.12

Quotations  reflect  inter-dealer  prices without retail  mark-up,  mark-down or
commission,   and  may  not  represent  actual   transactions.   The  number  of
shareholders   of  record  of  common  stock  as  of  December  17,  2002,   was
approximately  829.  This does not reflect the number of persons or entities who
held stock in nominee or "street"  name  through  various  brokerage  firms.  At
December 17, 2002, there were 807,208 shares outstanding.

The Company's ability to pay dividends to stockholders is dependent in part upon
the dividends it receives from the Bank.  The Bank may not declare or pay a cash
dividend  on any of its stock if the  effect  thereof  would  cause  the  Bank's
regulatory  capital  to be  reduced  below  (1)  the  amount  required  for  the
liquidation  account  established in connection with the Bank's  conversion from
mutual to stock form, or (2) the regulatory capital  requirements imposed by the
Office of Thrift Supervision ("OTS").

                                      -2-
<PAGE>
<TABLE>
<CAPTION>

--------------------------------------------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
(Dollars in Thousands except per share date)
At or For the Year Ended September 30,                2002          2001          2000         1999        1998
--------------------------------------------------------------------------------------------------------------------
<S>                                              <C>           <C>           <C>          <C>         <C>
Loan receivable, net                               $49,339       $37,058       $30,980      $29,727     $29,986
Investment and mortgage-backed
     securities, held to maturity (1)                   --            --            --           --       3,938
Investment and mortgage-backed
    securities, available for sale (1)              18,109        22,003        28,869       29,479      24,635
Total assets                                        75,521        68,773        64,826       63,661      62,153
Deposits                                            46,783        40,709        32,081       34,249      32,913
FHLB advances                                       14,200        13,400        19,300       15,600      14,650
Total stockholders' equity                          13,454        13,558        13,079       13,356      14,036
Interest income                                      4,383         4,404         4,317        4,313       4,420
Interest expense                                     2,226         2,749         2,532        2,358       2,448
Net interest income                                  2,127         1,655         1,785        1,955       1,973
Provision for loan losses                               30            --            --            6          18
Net income                                              95           211           559          690         712

--------------------------------------------------------------------------------------------------------------------
OTHER SELECTED DATA
At or For the Year Ended September 30,             2002          2001          2000        1999         1998
--------------------------------------------------------------------------------------------------------------------
Performance Ratios:
Return on average assets (net income
  divided by average total assets)                   0.13%         0.32%         0.88%        1.10%       1.16%
Return on average equity (net income
  divided by average equity)                         0.69%         1.57%         4.28%        4.96%       4.96%
Average interest-earning assets to average
  interest-bearing liabilities                     120.28%       124.35%       126.71%      125.32%     130.65%
Net interest income after provision for
  loan losses to average earning assets              3.18%         2.59%         2.85%        3.16%       3.25%
Net interest rate spread                             2.51%         1.54%         1.77%        2.09%       2.03%
Average equity to average assets ratio
  (average equity divided by average
  total assets)                                     18.83%        20.25%        20.64%       22.20%      23.46%
Equity to assets at period end                      17.81%        19.71%        20.18%       20.98%      22.59%
Non-performing assets to total assets                0.13%         0.17%         0.10%        0.22%       0.41%
Non-performing loans to gross loans                  0.00%         0.31%         0.20%        0.46%       0.83%
Allowance for loan losses, REO and other
  Repossessed assets to non-performing
  Assets                                           351.04%       258.82%       435.48%      176.60%     110.66%
Allowance for loan losses to gross loans             0.65%         0.80%         0.85%        0.82%       0.93%
Net charge-offs (recoveries) to loans, net           0.00%        (0.10%)       (0.07%)       0.14%       0.12%
Basic earnings per share                          $  0.12       $  0.27       $  0.70      $  0.81     $  0.79
Diluted earnings per share                        $  0.12       $  0.27       $  0.70      $  0.80     $  0.77
Book value per share                              $ 16.67       $ 17.16       $ 16.73      $ 15.86     $ 15.81

</TABLE>

---------------------
(1)  In  connection  with the  adoption of  Statement  of  Financial  Accounting
     Standards (SFAS) No. 133 "Accounting for Derivative Instruments and Hedging
     Activities" as of October 1, 1998, the Company reclassified all of its held
     to maturity securities as available for sale.

                                      -3-
<PAGE>

                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS


General


         The Private  Securities  Litigation  Reform act of 1995  contains  safe
harbor  provisions  regarding  forward-looking  statements.  When  used  in  the
discussion, the words "believe", "anticipates",  "contemplates",  "expects", and
similar expressions are intended to identify  forward-looking  statements.  Such
statements  are  subject to certain  risks and  uncertainties  which could cause
actual  results to differ  materially  from  those  projected.  Those  risks and
uncertainties  include changes in interest rates,  risks associated with opening
new branches,  the ability to control costs and expenses,  and general  economic
conditions. The Company undertakes no obligation to publicly release the results
of any revision to those forward-looking statements which may be made to reflect
events or  circumstances  after the date hereof or to reflect the occurrences of
unanticipated events.

         The Company was formed in  connection  with the Bank's  mutual-to-stock
conversion  that was  consummated  on March 29, 1996.  The Company's  assets are
comprised of its  investment  in the Bank,  loans to the Bank's  Employee  Stock
Ownership  Plan  ("ESOP"),  and shares held in two mutual funds.  The Bank's net
earnings  are  dependent  primarily  on its net  interest  income,  which is the
difference  between  interest income earned on its  interest-earning  assets and
interest  expense  paid on  interest-bearing  liabilities.  For the  year  ended
September  30,  2002,  the  Bank's  interest  income  was  $4.383  million,   or
approximately  97.44% of gross earnings (i.e.,  interest income and non-interest
income). The Bank's interest rate spread is affected by regulatory, economic and
competitive  factors  that  influence  interest  rates,  loan demand and deposit
flows.  For the year ended  September  30, 2002,  the Bank's net  interest  rate
spread was 2.51%. To a lesser extent,  the Bank's net earnings also are affected
by the level of non-interest income, which primarily consists of service charges
and other operating income. In addition,  net earnings are affected by the level
of non-interest (general and administrative) expenses.

         The  operations  of  the  Bank  and  the  entire  thrift  industry  are
significantly  affected by prevailing economic  conditions,  competition and the
monetary  and  fiscal  policies  of  the  federal  government  and  governmental
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 Bank's market
area.


Critical Accounting Policies

         Companies  may apply certain  critical  accounting  policies  requiring
management  to make  subjective or complex  judgments,  often as a result of the
need to  estimate  the  effect of matters  that are  inherently  uncertain.  The
Company  considers its only critical  accounting  policy to be the allowance for
loan losses. The allowance for loan

                                      -4-
<PAGE>

losses is  established  through a  provision  for loan  losses  charged  against
earnings.  The balance of allowance  for loan losses is maintained at the amount
management  believes will be adequate to absorb known and inherent losses in the
loan  portfolio.  The  appropriate  balance  of  allowance  for loan  losses  is
determined  by  applying  estimated  loss  factors to the credit  exposure  from
outstanding loans.  Estimated loss factors are based on subjective  measurements
including management's assessment of the internal risk classifications,  changes
in the nature of the loan portfolio,  industry  concentrations and the impact of
current local, regional and national economic factors on the quality of the loan
portfolio.  Changes in these estimates and  assumptions are reasonably  possible
and  may  have  a  material  impact  on  the  Company's  consolidated  financial
statements, results of operation or liquidity.


Asset/Liability Management and Interest Rate Risk


         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 Bank's
assets  mature  or  reprice  more  quickly  or  to a  greater  extent  than  its
liabilities,  the Bank'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 Bank's assets mature or reprice more slowly or
to a lesser extent than its liabilities,  the Bank'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 Bank's policy has
been to mitigate  the  interest  rate risk  inherent in the  historical  savings
institution  business  of  originating  long-term  loans  funded  by  short-term
deposits by pursuing certain  strategies  designed to decrease the vulnerability
of its earnings to material and prolonged changes in interest rates.

         The Bank is subject to  significant  interest  rate risk as a result of
its  historical   emphasis  on  the  origination  for  portfolio  of  fixed-rate
one-to-four  family mortgage loans. In order to improve the Bank's interest rate
sensitivity,  however, management has attempted to shorten the maturities of the
Bank's assets and lengthen the maturities of its liabilities,  while maintaining
asset  quality.  This  strategy  has been  implemented  by (i)  emphasizing  the
origination for portfolio of 3 and 5 year balloon mortgage loans; (ii) brokering
15 to  30-year  fixed-rate  mortgage  loans for a third  party and  receiving  a
commission;   (iii)  offering  adjustable  rate  home  equity  and  shorter-term
installment  loans;  (iv)  emphasizing  the  solicitation  and retention of core
deposits and lengthening  the average  maturity of deposits by adopting a tiered
pricing program for its certificates of deposit (offering higher rates on longer
term  certificates)  and managing deposit interest rates; (v) purchasing for its
own portfolio  adjustable-rate  mortgage-backed  securities,  (vi)  investing in
short-  and  intermediate-term  investment  securities,  (vii)  emphasizing  the
origination of adjustable-rate mortgage loans; (viii) utilizing FHLB advances to
facilitate  growth and lengthen  liabilities;  (ix) focusing on  short-term  and
adjustable commercial and consumer loans. These measures, while significant, may
only  partially  offset the Bank's  interest  rate risk.  Furthermore,  the Bank
believes it has  sufficient  capital to accept a certain degree of interest rate
risk.

                                      -5-
<PAGE>

         To  monitor  the Bank's  interest  rate  risk,  the Bank also  utilizes
quarterly  reports by the OTS which  measure  the Bank's  interest  rate risk by
modeling the change in the Bank's net portfolio  value ("NPV") over a variety of
interest  rate  scenarios.  NPV is defined as the present value of expected cash
flows from assets,  liabilities and off-balance  sheet  contracts.  Based on the
September  30, 2002 report the Bank had  minimal  interest  rate risk based on a
post-shock NPV ratio in excess of 10%.

         The Bank's Board of Directors  is  responsible  for revising the Bank's
asset  and  liability  policies.   The  Bank's  management  is  responsible  for
administering  the policies and  determinations  of the Board of Directors  with
respect to the Bank's asset and liability goals and strategies.


Analysis of Net Interest Income


         Average Balances,  Interest, Yields and Rates. The following table sets
forth certain  information  relating to the Company's  average balance sheet and
reflects  the average  yield on assets and average cost of  liabilities  for the
periods  indicated and the average yields earned and rates paid. Such yields and
costs are derived by dividing income or expense by the average balance of assets
or liabilities,  respectively,  for the periods presented.  Average balances are
derived from  month-end  balances.  Management  does not believe that the use of
month-end  balances  instead of daily  average  balances has caused any material
differences  in  the  information   presented.   When  interest-earning   assets
approximate or exceed interest-bearing  liabilities,  any positive interest rate
spread will generate net interest income.

                                      -6-
<PAGE>

<TABLE>
<CAPTION>
                                      At September 30,                  Twelve Months Ended September 30,
                                      ------------------ ----------------------------------------------------------------
                                            2002                      2002                             2001
                                      ------------------ -------------------------------- -------------------------------
                                           Actual         Average               Average    Average              Average
                                         Yield/Cost       Balance    Interest  Yield/Cost  Balance   Interest  Yield/Cost
                                         ----------       -------    --------  ----------  -------   --------  ----------
                                                                         (Dollars in Thousands)
<S>                                       <C>        <C>         <C>           <C>      <C>        <C>         <C>
Interest-earning assets:
 Loans receivable (1)                       6.69 %     $   43,092  $ 3,302       7.66 %   $ 33,569   $ 2,681     7.99 %
 Securities available for sale
  Mortgage-backed securities                5.64           14,084      733       5.20       12,384       767     6.19
  Investment securities                     5.00            6,353      238       3.75       13,793       777     5.63
 Other interest-earning assets (2)          3.04            4,382      110       2.51        4,196       179     4.27
                                                         --------    -----                --------   -------
  Total interest-earning assets             6.20           67,911    4,383       6.45       63,942     4,404     6.89
                                                         --------    -----                --------   -------


Non-interest-earning assets                                 4,076                            2,394
                                                         --------                         --------
 Total assets                                            $ 71,987                         $ 66,336
                                                         ========                         ========

Interest-bearing liabilities
 Interest checking (3)                      1.65           12,692      203       1.60        9,935       322     3.24
 Time Deposits/Passbook (3)                 3.48           30,410    1,199       3.94       24,599     1,338     5.44
                                                         --------    -----                --------   -------
 Total deposit accounts                     3.00           43,102    1,402       3.25       34,534     1,660     4.81
 FHLB advances (4)                          5.80           13,357      824       6.17       16,888     1,089     6.45
                                                         --------    -----                --------   -------
  Total interest-bearing liabilities        3.65           56,459    2,226       3.94       51,422     2,749     5.35
                                                         --------    -----                --------   -------


Non-interest-bearing liabilities                            1,970                            1,483
                                                         --------                         --------
 Total liabilities                                         58,429                           52,905
                                                         --------                         --------
 Total equity                                              13,558                           13,431
                                                         --------                         --------
 Total liabilities and equity                            $ 71,987                         $ 66,336
                                                         ========                         ========
Net interest income                                                $ 2,157                           $ 1,655

Interest rate spread                                                             2.51 %                          1.54 %
                                                                               ======                          ======
Net interest margin                                                              3.18 %                          2.59 %
                                                                               ======                          ======
Ratio of average interest-earning assets
To average interest-bearing liabilities                                        120.28 %                        124.35 %
                                                                               ======                          ======
</TABLE>

----------------
(1)  Average balances include non-accrual loans, and are net of reserve for loan
     losses and deferred loan fees.
(2)  Also includes interest-bearing deposits in other financial institutions.
(3)  Includes  amortization  of core deposit  intangibles of $29,000 in 2002 and
     $24,000 in 2001.
(4)  Includes $1,000 in 2002 and $6,000 in 2001 of other interest expense.

         Rate/Volume   Analysis.   The  table   following   sets  forth  certain
information  regarding  changes in interest  income and interest  expense of the
Bank for the periods indicated. For each category of interest-earning assets and
interest-bearing liabilities, information is provided on changes attributable to
(i) changes in volume (changes in average volume  multiplied by old rate);  (ii)
changes in rates  (changes  in rate  multiplied  by old average  volume);  (iii)
changes in  rate-volume  (changes  in rate  multiplied  by the change in average
volume).

                                       -7-
<PAGE>


                                                   Year ended September 30,
                                                        2002 vs. 2001
                                                  Increase (Decrease) Due to
                                                                 Rate/
                                              Volume    Rate    Volume      Net
                                              ------    -----   ------    ------
                                                        (In Thousands)
Interest Income:
     Loans receivable                          $ 761    $(111)   $ (29)   $ 621
     Securities available-for-sale:
       Mortgage-backed securities                105     (123)     (16)     (34)
       Investment securities                    (419)    (259)     139     (539)
     Other interest-earning assets                 8      (74)      (3)     (69)
                                               -----    -----    -----    -----
         Total interest-earning assets         $ 455    $(567)   $  91    $ (21)
                                               =====    =====    =====    =====

Interest expense
     Deposit accounts                          $ 412    $(539)   $(131)   $(258)
     FHLB advances                              (228)     (47)      10     (265)
                                               -----    -----    -----    -----
         Total interest-bearing liabilities    $ 184    $(586)   $(121)   $(523)
                                               =====    =====    =====    =====

Net change in net interest income              $ 271    $  19    $ 212    $ 502
                                               =====    =====    =====    =====

Financial Condition

         The Company's  assets  increased by $6.748 million from $68.773 million
at  September  30, 2001 to $75.521  million at September  30,  2002.  The mix in
assets changed with an increase in loans receivable,  premises and equipment and
a corresponding decrease in cash and investments.

         The Company  experienced loan growth during the period.  From September
30, 2001 to  September  30, 2002 net loans  receivable  increased  from  $37.058
million to $49.339  million,  representing  an  increase  of $12.281  million or
33.14%. The Gillette branch experienced a $8.959 million increase,  the Sheridan
branch  experienced  a  $4.149  million  increase,   while  the  Buffalo  branch
experienced  a $827,000  decrease.  Residential  real estate loans  increased by
$730,000,  commercial  mortgages  increased $8.314 million,  construction  loans
increased  $4.852  million,  home equity loans decreased  $635,000,  while other
consumer loans decreased by $277,000, commercial and agriculture loans decreased
by $65,000 and loan loss reserves increased by $29,000.

         The  Company's  net  investment  in   mortgage-backed   and  investment
securities  available for sale decreased by $3.894 million from $22.003  million
at September 30, 2001 to $18.109 million at September 30, 2002. The decrease was
primarily used to fund the loan production.

         Deposits  increased by $6.074 million from $40.709 million at September
30, 2001 to $46.783 million at September 30, 2002,  primarily as a result of the
branch  operations in Gillette  which  accounted for $3.401 million and Sheridan
which  accounted for $2.623  million.  The Buffalo  branch  experienced a slight
increase in deposits of $50,000.

                                       -8-
<PAGE>

         The Company  increased its level of borrowings from the FHLB of Seattle
from $13.400  million at September 30, 2001 to $14.200  million at September 30,
2002. This represents an increase of $800,000. The increase in FHLB advances was
used to fund loan demand and supplement slightly slower than anticipated deposit
growth.  The Company  utilizes  FHLB  advances to take  advantage of  investment
opportunities  with the goal of earning income on the interest rate differential
between  the  yield  earned  on the  investments  and the rate  paid on the FHLB
advances.

         Total  stockholders'  equity decreased by $104,000 from $13.558 million
at September 30, 2001 to $13.454  million at September  30, 2002.  Stockholders'
equity was reduced by cash dividends  declared during fiscal year 2002 in excess
of current  earnings  of $95,000.  These  dividends  totaled  $0.48 per share or
$362,000.  This  decrease  was  partially  offset as a result of the increase in
accumulated  other  comprehensive  income,  primarily  due to the  market  value
increase  in  the  investment   securities   available-   for-sale  of  $41,000.
Additionally,  4,000 stock  options were  exercised  and the reissue of treasury
stock totaled $82,000.

Non-performing Assets

         Non-performing assets totaled $96,000 at September 30, 2002 or 0.13% of
total  assets  compared  to  $119,000  at  September  30, 2001 or 0.17% of total
assets.   Non-performing   assets  at  September  30,  2002  were  comprised  of
repossessed  other  assets owned and for the year ended  September  30, 2001 was
primarily comprised of loans secured by real estate.  Included in non-performing
assets at  September  30, 2001 is a $62,000  loan  secured by  residential  real
estate and a $57,000  commercial  mortgage  loan.  At September  30,  2001,  the
Company did not have any repossessed properties.

Comparison of Results of Operations  for the Years Ended  September 30, 2002 and
2001

         Net Income.  For the year ended  September 30, 2002 the Company  posted
net  income of $95,000 or diluted  earnings  per share of $.12  compared  to net
income of  $211,000  or  diluted  earnings  per share of $.27 for the year ended
September  30,  2001.  Net income was lower in 2002 than in 2001  primarily as a
result of the  recognition of an impairment  loss on one mutual fund  investment
for an other-than-temporary decline in market value.

         Interest Income. Total interest income decreased by $21,000 from $4.404
million for the year ended  September  30,  2001 to $4.383  million for the year
ended September 30, 2002. The decrease in interest  income was primarily  caused
by a decrease in the rate earned on interest earning assets from 2001 to 2002. A
decrease in the yield on average  earning assets from 7.99% for the twelve month
period  ended  September  30,  2001 to 7.66% for the same  period in 2002 caused
interest  income to decrease by  $567,000.  During the twelve month period ended
September 30, 2001 average  interest  earning  assets  totaled  $63.942  million
compared to $67.911 million for the same period in 2002. This increase in volume
caused interest income to increase by $455,000 for the periods covered.

                                      -9-
<PAGE>

         Interest Expense.  Deposit interest expense,  including amortization of
core deposit intangibles, decreased by $258,000 from $1.660 million for the year
ended September 30, 2001 to $1.402 million for the year ended September 30, 2002
primarily  as a result of a  decrease  in the cost of average  interest  bearing
deposits,  offset by an  increase  in the  volume of  average  interest  bearing
deposits.  Average interest  bearing  deposits  increased by $8.568 million from
September 30, 2001 to September 30, 2002  contributing to a $412,000 increase in
interest expense. A decrease in the cost of interest bearing deposits from 4.81%
for the twelve  month period  ended  September  30, 2001 to 3.25% for the twelve
month period ended September 30, 2002 decreased interest expense by $539,000.

         FHLB  advances and other  interest  expense  decreased by $265,000 from
$1.089  million for the year ended  September  30, 2001 to $824,000 for the year
ended  September 30, 2002,  primarily  due to decrease in the average  volume of
such  advances.  Average FHLB advances  decreased  from $16.888  million for the
twelve month period ended  September 30, 2001 to $13.357  million for the twelve
month period ended  September 30, 2002.  This decrease in volume caused interest
expense to decrease by $228,000.  A decrease in the cost of FHLB  advances  from
6.45% in 2001 to  6.17%  2002  accounted  for a  $47,000  decrease  in  interest
expense.

         The total cost of average  interest  bearing  liabilities was 3.94% for
2002 and 5.35% for 2001.

         Net Interest  Income.  Net interest  income  before  provision for loan
losses  increased by $502,000 from $1.655  million for the year ended  September
30, 2001 to $2.157  million for the year ended  September 30, 2002. The increase
in net  interest  income was  primarily  attributed  to  decrease in the cost of
interest bearing  liabilities.  The ratio of interest earning assets to interest
bearing  liabilities  decreased  from  124.35% for the twelve month period ended
September 30, 2001 to 120.28% for the same period in 2002. Also  contributing to
the increase in net interest  income was an increase in the interest rate spread
from 1.54% for the twelve month period ended September 30, 2001 to 2.51% for the
twelve month period ended September 30, 2002.

         Provision for Loan Losses. The provision for loan losses was $30,000 in
2002 and no provision  was made in 2001.  In 2002,  recoveries  totaled  $19,000
while charge-offs totaled $20,000. Loan recoveries were less than charge-offs in
2002  resulting  in a net decrease in the  allowance  for loan losses of $1,000.
Management's  periodic  evaluation  of the adequacy of the allowance is based on
factors such as the Bank's past loan loss  experience,  known and inherent risks
in the portfolio,  adverse  situations that may affect the borrower's ability to
repay,  estimated  value of any underlying  collateral,  current and prospective
economic conditions, and independent appraisals. Any increase or decrease in the
provision for loan losses has a corresponding negative or positive effect on net
income.  At September 30, 2002, the allowance  represented  0.65% of gross loans
receivable as compared to 0.80% of gross loans receivable at September 30, 2001.

         Assessment of the adequacy of the  allowance  for loan losses  involves
subjective  judgments  regarding  future  events,  and  thus,  there  can  be no
assurance  that  additional  provisions  for loan losses will not be required in
future periods.

                                      -10-
<PAGE>

         Non-Interest  Income.  Non-interest  income  increased  by $5,000  from
$110,000  for the year ended  September  30, 2001 to $115,000 for the year ended
September 30, 2002.  Customer service charges  accounted for $15,000 as a result
of an increase in the volume of deposit fees.  Other operating  income decreased
by $10,000 associated with a $14,000 increase in loan service charges related to
the increased volume of accounts and branching.  The remaining  $24,000 decrease
was due to net expenses associated with a joint venture that was started in June
2002. The joint venture is called North Wyoming  Insurance  Company,  LLC and is
owned 50% by North Wyoming  Insurance  Corporation  and 50% by the Company.  The
joint venture was established to offer insurance  products to Bank customers and
is only  available in the Sheridan  branch.  The joint venture will be accounted
for on the equity  method and the  financial  impact of the joint venture is not
expected  to be material to the  operations  of the company for the  foreseeable
future.

         Non-Interest  Expense.  During  2002 the company  recognized  a loss of
$188,000  from   other-than-temporary   impairment   of  investment   securities
available-for-sale.  Under SFAS 115 of  "Accounting  for Certain  Investments in
Debt and Equity  Securities"  the  Company is  required  to record in the income
statement  a loss in the  market  value for  other-than-temporary  losses in the
investment portfolio.

         The Company  experienced a $695,000  increase in  non-interest  expense
from $1.470 million for the year ended  September 30, 2001 to $2.165 million for
the year ended September 30, 2002. Compensation and benefit expense was $227,000
higher in 2002 than in 2001  primarily  as a result of general pay  increases in
2001, the hiring of a commercial  loan officer in July 2002, a branch  president
in March 2002 for the new Sheridan  Branch,  and seven additional staff members,
in the Gillette, Sheridan and Buffalo branches. Occupancy and equipment expenses
increased by $87,000  from  $143,000  for the year ended  September  30, 2001 to
$230,000  for the year ended  September  30, 2002,  due to the  operation of the
Sheridan  branch.  Advertising  increased during 2002 to $73,000 from $47,000 in
2001,  due to expenses  related to the new branch in Sheridan.  Data  processing
services  increased by $18,000 as a result of the Sheridan branch.  Professional
fees increased  during 2002 to $136,000 from $83,000 in 2001,  attributable to a
contract with an executive  management search firm in 2002 for hiring of a Chief
Executive Officer and Chief Lending Officer.

         Amortization  of goodwill  decreased by $9,000 from the purchase of the
Gillette branch as the adoption of SFAS 147  "Acquisitions of Certain  Financial
Institutions"  removed the  requirement  to amortize  goodwill on the  financial
statements.  Other operating  expenses expense were $102,000 higher in 2002 than
in 2001 from costs  associated  from  expansion  of  operations  with the branch
opening in  Sheridan,  Wyoming.  Also,  effective  October 1, 2001,  the Company
changed its method of accounting  for  depreciation  on furniture,  fixtures and
equipment  from an  accelerated  method to the  straight-line  method for assets
acquired on or after October 1, 2001.  Had the previous  method of  depreciation
been in place during  fiscal 2002,  net income would have been reduced by $15 or
$.02 for both basic and diluted earnings per share.

         Income  Taxes.  The  effective tax rates for 2002 and 2001 were (0.06%)
and 28.47%,  respectively.  The  effective  tax rate for 2002 was  significantly
lower due to the amount of tax exempt  interest as compared to net income before
taxes. There is no state income tax imposed on the Company. In 2002 and 2001 the
Company received a refund for prior year amended tax returns.

                                      -11-
<PAGE>

Liquidity and Capital Resources

         The  Company's  primary  source of liquidity is derived from  dividends
received from the Bank, which are subject to regulatory provisions.  The Bank is
required  to  maintain  minimum  levels of liquid  assets for its safe and sound
operation.

         The  Bank's  primary  sources  of funds are  deposits,  prepayment  and
amortization of loans and mortgage-backed  securities,  maturities of investment
securities,  earnings  from  operations,  and advances from the FHLB of Seattle.
While scheduled principal  repayments are greatly influenced by general interest
rates, economic conditions,  competition and other factors, the Bank manages the
pricing of its  deposits to maintain  desired  levels and invests in  short-term
interest-earning   assets,   which   provide   liquidity  to  meet  its  lending
requirements.

         During the years ended  September  30,  2002 and 2001,  the Company had
positive net cash flows of $540,000 and $784,000 from  operating  activities and
$6.557 million and $1.104 million from financing activities,  respectively.  The
Company also experienced  negative net cash flows of $10.308 million during year
ended  September  30, 2002 and a $1.213  million  positive net cash flow for the
year ended September 30, 2001, from investing activities.

         Net income,  adjusted for the non-cash and non-operating items, was the
primary source of cash flows from  operating  activities in both fiscal 2002 and
2001.

         During  fiscal  2002,   investing   activities  used  $10.308  million,
primarily from the  origination  of loans offset  somewhat by the maturities and
calls  of  investments  securities  available  for  sale.  During  fiscal  2001,
investing  activities  provided $1.213 million primarily from the maturities and
calls of  investments  securities  available  for sale  offset  somewhat  by the
origination  of  loans.  The  primary  investing  activity  of the  Bank  is the
origination of adjustable and fixed-rate  mortgages with maturities of less than
15 years and the purchase of investment securities. During fiscal 2002 and 2001,
the Bank originated mortgage loans in the amounts of $33.620 million and $17.430
million, respectively.

         Changes in cash flows from  financing  activities  during these periods
have  primarily been related to changes in deposits,  borrowings,  and dividends
paid in 2002 and 2001.  The  primary  financing  activities  of the Bank are the
attraction  of deposits  and  borrowing  funds from the FHLB of Seattle.  During
fiscal year 2002,  deposits increased $6.074 million.  The Bank also supplements
its deposits with advances from the FHLB of Seattle to manage interest rate risk
and to take  advantage  of  investment  opportunities  with the goal of  earning
income  on the  interest  rate  differential  between  the  yield  earned on the
investments  and the rate paid on the advances.  During  fiscal year 2002,  FHLB
advances  increased by $800,000.  The increase in deposits was primarily used to
fund loan originations. Generally, the cost of advances is greater than the cost
of deposits.

         The Bank  anticipates  that it will have sufficient  funds available to
meet its current  commitments and anticipated  commitments  over the next twelve
months.  At September 30, 2002, the Bank had  commitments to originate  loans of
$1.270  million,  $1.121  million in  un-disbursed  Line of  Credits  and $1.666
million in un-disbursed construction loans. Certificates of deposit and State of
Wyoming  deposits

                                      -12-
<PAGE>

which  are  scheduled  to mature in less  than one year at  September  30,  2002
totaled  $23.157  million.  At  September  30,  2002 there was a $6.074  million
increase in deposits and management  believes that a significant portion of such
deposits  will remain with the Bank based on historical  and economic  trends in
the banks primary market area.

Impact of Inflation and Changing Prices

         The financial  statements of the Company and notes  thereto,  presented
elsewhere  herein,  have been prepared in accordance with accounting  principles
generally  accepted  in  the  United  States  of  America,   which  require  the
measurement of financial  position and operating  results in terms of historical
dollars without considering the change in the relative purchasing power of money
over time and due to  inflation.  The impact of  inflation  is  reflected in the
increased cost of the Company's  operations.  Unlike most industrial  companies,
nearly all the assets and liabilities of the Company are monetary.

         As a result,  interest  rates  have a greater  impact on the  Company's
performance  than do the effects of general levels of inflation.  Interest rates
do not necessarily move in the same direction or to the same extent as the price
of goods and services.

         The Bank, has been a traditional  thrift that primarily  originated and
held  long-term  home loans.  There is an emphasis on increasing  our adjustable
rate loan portfolio and short term small business loans.  The change in strategy
should  positively  impact the banks  sensitivity to interest rate risk, but may
also reduce earnings as yields on adjustable rate loans are generally lower than
yields on fixed rate loans. See also  "-Asset/Liability  Management and Interest
Rate Risk."

                                      -13-
<PAGE>



                          Independent Auditors' Report



The Board of Directors and Stockholders
Crazy Woman Creek Bancorp Incorporated:


We have  audited the  accompanying  consolidated  balance  sheets of Crazy Woman
Creek Bancorp Incorporated and subsidiary as of September 30, 2002 and 2001, and
the  related  consolidated  statements  of  income,   stockholders'  equity  and
comprehensive   income,   and  cash  flows  for  the  years  then  ended.  These
consolidated  financial  statements  are  the  responsibility  of the  Company'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 auditing standards generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit to obtain  reasonable  assurance  about  whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the 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 financial  position of Crazy Woman Creek
Bancorp  Incorporated  and subsidiary as of September 30, 2002 and 2001, and the
results of their  operations  and their cash flows for the years then ended,  in
conformity with accounting principles generally accepted in the United States of
America.

As discussed in Note 1 to the  consolidated  financial  statements,  the Company
changed its accounting for goodwill in accordance  with  Statements of Financial
Accounting  Standards  No. 142,  Goodwill  and Other  Intangibles,  and No. 147,
Acquisitions of Certain Financial Institutions, effective October 1, 2001.




/s/KPMG LLP

Billings, Montana
November 6, 2002


                                      -14-
<PAGE>

              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                           Consolidated Balance Sheets
             (Dollars in thousands except share and per share data)

                           September 30, 2002 and 2001
<TABLE>
<CAPTION>
                          Assets                               2002        2001
                          ------                             --------    --------

<S>                                                        <C>          <C>
Cash and cash equivalents                                    $  2,686       5,897
Investment and mortgage-backed securities
      available-for-sale                                       18,109      22,003
Stock in Federal Home Loan Bank of Seattle, at cost             1,200       1,128
Loans receivable, net                                          49,339      37,058
Accrued interest receivable                                       420         429
Premises and equipment, net                                     3,282       1,871
Repossessed other assets owned                                     96          --
Income tax receivable                                              71          --
Goodwill, net                                                     178         178
Other intangible assets, net                                       69          98
Other assets                                                       71         111
                                                             --------    --------

                                                             $ 75,521      68,773
                                                             ========    ========

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

Liabilities:
     Deposits                                                $ 46,783      40,709
     Advances from Federal Home Loan Bank                      14,200      13,400
     Advance payments by borrowers for taxes and insurance         65          67
     Deferred income taxes                                        285         213
     Dividends payable                                             97          97
     Accrued expenses and other liabilities                       637         729
                                                             --------    --------

           Total liabilities                                   62,067      55,215

Stockholders' equity:
     Preferred stock, par value $.10 per share, 2,000,000
        shares authorized; none issued and outstanding             --          --
     Common stock, par value $.10 per share, 5,000,000
        shares authorized; 1,058,000 issued                       106         106
     Additional paid-in capital                                10,139      10,117
     Unearned ESOP/MSBP shares                                   (411)       (429)
     Retained earnings                                          6,858       7,125
     Accumulated other comprehensive income, net                  236         195
     Treasury stock at cost, 260,976 and 267,876 shares
        at September 30, 2002 and 2001, respectively           (3,474)     (3,556)
                                                             --------    --------

           Total stockholders' equity                          13,454      13,558
                                                             --------    --------

                                                             $ 75,521      68,773
                                                             ========    ========
</TABLE>

See accompanying notes to consolidated financial statements.

                                      -15-
<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                        Consolidated Statements of Income
             (Dollars in thousands except share and per share data)

                     Years ended September 30, 2002 and 2001


<TABLE>
<CAPTION>
                                                                  2002       2001
                                                                 -------    -------
<S>                                                            <C>        <C>
Interest income:
     Loans receivable                                            $ 3,302      2,681
     Mortgage-backed securities                                      733        767
     Investment securities                                           238        777
     Other interest-earning assets                                   110        179
                                                                 -------    -------

           Total interest income                                   4,383      4,404

Interest expense:
     Deposits                                                      1,372      1,635
     Advances from Federal Home Loan Bank                            824      1,084
     Other interest expense                                           30         30
                                                                 -------    -------

           Total interest expense                                  2,226      2,749
                                                                 -------    -------

           Net interest income                                     2,157      1,655

Provision for loan losses                                             30         --
                                                                 -------    -------

           Net interest income after provision for loan losses     2,127      1,655
                                                                 -------    -------

Non-interest income:
     Customer service charges                                         92         77
     Other operating income                                           23         33
                                                                 -------    -------

           Total non-interest income                                 115        110
                                                                 -------    -------

Non-interest expense:
     Compensation and benefits                                     1,050        823
     Occupancy and equipment                                         230        143
     FDIC/SAIF deposit insurance premiums                              7          6
     Advertising                                                      73         47
     Data processing services                                        150        132
     Professional fees                                               136         83
     Other                                                           318        216
     Amortization of goodwill                                         --          9
     Other than temporary loss on investment available-
        for-sale                                                     188         --
     Loss on disposal of equipment                                    --         11
                                                                 -------    -------

           Total non-interest expense                              2,152      1,470
                                                                 -------    -------

           Income before income taxes                                 90        295
Income tax (benefit) expense                                          (5)        84
                                                                 -------    -------

           Net income                                            $    95        211
                                                                 =======    =======

Basic earnings per share                                         $  0.12       0.27
                                                                 =======    =======

Diluted earnings per share                                       $  0.12       0.27
                                                                 =======    =======
</TABLE>

See accompanying notes to consolidated financial statements.

                                      -16-
<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

    Consolidated Statements of Stockholders' Equity and Comprehensive Income
             (Dollars in thousands except share and per share data)

                     Years ended September 30, 2002 and 2001

<TABLE>
<CAPTION>

                                                                          Unearned             Accumulated
                                                              Additional    ESOP/                other                   Total
                                                      Common   paid-in      MSBP     Retained comprehensive   Treasury stockholders'
                                                      stock    capital     shares    earnings income (loss)    stock     equity
                                                      -----    -------     ------    -------- -------------    -----     ------

<S>                                                <C>        <C>         <C>       <C>         <C>        <C>        <C>
Balance at September 30, 2000                        $   106    10,100      (528)     7,271       (218)      (3,652)    13,079

Comprehensive income:
    Net income                                            --        --        --        211         --           --        211
    Unrealized gain on securities available-for-sale      --        --        --         --        413           --        413
                                                                                                                       -------

        Total comprehensive income                                                                                         624

Exercise of stock options (7,600 shares)                  --        --        --         --         --           90         90

MSBP shares awarded (500 shares)                          --        --        (6)        --         --            6         --

ESOP shares committed to be released                      --        17        46         --         --           --         63

MSBP shares vested                                        --        --        59         --         --           --         59

Cash dividends declared ($.48 per share)                  --        --        --       (357)        --           --       (357)
                                                     -------   -------   -------    -------    -------      -------    -------

Balance at September 30, 2001                            106    10,117      (429)     7,125        195       (3,556)    13,558

Comprehensive income:
    Net income                                            --        --        --         95         --           --         95
    Unrealized gain on securities available-for-sale      --        --        --         --         41           --         41
                                                                                                                       -------

        Total comprehensive income                                                                                         136

Exercise of stock options (4,000 shares)                  --        --        --         --         --           47         47

MSBP shares awarded (4,500 shares)                        --        --       (55)        --         --           55         --

MSBP shares forfeited (1,600 shares)                      --        --        20         --         --          (20)        --

ESOP shares committed to be released                      --        22        45         --         --           --         67

MSBP shares vested                                        --        --         8         --         --           --          8

Cash dividends declared ($.48 per share)                  --        --        --       (362)        --           --       (362)
                                                     -------   -------   -------    -------    -------      -------    -------

Balance at September 30, 2002                        $   106    10,139      (411)     6,858        236       (3,474)    13,454
                                                     =======   =======   =======    =======    =======      =======    =======
</TABLE>

See accompanying notes to consolidated financial statements.

                                      -17-
<PAGE>
                       CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                               Consolidated Statements of Cash Flows
                                      (Dollars in Thousands)

                              Years ended September 30, 2002 and 2001

<TABLE>
<CAPTION>
                                                                      2002        2001
                                                                    --------    --------
<S>                                                               <C>          <C>
Cash flows from operating activities:
    Net income                                                      $     95         211
    Adjustments to reconcile net income to net cash
       provided by operating activities:
         Provision for loan losses                                        30          --
         Amortization of premiums and discounts on
            investment securities                                         98          15
         Amortization of goodwill                                         --           9
         Amortization of core deposit intangibles                         29          25
         Deferred income tax expense                                      52          --
         Federal Home Loan Bank stock dividend                           (72)        (73)
         Depreciation                                                    154          83
         Other than temporary loss on investment
            available-for-sale                                           188          --
         Mutual fund dividends reinvested                                (14)        (11)
         Deferred loan origination fees, net                              19          12
         Loss on sale of premises and equipment                           --          11
         ESOP shares committed to be released                             67          63
         MSBP compensation expense                                         8          59
         Change in:
            Accrued interest receivable                                    9         105
            Other assets                                                  40         (72)
            Income taxes                                                 (71)         28
            Accrued expenses and other liabilities                       (92)        319
                                                                    --------    --------

              Net cash provided by operating activities                  540         784
                                                                    --------    --------

Cash flows from investing activities:
    Purchases of securities available-for-sale                        (7,474)     (8,616)
    Proceeds from maturities, calls and prepayments of
       securities available-for-sale                                  11,157      16,104
    Origination of loans receivable                                  (33,620)    (17,430)
    Repayment of principal on loans receivable                        21,194      11,435
    Acquisition of branch office                                          --         773
    Purchases of premises and equipment                               (1,565)     (1,053)
                                                                    --------    --------

              Net cash (used in) provided by investing activities    (10,308)      1,213
                                                                    --------    --------

Cash flows from financing activities:
    Net increase in deposits                                           6,074       7,275
    Advances from Federal Home Loan Bank                               5,950       4,350
    Repayment of advances from Federal Home Loan Bank                 (5,150)    (10,250)
    Net decrease in advances from borrowers for taxes
       and insurance                                                      (2)         (5)
    Exercise of stock options                                             47          90
    Dividends paid to stockholders                                      (362)       (356)
                                                                    --------    --------

              Net cash provided by financing activities                6,557       1,104
                                                                    --------    --------

Net (decrease) increase in cash and cash equivalents                  (3,211)      3,101
Cash and cash equivalents at beginning of year                         5,897       2,796
                                                                    --------    --------

Cash and cash equivalents at end of year                            $  2,686       5,897
                                                                    ========    ========

Cash paid during the year for:
    Interest                                                        $  2,275       2,619
    Income taxes                                                          35          63
                                                                    ========    ========
</TABLE>

Noncash investing and financing activities:
    During 2002, the Company  transferred  $96 from loans to  repossessed  other
    assets owned.

    During 2001,  the Company  acquired a branch in Gillette  with $95 of loans,
    $387 of equipment and $1,353 of deposits.

See accompanying notes to consolidated financial statements.

                                      -18-
<PAGE>

              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001


(1)    Summary of Significant Accounting Policies

       The accompanying  consolidated  financial statements include the accounts
       of Crazy Woman Creek Bancorp  Incorporated  (the Holding Company) and its
       wholly-owned subsidiary, Buffalo Federal Savings Bank (BFSB). The Holding
       Company and BFSB are herein  referred to  collectively  as "the Company."
       All  significant   intercompany   balances  and  transactions  have  been
       eliminated in consolidation.

       BFSB provides services to individual and corporate  customers through its
       offices  in  Buffalo  and  Gillette,  Wyoming.  BFSB  offers a variety of
       deposit  products  to  its  customers  while  concentrating  its  lending
       activities on real estate  loans.  These real estate  lending  activities
       focus primarily on the origination of loans secured by one-to-four family
       residential real estate but also include the origination of multi-family,
       commercial  real  estate  and  home  equity  loans.  BFSB is  subject  to
       competition from other financial service providers and is also subject to
       the  regulations  of certain  federal and state  agencies  and  undergoes
       periodic examinations by those regulatory authorities.

       Basis of Presentation

       The  consolidated  financial  statements have been prepared in conformity
       with  accounting  principles  generally  accepted in the United States of
       America. 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 balance sheet and
       income  and  expenses  for  the  period.   Actual  results  could  differ
       significantly from those estimates.

       Material  estimates  that are  particularly  susceptible  to  significant
       change in the near-term relate to the  determination of the allowance for
       loan losses.  Management  believes  that the allowance for loan losses is
       adequate,  however,  future  additions to the  allowance may be necessary
       based on changes in factors affecting the borrowers' ability to repay. In
       addition,  various  regulatory  agencies,  as an  integral  part of their
       examination  process,  periodically review the allowance for loan losses.
       Such  agencies may require BFSB to recognize  additions to the  allowance
       based on their judgments about information  available to them at the time
       of their examination.

       Cash Equivalents

       For purposes of the statements of cash flows,  the Company  considers all
       cash,  daily  interest  demand  deposits,  amounts  due  from  banks  and
       interest-bearing  deposits with banks with  original  maturities of three
       months or less to be cash equivalents.

       Investment and Mortgage-Backed Securities

       Investment  and  mortgage-backed  securities  available-for-sale  include
       securities  that  management  intends  to use  as  part  of  its  overall
       asset/liability  management  strategy and that may be sold in response to
       changes in interest rates and resultant prepayment risk and other related
       factors.  Securities  available-for-sale  are  carried  at fair value and
       unrealized  gains and losses (net of related tax  effects)  are  excluded
       from  earnings  and  reported as a separate  component  of  stockholders'
       equity.

                                      -19-                           (Continued)

<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001


       The carrying value of securities is adjusted for amortization of premiums
       and  accretion  of  discounts  using  the  level-yield  method  over  the
       estimated lives of the  securities.  Upon  realization,  gains and losses
       from the sale of securities  are included in earnings  using the specific
       identification  method.  Declines in the fair value of  securities  below
       carrying  value that are other than  temporary  are charged to expense as
       realized losses and the related  carrying value is reduced to fair value.
       During the year ended  September 30, 2002, the Company  recognized a $188
       loss as a result of an other than temporary decline in fair value.

       Stock in Federal Home Loan Bank

       The Company holds stock in the Federal Home Loan Bank (FHLB).  FHLB stock
       is restricted  because it may only be sold to another member  institution
       or the FHLB at its par value. Due to restrictive terms, and the lack of a
       readily determinable market value, FHLB stock is carried at cost.

       Loans Receivable

       Loans  receivable  are  stated at  unpaid  principal  balances,  less net
       deferred loan  origination  fees.  Loans are placed on nonaccrual  status
       when   collection  of  principal  or  interest  is  considered   doubtful
       (generally  loans past due 90 days or more).  Interest income  previously
       accrued on these loans, but not yet received,  is reversed in the current
       period.  Interest  subsequently  recovered  is  credited to income in the
       period collected.

       Allowance For Loan Losses

       The allowance for loan losses is based on management's  evaluation of the
       adequacy of the allowance,  including an assessment of known and inherent
       risks in the portfolio, review of individual loans for adverse situations
       that may affect the borrower's  ability to repay,  the estimated value of
       any  underlying   collateral,   and  consideration  of  current  economic
       conditions.

       Additions to the allowance  arise from charges to operations  through the
       provision  for loan  losses or from the  recovery  of amounts  previously
       charged off.  The  allowance  is reduced by loan  charge-offs.  Loans are
       charged off when management believes there has been permanent  impairment
       of their carrying values.

       The Company also provides an allowance for losses on specific loans which
       are deemed to be  impaired.  Groups of small  balance  homogeneous  basis
       loans  (generally  the  Company's   consumer  loans)  are  evaluated  for
       impairment  collectively.  A loan is considered impaired when, based upon
       current  information and events,  it is probable that the Company will be
       unable  to  collect,  on a  timely  basis,  all  principal  and  interest
       according to the contractual terms of the loan's original agreement. When
       a specific loan is determined to be impaired,  the allowance for possible
       loan  losses is  increased  through a charge to expense for the amount of
       the impairment.  For all non-consumer loans, impairment is measured based
       on the value of the  underlying  collateral.  The value of the underlying
       collateral is determined by reducing the collateral's  estimated  current
       value by  anticipated  selling  costs.  The Company  recognizes  interest
       income on  impaired  loans  only to the  extent  that cash  payments  are
       received.

                                      -20-                           (Continued)

<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001


       Loan Origination Fees and Related Costs

       Loan  origination  fees and  certain  direct loan  origination  costs are
       deferred,  and the net fee or cost is recognized as interest income using
       the level-yield  method over the contractual life of the loans,  adjusted
       for prepayments  based on actual prepayment  experience.  Amortization of
       deferred loan  origination fees and costs are suspended during periods in
       which the related loan is on nonaccrual status.

       Other Real Estate and Repossessed Assets Owned

       Other real estate and  repossessed  assets owned are recorded at the fair
       value at the date of acquisition, with a charge to the allowance for loan
       losses for any excess of cost over fair value. Subsequently,  real estate
       or other repossessed assets owned is carried at the lower of cost or fair
       value, less estimated selling costs.  Certain costs incurred in preparing
       properties  or assets for sale are  capitalized,  and expenses of holding
       foreclosed  properties or repossessed assets are charged to operations as
       incurred.  No other real estate owned was held at  September  30, 2002 or
       2001 and the Company held $96 and $0 of repossessed other assets owned at
       September 30, 2002 and 2001, respectively.

       Premises and Equipment

       Premises and equipment are stated at cost less accumulated  depreciation.
       Depreciation is provided using straight-line and accelerated methods over
       the  estimated  useful lives of 39 or 40 years for the buildings and 5 to
       10 years for furniture, fixtures and equipment.

       Effective October 1, 2001, the Company changed its method of depreciation
       on furniture,  fixtures and equipment from an  accelerated  method to the
       straight-line method for assets acquired on or after October 1, 2001. Had
       the previous method of depreciation been in place during 2002, net income
       would have been  reduced by $15 or $.02 basic and  diluted  earnings  per
       share.

       Goodwill

       Goodwill  represents  the  excess of cost over fair  value of net  assets
       acquired.  Prior to the adoption of Financial  Accounting Standards Board
       (FASB) Statements No. 142, Goodwill and Other  Intangibles,  and No. 147,
       Acquisitions  of  Certain  Financial  Institutions,  goodwill  was  being
       amortized  on a  straight-line  basis  over 15 years.  Subsequent  to the
       adoption of these statements,  goodwill is no longer being amortized, but
       is tested for  impairment  annually  or more often if an event  occurs or
       circumstances change that would indicate an impairment may exist.

       Other Intangibles

       Other intangibles consist of core deposit intangibles which represent the
       intangible  value  of  depositor  relationships  resulting  from  deposit
       liabilities  assumed in an acquisition  and is being  amortized  using an
       accelerated  method based on an estimated  runoff of the related deposits
       over 7 years.  The  amortization is included in other interest expense in
       the consolidated statements of income.

                                      -21-                           (Continued)

<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001


       Long-Lived Assets

       Long-lived assets,  including core deposit intangibles,  are reviewed for
       impairment whenever events or circumstances  indicate the carrying amount
       of the asset may not be recoverable.  An impairment loss is recognized if
       the sum of the  expected  future  cash  flows is less  than the  carrying
       amount of the asset.  If impaired,  an  impairment  loss is recognized to
       reduce the carrying  value of the asset to its fair value.  No long-lived
       assets were identified as impaired as of September 30, 2002 or 2001.

       Income Taxes

       The Holding Company and BFSB have elected to file separate Federal income
       tax returns.

       Deferred tax assets and  liabilities  are  recognized  for the  estimated
       future  consequences  attributable  to differences  between the financial
       statement carrying amounts of assets and liabilities and their respective
       tax bases.  The effect on deferred tax assets and liabilities of a change
       in tax rates is recognized in tax expense in the period that includes the
       enactment date.

       Stock-Based Compensation

       Compensation  cost for stock-based  compensation to employees is measured
       at the grant date using the intrinsic  value method.  Under the intrinsic
       value method,  compensation cost is the excess of the market price of the
       stock  at the  grant  date  over  the  amount  an  employee  must  pay to
       ultimately  acquire the stock and is recognized as  compensation  expense
       over any  related  service  period.  Statement  No. 123,  Accounting  for
       Stock-Based   Compensation,   established   accounting   and   disclosure
       requirements   using  a  fair   value-based   method  of  accounting  for
       stock-based  compensation  plans.  Compensation  expense for  nonemployee
       stock option grants is measured at the grant date based on the fair value
       of the award as required by  Statement  No. 123. As allowed by  Statement
       No. 123, the Company has elected to continue to apply the intrinsic value
       method of accounting  for employee stock option grants  described  above,
       and has adopted the disclosure requirements of Statement No. 123.

       Earnings Per Share

       Basic  earnings  per share (EPS) is  calculated  by  dividing  net income
       available to common stockholders by the weighted average number of common
       shares outstanding during the period less unvested management stock bonus
       plan,  treasury stock and unallocated  ESOP shares.  Diluted earnings per
       share is calculated  by dividing such net income by the weighted  average
       number of common  shares used to compute  basic EPS plus the  incremental
       amount of potential common stock determined by the treasury stock method.

       Fiscal Year

       The Company's  fiscal year ends on September 30. Unless  otherwise noted,
       references  to a fiscal year refers to the year in which such fiscal year
       ends.

       Comprehensive Income

       Comprehensive  income  includes net income,  as well as other  changes in
       stockholders'  equity that result from  transactions  and economic events
       other  than those  with  stockholders.  The  Company's  only  significant
       element of other  comprehensive  income is unrealized gains and losses on
       securities available-for-sale.

                                      -22-                           (Continued)

<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001


        Derivative Instruments

        Statement No. 133,  Accounting  for Derivative  Instruments  and Hedging
        Activities,  as amended by Statement No. 138, establishes accounting and
        reporting  standards  requiring that derivative  instruments  (including
        certain derivative  instruments embedded in other contracts) be recorded
        in the  balance  sheet as either an asset or  liability  measured at its
        fair value.  Statement No. 133 requires that changes in the derivative's
        fair value be recognized  currently in earnings  unless  specific  hedge
        accounting  criteria  are met. As of  September  30, 2002 and 2001,  the
        Company  was  not  engaged  in  hedging  activities,  nor  did  it  hold
        derivative instruments that require adjustments to carrying values under
        Statement No. 133 or No. 138.

        Impact of Recently Issued Accounting Standards

        In July 2001, the FASB issued Statement No. 141, Business  Combinations,
        and Statement No. 142. In October  2002,  the FASB issued  Statement No.
        147.  Statement No. 141 requires that the purchase  method of accounting
        be used for all business  combinations  initiated after June 30, 2001 as
        well as all purchase method business  combinations  completed after June
        30, 2001.  Statement No. 141 also  specifies  criteria  that  intangible
        assets acquired in a purchase method business  combination  must meet to
        be  recognized  and  reported  apart from  goodwill.  Statement  No. 142
        requires  that goodwill and  intangible  assets with  indefinite  useful
        lives no longer be amortized, but instead tested for impairment at least
        annually  in  accordance  with the  provisions  of  Statement  No.  142.
        However,  goodwill  recognized in connection  with a branch  acquisition
        will follow Statement No. 147, which states that if certain criteria are
        met, the amount of unidentifiable  intangible asset will be reclassified
        to goodwill  upon adoption of that  Statement  and follow  Statement No.
        142. Prior to October 2002, goodwill associated with branch acquisitions
        was  subject to the  provisions  of  Statement  No. 72,  Accounting  for
        Certain Acquisitions of Banking or Thrift  Institutions,  which required
        amortization  of  the  unidentifiable  intangible  asset.  In  addition,
        financial  institutions  meeting the  requirements  of Statement No. 147
        will be required to restate previously issued financial statements.  The
        objective  of that  restatement  requirement  is to present  the balance
        sheet  and  income  statement  as if  the  amount  accounted  for  under
        Statement  No.  72  as  an  unidentifiable  intangible  asset  had  been
        reclassified  to goodwill as of the date Statement No. 142 was initially
        applied.  Statement No. 142 also requires  that  intangible  assets with
        definite  useful  lives be  amortized  over their  respective  estimated
        useful  lives to their  estimated  residual  values,  and  reviewed  for
        impairment in accordance  with  Statement  No. 144,  Accounting  for the
        Impairment or Disposal of  Long-Lived  Assets.  The Company  adopted the
        provisions of Statement No. 141 in July 2001, and Statements No. 142 and
        No. 147 effective October 1, 2001.

        As of September 30, 2002,  the Company has identified its reporting unit
        as its bank and has allocated  goodwill  accordingly.  Intangibles  with
        definite  useful  lives have been  re-assessed  and the useful lives and
        residual values were determined to be appropriate. The Company estimated
        the fair value of its reporting  unit,  and  determined no impairment is
        evident  at this time.  Additionally,  the  Company  has  evaluated  the
        goodwill  recognized  in  connection  with its  branch  acquisition  and
        determined  that it  meets  the  criteria  of  Statement  No.  147,  and
        therefore the  unidentifiable  intangible asset has been reclassified to
        goodwill and is subject to Statement No. 142. The  reclassification  was
        retroactively  applied  to  October  1,  2001,  which  resulted  in  the
        restatement  of  previously  filed  financial  statements.  On an annual
        basis,  in  connection  with its  budgetary  process,  the Company  will
        revaluate  the useful  lives,  residual  value,  and test  goodwill  for
        impairment, as required by Statement No. 142.

                                      -23-                           (Continued)

<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001


       The following pro forma information  presents the consolidated results of
       operations as if the adoption of  Statements  142 and 147 had occurred on
       October 1, 2000. The table is for comparison purposes only.

<TABLE>
<CAPTION>
                                                       For the year ended September 30,
                                                       --------------------------------
                                                              2002         2001
                                                             ------      -------

<S>                                                       <C>           <C>
      Reported net income                                    $  95         211
      Add back goodwill amortization, net of tax                 -           7
                                                              ----       -----

          Adjusted net income                                $  95         218
                                                              ====       =====
</TABLE>

<TABLE>
<CAPTION>

                                           For the year ended September 30,
                                 -------------------------------------------------
                                           2002                    2001
                                 -------------------------  ----------------------
                                  Basic EPS    Diluted EPS  Basic EPS  Diluted EPS
                                  ---------    -----------  ---------  -----------
<S>                             <C>             <C>          <C>       <C>
       Reported net income per
           share                  $   0.12        0.12         0.27      0.27
       Add back goodwill
           amortization, net
           of tax                       --          --         0.01      0.01
                                  --------        ----         ----      ----

              Adjusted net
                 income per
                 share            $   0.12        0.12         0.28      0.28
                                  ========        ====         ====      ====
</TABLE>


(2)    Investment and Mortgage-Backed Securities Available-for-Sale

       The amortized  cost,  unrealized  gains and losses,  and  estimated  fair
       values of investment and mortgage-backed securities available-for-sale at
       September 30 are as follows:

<TABLE>
<CAPTION>
                                                        Gross         Gross      Estimated
                     2002                  Amortized  unrealized    unrealized      fair
                                             cost       gains        losses        value
                                           --------   ----------   -----------   ---------

<S>                                      <C>           <C>          <C>         <C>
      U.S. agency obligations              $  1,000          3            -         1,003
      Municipal securities                    2,814        157            -         2,971
      Mutual funds                              943         -            (73)         870

      Mortgage-backed securities:
          GNMA certificates                   2,543         82            -         2,625
          FHLMC certificates                  4,969        122            (8)       5,083
          FNMA certificates                   5,483         80            (6)       5,557
                                            -------   ----------   -----------   --------
                    Total MBS                12,995        284           (14)      13,265
                                            -------   ----------   -----------   --------
                                           $ 17,752        444           (87)      18,109
                                            =======   ==========   ===========   ========
</TABLE>

                                      -24-                           (Continued)
<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001

<TABLE>
<CAPTION>
                                                        Gross         Gross      Estimated
                     2001                  Amortized  unrealized    unrealized      fair
                                             cost       gains        losses        value
                                           --------   ----------   -----------   ---------

<S>                                      <C>           <C>          <C>         <C>
      U.S. agency obligations              $  2,500          1             -         2,501
      Municipal securities                    2,306         47             -         2,353
      Mutual funds                            1,116         60           (89)        1,087

      Mortgage-backed securities
          GNMA certificates                   3,787         77            (1)        3,863
          FHLMC certificates                  5,291        109             -         5,400
          REMIC certificates                    146          1             -           147
          FNMA certificates                   6,561         92            (1)        6,652
                                            -------     ------     -----------   ---------
                    Total MBS                15,785        279            (2)       16,062
                                            -------     ------     -----------   ---------
                                           $ 21,707        387           (91)       22,003
                                            =======     ======     ===========   =========
</TABLE>


       Maturities of securities  available-for-sale (other than mutual funds) at
       September  30,  2002 are  shown  below.  Mortgage-backed  securities  are
       included in this maturity schedule based on contractual maturity.

                                                               Estimated
                                            Amortized             Fair
                                              Cost                Value
                                            ----------------   ---------

Due within one year                         $       95                97
Due after one year through five years            1,161             1,169
Due after five years through ten years          15,553            15,973
                                            ----------------   ---------

                                            $   16,809            17,239
                                            ================   =========


       There  were  no  sales  of  investment  and  mortgage-backed   securities
       available-for-sale during 2002 or 2001.

       The Company  has not entered  into any  interest  rate swaps,  options or
       future contracts.  Substantially  all of the U.S. agency  obligations and
       municipal securities at September 30, 2002 have call features.

       At September  30, the Company had  investment  securities  with  carrying
       values of  approximately  $6,074  pledged as security for public funds or
       other funds on deposit.

                                      -25-                           (Continued)

<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001




(3)    Loans Receivable, Net

       Loans receivable, net at September 30 are summarized as follows:

                                                    2002      2001
                                                   -------   -------
Real estate mortgage loans, including commercial
    real estate                                    $38,978    29,934
Real estate construction loans                       7,012     2,160
Consumer loans                                       2,451     2,683
Home equity loans                                      835     1,470
Commercial and agricultural loans                    2,187     2,252
Savings account and other loans                         92       137
                                                   -------   -------
                                                    51,555    38,636
Less:
    Loans in process                                 1,666     1,076
    Allowance for loan losses                          337       308
    Net deferred loan origination fees                 213       194
                                                   -------   -------
                                                   $49,339    37,058
                                                   =======   =======


       Adjustable  rate  mortgages  included in real estate  mortgage loans were
       $8,085 and $3,176 at September 30, 2002 and 2001, respectively.

       The weighted  average stated interest rate of loans  receivable was 7.08%
       and 7.77%, respectively at September 30, 2002 and 2001.

       Real estate loans  serviced for others were $55 and $61 at September  30,
       2002 and 2001, respectively.

       First  mortgage loans pledged as collateral for public funds or for other
       funds on deposit with BFSB were  approximately  $4,999 at  September  30,
       2002.

       A summary of activity in the allowance for loan losses is as follows:

                                                2002     2001
                                               -----    -----

Balance at beginning of year                   $ 308      270
Provision                                         30       --
Losses charged against the allowance             (20)     (11)
Recoveries of amounts previously charged off      19       49
                                               -----    -----

Balance at end of year                         $ 337      308
                                               =====    =====

                                      -26-                           (Continued)

<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001




       BFSB is not  committed to lend  additional  funds to debtors  whose loans
       have been  modified.  BFSB's  impaired  loans,  which include those loans
       currently  reported as nonaccrual,  amounted to approximately $0 and $119
       at September 30, 2002 and 2001,  respectively,  and were not subject to a
       specific   allowance  for  loan  losses  because  of  the  estimated  net
       realizable  value of loan collateral,  guarantees and other factors.  The
       average  recorded  investment  in  impaired  loans  for the  years  ended
       September   30,   2002  and  2001  was   approximately   $224  and  $149,
       respectively.  Interest  income that would have been recorded on impaired
       loans if such loans had been  current  for the entire  period  would have
       been  approximately $11 and $9 for the years ended September 30, 2002 and
       2001, respectively.  Interest income recognized on impaired loans for the
       years ended September 30, 2002 and 2001 was not significant.

       Certain  officers and directors of the Parent and its bank subsidiary and
       certain  corporations and individuals related to such persons, as well as
       certain  stockholders  of  the  Parent,  have  loans  from  the  Bank  of
       approximately $685 and $402 at September 30, 2002 and 2001, respectively.
       During 2002,  new loans and advances on existing  loans of  approximately
       $611 were funded and repayments totaled  approximately  $328. These loans
       were made on substantially the same terms,  including  interest rates and
       collateral  requirements,  as those prevailing at the time for comparable
       transactions  with other  customers  and did not involve more than normal
       risk of collectibility.

(4)    Accrued Interest Receivable

       Accrued interest receivable at September 30 is summarized as follows:

                                             2002            2001
                                             ----            ----

Investment securities                        $ 56              65
Mortgage-backed securities                     60              87
Loans receivable                              304             277
                                             ----            ----

                                             $420             429
                                             ====            ====


(5)    Premises and Equipment

       Premises and equipment at September 30 is summarized as follows:

                                            2002            2001
                                           ------          ------

Land and buildings                         $2,984           1,833
Furniture, fixtures and equipment             990             576
                                           ------          ------
                                            3,974           2,409
Less accumulated depreciation                 692             538
                                           ------          ------

                                           $3,282           1,871
                                           ======          ======

                                      -27-                           (Continued)

<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001




(6)    Intangible Assets

       Intangible assets at September 30 are summarized as follows:

                                                         2002        2001
                                                         ----        ----

Core deposit intangible                                  $122         122
Less accumulated amortization                              53          24
                                                         ----        ----

                                                         $ 69          98
                                                         ====        ====

Amortization period in years                                7           7

Aggregate amortization expense for the year
    ended September 30, 2002                             $ 29          24

Estimated amortization expense for the year
    ended September 30,
         2003                                            $ 24
         2004                                              19
         2005                                              14
         2006                                               9
         2007                                               3


(7)    Deposits

       Deposits at September 30 are summarized as follows:

<TABLE>
<CAPTION>
                                                      2002                         2001
                                     ----------------------------------    --------------------
                                         Weighted
                                       average rate  Amount     Percent      Amount     Percent
                                     -------------- --------    -------     --------   --------
<S>                                 <C>          <C>           <C>        <C>          <C>
      Demand, NOW and MMDA accounts    1.15%        $13,730       29.3%     $12,856       31.6%
      Passbook savings                 1.24           4,846       10.4        3,986        9.8

      Certificates of deposit, by      2.01 to 3.00   9,031       19.3            -          -
           interest rate               3.01 to 4.00  13,304       28.4          800        2.0
                                       4.01 to 5.00   1,242        2.7        7,692       18.9
                                       5.01 to 6.00   2,772        5.9        9,671       23.7
                                       6.01 to 7.00   1,858        4.0        5,403       13.3
                                       7.01 to 8.00       -          -          301        0.7
                                                    -------      -----      -------      -----
              Total certificates of
                deposit                              28,207       60.3       23,867       58.6
                                                    -------      -----      -------      -----

              Total deposits                        $46,783      100.0%     $40,709      100.0%
                                                    =======      =====      =======      =====
</TABLE>

                                      -28-                           (Continued)

<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001



       Certificates  of deposit  and savings  accounts  of $100 or greater  were
       approximately  $13,965  and  $13,130  at  September  30,  2002 and  2001,
       respectively.

       Certificates  of deposit at September 30, 2002 are scheduled to mature as
       follows:

              Year ending September 30                  Amount
                                                        ------

    2003                                               $23,157
    2004                                                 3,676
    2005                                                 1,046
    2006                                                   328
                                                       -------
                                                       $28,207
                                                       =======


       Interest  expense  on  deposits  for  the  years  ended  September  30 is
       summarized as follows:

                                                     2002            2001
                                                    ------          ------

       NOW accounts and MMDA                        $  203             315
       Certificates of deposit and savings           1,169           1,320
                                                    ------          ------

                                                    $1,372           1,635
                                                    ======          ======


       Accrued  interest  payable on deposits  (included in accrued expenses and
       other  liabilities)  was $155 and $192 at  September  30,  2002 and 2001,
       respectively.

(8)    Advances From Federal Home Loan Bank

       Advances  from the  Federal  Home Loan Bank  (FHLB) at  September  30 are
       summarized as follows:

                                                           2002          2001
                                                         -------       -------
4.77% to 6.84% Callable Advances, interest payable
    monthly                                              $12,700        12,700
1.90% Fixed Rate Advance, interest payable monthly         1,500            --
7.49% Fixed Rate Advance, paid in 2002                        --           700
                                                         -------       -------

                                                         $14,200        13,400
                                                         =======       =======


                                      -29-                           (Continued)

<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001



       Contractual  principal  payments on advances  from Federal Home Loan Bank
       subsequent to September 30, 2002 are as follows:

                      Year ending September 30                 Amount
                                                               ------

            2003                                              $ 2,500
            2004                                                    -
            2005                                                4,300
            2006                                                1,700
            2007                                                2,400
            Thereafter                                          3,300
                                                              -------
                                                              $14,200
                                                              =======


       The callable  advances are exercisable  after a  predetermined  time, and
       quarterly  thereafter.  At September 30, 2002, the Callable  advances are
       callable at various dates between October 2002 and April 2005.

       The weighted  average interest rate on these advances was 5.67% and 6.19%
       at September 30, 2002 and 2001, respectively.

       The advances are secured by pledges of FHLB demand  accounts,  FHLB stock
       and a blanket  assignment of unpledged,  qualifying  mortgage  loans.  At
       September  30, 2002 the total  additional  amounts  available to BFSB for
       advances, subject to collateral availability, was $15,999.

(9)    Income Taxes

       Federal income tax (benefit)  expense for the years ended September 30 is
       summarized as follows:

                                        2002              2001
                                        ----              ----

                 Current                $(57)               84
                 Deferred                 52                --
                                        ----              ----
                                        $ (5)               84
                                        ====              ====

                                      -30-                           (Continued)


<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001


       Income tax  (benefit)  expense for the years ended  September  30 differs
       from  "expected"  income tax expense  (computed  by applying  the Federal
       corporate  income  tax rate of 34% to  income  before  income  taxes)  as
       follows:
                                                     2002           2001
                                                     ----           ----

Computed "expected" tax expense                      $ 31            100
Increase (decrease) resulting from:
   Tax-exempt interest                                (42)           (24)
   Dividends exclusion                                 (3)            (3)
   Mark-to-market adjustment on ESOP shares
      committed to be released                          6              6
   Other                                                3              5
                                                     ----           ----

                                                     $ (5)            84
                                                     ====           ====

       Temporary  differences  between the financial  statement carrying amounts
       and the tax bases of assets and liabilities that give rise to significant
       portions of deferred  tax assets and  liabilities  at September 30 are as
       follows:
                                                        2002            2001
                                                       -----           -----
              Deferred Tax Assets
 Allowance for loan losses                             $ 115             105
Other than temporary loss on investment
   securities available-for-sale                          64              --
 Employee benefits                                         2              20
 Deferred loan fees                                        3               8
                                                       -----           -----
           Gross deferred tax assets                     184             133
                                                       -----           -----

           Deferred Tax Liabilities
 FHLB stock dividends                                   (268)           (244)
Depreciation                                             (59)             --
Goodwill and other intangible assets                     (20)             --
 Prepaid deposit insurance premium                        (1)             (1)
 Unrealized gain on securities available-for-
   sale, net                                            (121)           (101)
                                                       -----           -----
           Gross deferred tax liabilities               (469)           (346)
                                                       -----           -----

           Net deferred tax liability                  $(285)           (213)
                                                       =====           =====


                                      -31-                           (Continued)

<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001


       In  assessing  the  realizability  of  deferred  tax  assets,  management
       considers  whether it is more likely than not that some portion or all of
       the deferred tax assets will not be realized. The ultimate realization of
       deferred tax assets is dependent upon the existence of, or generation of,
       taxable  income in the periods  which  those  temporary  differences  are
       deductible.  Management  considers the scheduled reversal of deferred tax
       liabilities,  taxes paid in carryback  years,  projected  future  taxable
       income, and tax planning strategies in making this assessment. Based upon
       the level of historical  taxable  income and estimates of future  taxable
       income over the periods which the deferred tax assets are deductible,  at
       September 30, 2002 and 2001,  management  believes it is more likely than
       not that the  Company  will  realize  the  benefits  of these  deductible
       differences.

       Retained earnings at September 30, 2002 includes approximately $398 which
       is essentially  income offset by percentage of income bad debt deductions
       for income tax  purposes  prior to 1988 (the "Base Year  Reserve").  This
       amount  is  treated  as a  permanent  difference  and  deferred  taxes of
       approximately  $135 are not recognized  unless it appears that the amount
       will be reduced and thereby result in taxable  income in the  foreseeable
       future.  Under current tax  regulations,  management does not foresee any
       changes in its business or  operations  which would result in a recapture
       of the Base Year Reserve into taxable income.

(10)   Employee Benefit Plans

       Retirement  Plan.  BFSB  has  a  non-contributory   defined  contribution
       retirement plan for all eligible employees.  The retirement plan provides
       for a discretionary Bank contribution. No contributions to the retirement
       plan were made by BFSB  during the years  ended  September  30,  2002 and
       2001.

       Employee  Stock  Ownership  Plan  (ESOP).  Effective  January 1, 1996 the
       Company's  Board of Directors  approved the adoption of an ESOP  covering
       substantially  all  employees.  The ESOP  purchased  64,000 shares of the
       Holding  Company's  common stock for $10 per share in connection with the
       conversion  to stock  ownership.  The ESOP borrowed $640 from the Holding
       Company to fund the purchase,  evidenced by a note receivable recorded by
       the  Holding  Company and secured by the common  stock  purchased  by the
       ESOP.  The terms of the note  require  quarterly  principal  payments  of
       approximately  $11,  bearing  interest  at  prime  (4.75%  and  6.00%  at
       September  30,  2002 and 2001,  respectively),  maturing  February  2010.
       Contributions of cash or common stock are made from BFSB to the ESOP, the
       form of  which  is at the  discretion  of the  Board  of  Directors.  For
       financial   reporting   purposes,   the  unearned  ESOP  compensation  is
       classified  as a  reduction  of  consolidated  stockholders'  equity  and
       amounts paid to the Holding  Company for interest have been eliminated in
       consolidation.


                                      -32-                           (Continued)
<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001




       BFSB records  compensation  expense  equal to the fair value of shares at
       the date such shares are  committed to be released.  Shares are committed
       to be  released  on a  straight-line  basis  over  the  term of the  note
       receivable  recorded  by the  Holding  Company.  Shares  committed  to be
       released are  allocated  to  participant  accounts  after the end of each
       fiscal  year.  For the years  ended  September  30,  2002 and 2001,  ESOP
       principal   and  interest   payments  of   approximately   $64  and  $81,
       respectively,  were funded by Bank contributions of approximately $36 and
       $52,  respectively,  to the ESOP.  The remainder of the ESOP payments was
       funded by dividends on both allocated and unallocated ESOP shares.  4,571
       shares were committed to be released to participant  accounts during each
       of the years ended  September 30, 2002 and 2001 and the fair value of the
       remaining shares to be released in future years was approximately $403 at
       September 30, 2002. BFSB recognized  compensation expense relating to the
       ESOP of $51 and $52 during the years ended  September  30, 2002 and 2001,
       respectively. The dividends on the unallocated ESOP shares of $12 and $15
       for the years ended September 30, 2002 and 2001, respectively,  have been
       allocated to participant accounts and recorded as compensation expense in
       the consolidated statements of income.

       Management  Stock Bonus Plan (MSBP).  On October 2, 1996,  the  Company's
       Board of Directors  approved the MSBP.  The terms of the MSBP provide for
       the award of up to 42,320 shares of common stock to certain  officers and
       directors.  Deferred  compensation  is  recorded at the date of the stock
       award based on the fair value of the shares granted. Vesting in the grant
       occurs  in five  equal,  annual  installments  and the  related  deferred
       compensation  is expensed over the same period.  For financial  reporting
       purposes the unearned  deferred  compensation  balance is classified as a
       reduction of consolidated  stockholders' equity. Officers,  directors and
       employees awarded shares retain voting rights and, if dividends are paid,
       dividend  privileges  during the  vesting  period.  During 2002 and 2001,
       4,500  and 500  shares,  respectively  were  granted  to  officers.  BFSB
       recognized  compensation expense for the MSBP of $8 and $59 for the years
       ended  September 30, 2002 and 2001,  respectively.  At September 30, 2002
       and 2001,  there  were  5,500 and  3,292,  respectively  of  awarded  but
       unvested  shares,  and at  September  30, 2002 there were  14,184  shares
       available for future awards.

       Stock Option Plan. On October 2, 1996,  the Company's  Board of Directors
       approved the Stock Option Plan ("Stock  Option  Plan").  The terms of the
       Stock  Option Plan  provide for the  granting of up to 105,800  shares of
       common  stock to certain  officers and  directors.  The Stock Option Plan
       provides  for the  granting of both  incentive  and  non-incentive  stock
       options.  The terms of the  options may not exceed 10 years from the date
       the options are granted.  Incentive stock options granted to stockholders
       with 10% or less of the total  combined  voting  power of all  classes of
       stock of the Company shall be granted at an option price of not less than
       100% of the fair  market  value at the  grant  date,  and the term of the
       option may not exceed 10 years  from the date of grant.  Incentive  stock
       options granted to stockholders  with more than 10% of the total combined
       voting  power of all classes of stock of the Company  shall be granted at
       an option  price of not less than  110% of the fair  market  value at the
       grant  date,  and the term of the  option may not exceed 5 years from the
       date of the grant.  Non-incentive  stock  options  shall be granted at an
       option price of not less than the fair market value at the grant date. At
       September  30, 2002 there were 23,675 total shares  available  for future
       option grants under the Stock Option Plan.

                                      -33-                           (Continued)

<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001



       Changes in shares  issuable  under  options  granted  for the years ended
       September 30, 2002 and 2001 are summarized as follows:

<TABLE>
<CAPTION>
                                                     Options outstanding                    Options exercisable
                                              -----------------------------------    -----------------------------------
                                                                    Weighted                               Weighted
                                                 Number of          average            Number of           average
                                                  Shares         exercise price          Shares         exercise price
                                              ----------------   ----------------    ---------------    ----------------

<S>                                           <C>                  <C>               <C>               <C>
      Balance September 30, 2000                  74,009               $ 11.24           50,463            $ 12.01
      Granted                                      1,000               $ 13.60               --                 --
      Exercised                                   (7,600)              $ 11.75           (7,600)           $ 11.75
      Became exercisable                              --                    --           14,805            $ 11.57
                                              ----------                              ---------
      Balance September 30, 2001                  67,409               $ 11.58           57,668            $ 11.71
                                              ==========                              =========

      Granted                                     11,000               $ 14.15               --                 --
      Exercised                                   (4,000)              $ 11.75           (4,000)           $ 11.75
      Canceled                                    (6,000)              $ 10.70           (1,000)           $ 13.60
      Became exercisable                              --                    --            1,529            $ 10.70
                                              ----------                             ----------
      Balance September 30, 2002                  68,409               $ 11.58           54,197            $ 11.69
                                              ==========                             ==========
</TABLE>


       The stock  options  outstanding  at  September  30,  2002  consist of the
       following:

<TABLE>
<CAPTION>
                       Outstanding                                   Exercisable
     ----------------------------------------------------   --------------------------------
                         Weighted            Weighted                            Weighted
        Number of         Average            Average            Number of        Average
         Shares        Exercise Price     Remaining Life         Shares       Exercise Price
         ------        --------------     --------------         ------       --------------

<S>   <C>          <C>                   <C>                 <C>           <C>
          49,764       $  11.75              4.01 years          49,764        $  11.75
           2,116          12.06              5.97 years           1,692           12.06
           2,645          10.25              7.21 years           1,587           10.25
           2,884          10.13              7.63 years           1,154           10.13
           2,000          14.48              9.48 years              --           14.48
           5,000          15.25              9.67 years              --           15.25
           4,000          12.60              9.82 years              --           12.60
      ----------                                             ----------
          68,409                                                 54,197
      ==========                                             ==========
</TABLE>

                                      -34-                           (Continued)
<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001



       Based on the terms of  options  granted  and using  the  intrinsic  value
       method,  no  compensation  cost has been  recognized for any stock option
       grants in the accompanying  consolidated  financial  statements.  Had the
       Company determined compensation cost based on the estimated fair value at
       the grant date for its stock  options,  the  Company's net income and net
       income per share for the years  ended  September  30, 2002 and 2001 would
       have been as follows:

                                                              2002      2001
                                                            --------  --------

      Net income:                        As reported       $      95       211
                                         Pro forma                90       192
                                                            ========  ========

      Basic earnings per share:          As reported       $     .12       .27
                                         Proforma                .11       .25
                                                            ========  ========

      Diluted earnings per share:        As reported       $     .12       .27
                                         Pro forma               .11       .24
                                                            ========  ========


       The per share weighted-average fair value of stock options granted during
       2002 and  2001  for  this pro  forma  disclosure  was  $2.03  and  $2.22,
       determined  on the date of grant using the  Black-Scholes  option-pricing
       model with the following assumptions: expected dividend yield of 4.8% and
       4%, risk-free interest rates of 1.67% and 2.75%, volatility factor of 27%
       and  21%,  and  expected  life  of 7 and 10  years  for the  years  ended
       September 30, 2002 and 2001, respectively.

       Severance  Agreements.  BFSB  has  five  severance  agreements  with  its
       executive  officers.  Such  agreements  have a term of  three  years  and
       provide for payments  equal to three times average  annual salary for the
       previous five years, in the event BFSB experiences a change in control. A
       change in control is defined as (1) a sale of more than 25% of the assets
       of BFSB  or the  Holding  Company;  (2) any  merger  or  recapitalization
       whereby BFSB or the Holding  Company is not the surviving  entity;  (3) a
       change in control as determined by the OTS; or (4)  acquisition  directly
       or  indirectly  of 25% or more of the voting stock of BFSB or the Holding
       Company by an individual, entity or group.

                                      -35-                           (Continued)
<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001




(11)   Earnings Per Share

       The  following  table sets  forth the  computation  of basic and  diluted
       earnings per share for the years ended September 30:

<TABLE>
<CAPTION>
                                                                                    2002          2001
                                                                                  -------       -------
<S>                                                                            <C>           <C>
      Number of shares on which basic earnings per share is calculated:
          Average outstanding common shares during the fiscal year                795,353       780,433

         Add:      Incremental shares under stock option plans                      9,015        10,753
                   Incremental shares related to MSBP                                 355           448
                                                                                  -------       -------
      Number of shares on which diluted earnings per share is calculated          804,723       791,634
                                                                                  =======       =======

      Net income applicable to common stockholders                               $     95           211
                                                                                  =======       =======

      Basic earnings per share                                                   $   0.12           .27
                                                                                  =======       =======

      Diluted earnings per share                                                 $   0.12           .27
                                                                                  =======       =======
</TABLE>


       Stock  options  and MSBP  awards of 7,000 and 7,826  shares for the years
       ended September 30, 2002 and 2001,  respectively,  were outstanding,  but
       were not  included  in the  computation  of  diluted  earnings  per share
       because the options' exercise prices were greater than the average market
       price  of  the  common  shares,  and  therefore,   the  effect  would  be
       antidilutive.

(12)   Regulatory Capital

       BFSB is required to meet three capital  requirements:  a tangible capital
       requirement equal to not less than 1.5% of tangible assets (as defined in
       the  regulations),  a core  capital  requirement,  comprised  of tangible
       capital  adjusted for  supervisory  goodwill and other  defined  factors,
       equal to not less than 4.0% of tangible assets,  and a risk-based capital
       requirement  equal  to at least  8.0% of all  risk-weighted  assets.  For
       risk-weighting,  selected  assets  are given a risk  assignment  of 0% to
       100%.  BFSB's total  risk-weighted  assets at September 30, 2002 and 2001
       were approximately $47,671 and $33,816, respectively.

                                      -36-                           (Continued)

<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001


       BFSB's  compliance  with capital  requirements  at September 30, 2002 and
2001 follows:

<TABLE>
<CAPTION>
                                                                        Minimum to be         Minimum to be well
                                                                    adequately capitalized    capitalized under
                                                                    under prompt corrective   prompt corrective
                                                     Actual           actions provision       actions provision
                                               -----------------   -------------------------  -------------------
                                                Amount    Ratio      Amount       Ratio        Amount     Ratio
                                               -------   -------     ------      -------      -------    -------
<S>                                         <C>        <C>         <C>          <C>          <C>       <C>
      As of September 30, 2002:
          Total capital (to risk-weighted
             assets)                           $11,043    23.17%     $3,814        8.00%       $4,766     10.00%
          Core (Tier 1) capital (to
             risk-weighted assets)              10,706    22.45       1,908        4.00         2,861       6.00
          Core (Tier 1) capital (to adjusted
             assets)                            10,706    14.32       2,991        4.00         3,738       5.00
          Tangible capital (to tangible
             assets)                            10,561    14.13       1,121        1.50         1,121       1.50
                                               =======    =====       =====        ====         =====     ======
      As of September 30, 2001:
          Total capital (to risk-weighted
             assets)                           $11,808    34.92%     $2,705        8.00%       $3,382     10.00%
          Core (Tier 1) capital (to
             risk-weighted assets)              11,500    34.01       1,353        4.00         2,029       6.00
          Core (Tier 1) capital (to adjusted
             assets)                            11,500    17.12       2,687        4.00         3,358       5.00
          Tangible capital (to tangible
             assets)                            11,463    17.07       1,007        1.50         1,007       1.50
                                               =======    =====       =====        ====         =====     ======
</TABLE>


       Failure to comply with applicable  regulatory  capital  requirements  can
       result in capital  directives  from the  director of the Office of Thrift
       Supervision  (OTS),  restrictions on growth,  and other  limitations on a
       savings bank's operations.

                                      -37-                           (Continued)

<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001


       Consolidated stockholders' equity differs from BFSB's tangible, core, and
       risk-based capital at September 30 as a result of the following:

                                                         2002        2001
                                                       --------    --------

Consolidated stockholders' equity                      $ 13,454      13,558
    Holding Company net assets                           (2,287)     (1,668)
                                                       --------    --------
 BFSB capital                                            11,167      11,890
    Subtract goodwill on acquisition                       (179)       (179)
    Add back (subtract) unrealized losses (gains) on
      certain available-for-sale securities                (282)       (211)
                                                       --------    --------
Tangible and core capital                                10,706      11,500
    Allowance for loan losses (limited to 1.25% of
      risk-weighted assets)                                 337         308
                                                       --------    --------

Risk-based capital                                     $ 11,043      11,808
                                                       ========    ========


       In  accordance  with OTS  regulations,  at the time of  conversion,  BFSB
       restricted a portion of retained  earnings by  establishing a liquidation
       account.  The  liquidation  account will be maintained for the benefit of
       eligible  holders who continue to maintain  their  accounts in BFSB after
       the conversion.  The liquidation  account will be reduced annually to the
       extent that  eligible  account  holders  have  reduced  their  qualifying
       deposits.  Subsequent  increases  will not  restore an  eligible  account
       holder's interest in the liquidation  account. In the event of a complete
       liquidation of BFSB, and only in such an event,  each account holder will
       be entitled to receive a distribution from the liquidation  account in an
       amount  proportionate  to the adjusted  qualifying  account balances then
       held.

       In  addition,  savings  banks  that  before and after  proposed  dividend
       distributions meet or exceed their fully phased-in capital  requirements,
       may make  capital  distributions  with prior notice to the OTS during any
       calendar  year up to 100% of  year-to-date  net  income  plus  50% of the
       amount in excess of their fully phased-in capital  requirements as of the
       beginning  of the  calendar  year.  However,  the OTS may impose  greater
       restrictions  if an  institution  is  deemed  to be in need of more  than
       normal  supervision.  BFSB currently  exceeds its fully phased-in capital
       requirements  and has  been  assessed  as  "well-capitalized"  under  the
       regulatory guidelines as of September 30, 2002.

(13)   Financial Instruments With Off-Balance-Sheet Risk

       The Company is a party to financial  instruments  with  off-balance-sheet
       risk in the normal course of business to meet the financing  needs of its
       customers.  These  financial  instruments  include  commitments to extend
       credit and involve, to varying degrees, elements of credit risk in excess
       of amounts recognized in the consolidated balance sheets.

                                      -38-                           (Continued)

<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001




       The Company's  exposure to credit loss in the event of  nonperformance by
       the other party to the financial  instrument  for  commitments  to extend
       credit is represented by the contractual amount of those instruments. The
       Company  uses  the  same  credit  policies  in  making   commitments  and
       conditional obligations as it does for on-balance-sheet instruments.

       Financial  instruments  outstanding  at September 30, 2002 whose contract
       amounts represent credit risk include:

             Unfunded loans in process                            $ 1,666
             Commitments to extend credit at fixed rates              581
             Commitments to extend credit at adjustable rates         688
             Unfunded lines and letters of credit                   1,121

(14)   Commitments

       The Company is involved in various  claims and legal  actions  arising in
       the  ordinary  course of  business.  In the  opinion of  management,  the
       ultimate  disposition  of these matters will not have a material  adverse
       effect on the  Company's  consolidated  financial  position,  results  of
       operations or liquidity.

(15)   Fair Value of Financial Instruments

       The  Company  is  required  to  disclose  the  fair  value  of  financial
       instruments, whether recognized or not recognized on the balance sheet. A
       financial  instrument  is  defined  as  cash,  evidence  of an  ownership
       interest  in an entity,  or a contract  that both  imposes a  contractual
       obligation on one entity to deliver cash or another financial  instrument
       to a second entity.

       Quoted market prices are used for fair value when  available,  but do not
       exist for some of the Company's financial  instruments,  primarily loans,
       time deposits and FHLB advances.  The fair value of these instruments has
       been derived from the OTS Net Portfolio Value Model (OTS Model).  The OTS
       Model  primarily  employs the static  discounted  cash flow method  which
       estimates  the fair value of loans,  time  deposits and FHLB  advances by
       discounting  the cash flows the  instruments  are expected to generate by
       the yields currently  available to investors on instruments of comparable
       risk and duration.  Therefore,  to calculate present value, the OTS Model
       makes  assumptions  about the size and timing of expected  cash flows and
       appropriate discount rates. Different assumptions could materially change
       these instruments' estimated values.

       The  following  methods  and  assumptions  were  used by the  Company  in
       estimating the fair value of its financial instruments:

       Financial  Assets.  Due to the  liquid  nature  of the  instruments,  the
       carrying value of cash and cash equivalents and interest-bearing deposits
       approximates   fair  value.   For  all  investment  and   mortgage-backed
       securities,  the fair value is based upon quoted market prices.  The fair
       value of loans  receivable was derived from the OTS Model. The fair value
       of accrued  interest  receivable  approximates  book value as the Company
       expects  contractual  receipt in the  short-term.  The fair value of FHLB
       stock approximates its carrying value.

                                      -39-                           (Continued)

<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001


       Financial  Liabilities.  The fair  value of NOW and demand  accounts  and
       non-term savings deposits  approximates book values as these deposits are
       payable on demand.  The fair value of time deposits and FHLB advances was
       derived from the OTS Model.

       Off-Balance  Sheet. No fair value adjustment is necessary for commitments
       made to extend credit which represent  commitments for loan originations.
       These  commitments  are at variable rates, or are for loans with terms of
       less than one year and have interest rates which  approximate  prevailing
       market rates.

       Limitations.  Fair value  estimates are made at a specific point in time,
       based on relevant market  information and information about the financial
       instrument.  These  estimates do not reflect any premium or discount that
       could  result from  offering  for sale at one time the  Company's  entire
       holdings  of a  particular  instrument.  Because  no market  exists for a
       portion of the Company's financial instruments,  fair value estimates are
       based on judgments  regarding  comparable  market interest rates,  future
       expected   loss   experience,    current   economic   conditions,    risk
       characteristics  of various  financial  instruments,  and other  factors.
       These  estimates are subjective in nature and involve  uncertainties  and
       matters of significant  judgment and therefore  cannot be determined with
       precision.   Changes  in  assumptions  could  significantly   affect  the
       estimates.

       Fair value  estimates  are based on  existing  on- and  off-balance-sheet
       financial  instruments  without  attempting  to  estimate  the  value  of
       anticipated  future business and the value of assets and liabilities that
       are  not  considered  financial   instruments.   Significant  assets  and
       liabilities  that  are  not  considered  financial   instruments  include
       deferred tax assets and liabilities, premises and equipment, goodwill and
       other intangible  assets.  In addition,  the tax effect of the difference
       between the fair value and carrying  value of financial  instruments  can
       have a  significant  effect  on fair  value  estimates  and have not been
       considered in the estimates presented herein.

       The  approximate  book  value and fair value of the  Company's  financial
       instruments as of September 30 are as follows:

<TABLE>
<CAPTION>
                                                        2002                       2001
                                              -------------------------- --------------------------
                                               Book value   Fair value    Book value    Fair value
                                              ------------  ------------ ------------   -----------
<S>                                         <C>             <C>           <C>           <C>

      Assets:
          Cash and cash equivalents            $  2,686        2,686         5,897         5,897
          Investment and mortgage-backed
             securities
             available-for-sale                  18,109       18,109        22,003        22,003
          Stock in FHLB                           1,200        1,200         1,128         1,128
          Loans receivable, net                  49,339       51,517        37,058        38,192
          Accrued interest receivable               420          420           429           429

      Liabilities:
          Deposits                               46,783       48,733        40,709        41,465
          Advances from FHLB                     14,200       15,765        13,400        13,807
                                               ========     ========       =======      ========
</TABLE>

                                      -40-                           (Continued)

<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001




(16)   Acquisition

       On December 27, 2000, the Bank purchased the building,  equipment,  loans
       and acquired the deposit  liabilities of the Gillette,  Wyoming branch of
       Hulett  National Bank for a purchase price of $675. The  transaction  was
       accounted for as a purchase and accordingly,  the consolidated  financial
       statements for the period ended September 30, 2001 include the results of
       operations  of the  acquired  branch  since  the date of  purchase.  Cash
       received in the branch  acquisition  totaled $773. The purchase consisted
       of $95 of loans,  $387 of premises and  equipment  and the  assumption of
       $1,353 in deposits and $211 of accrued  interest  and other  liabilities.
       The premium paid over historical carrying values was $309, which has been
       allocated  to  goodwill  and  deposit  premium in the amounts of $187 and
       $122, respectively.

(17)   Holding Company Information (Condensed)

       The  summarized  financial  information  for Crazy  Woman  Creek  Bancorp
       Incorporated is presented below.  Intercompany  balances and transactions
       are noted parenthetically.

       Condensed Balance Sheets
                                                               September 30,
                                                           --------------------
                                                             2002        2001
                                                           --------    --------
                                  Assets

Cash (demand account with BFSB)                            $     19         250
Investment in subsidiary                                     10,824      11,890
Loan to ESOP                                                    343         389
Note receivable - BFSB                                        1,340          --
Deferred tax asset                                               98          10
Investment securities available-for-sale - mutual funds         870       1,087
Income taxes receivable                                          55          27
Other assets                                                      5           4
                                                           --------    --------

              Total assets                                 $ 13,554      13,657
                                                           ========    ========

           Liabilities and Stockholders' Equity

Dividends payable                                          $     97          97
Other liabilities                                                 3           2
Stockholders' equity:
    Common stock                                                106         106
    Additional paid-in capital                               10,139      10,117
    Unearned ESOP/MSBP shares                                  (411)       (429)
    Retained earnings                                         6,858       7,125
    Accumulated other comprehensive income, net                 236         195
    Treasury stock                                           (3,474)     (3,556)
                                                           --------    --------
              Total stockholders' equity                     13,454      13,558
                                                           --------    --------

              Total liabilities and stockholders' equity   $ 13,554      13,657
                                                           ========    ========

                                      -41-                           (Continued)
<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001


       Condensed Statements of Income

<TABLE>
<CAPTION>
                                                                      Year Ended September 30,
                                                                      ------------------------
                                                                          2002       2001
                                                                         -------    -------

<S>                                                                    <C>            <C>
Dividends from BFSB                                                      $ 1,500        330
Dividends on mutual funds                                                     14         11
Interest income (ESOP loan and loan to BFSB)                                  38         35
Other than temporary loss on investment available-for-sale                  (188)        --
Management fee to BFSB                                                       (60)       (60)
Other operating expenses                                                     (74)       (49)
                                                                         -------    -------
    Income before distribution in excess of earnings of subsidiary and
       income taxes                                                        1,230        267
Distributions in excess of earnings of subsidiary                         (1,240)       (80)
                                                                         -------    -------
(Loss) income before income taxes                                            (10)       187
Income tax benefit                                                           105         24
                                                                         -------    -------

              Net income                                                 $    95        211
                                                                         =======    =======
</TABLE>


       Condensed Statements of Cash Flows
<TABLE>
<CAPTION>
                                                                     Year Ended September 30,
                                                                     ------------------------
                                                                           2002       2001
                                                                        -------    -------

<S>                                                                   <C>        <C>
Net income                                                              $    95        211
Adjustments to reconcile net income to net cash provided by operating
    activities:
       Distributions in excess of earnings of subsidiary                  1,240         80
       Deferred income tax expense                                          (75)        --
       Other than temporary loss on investment available-for-sale           188         --
       Mutual fund dividends reinvested                                     (14)       (11)
       Increase in dividends receivable - BFSB                               --        200
       Increase in income taxes receivable                                  (28)       (16)
       Increase in other liabilities                                          1         --
       Increase in other assets                                              (1)        (3)
                                                                        -------    -------
          Net cash provided by operating activities                       1,406        461
                                                                        -------    -------

Cash flows from investing activities:
    Origination of note receivable from BFSB                             (1,500)        --
    Principal payments received on BFSB note receivable                     160         --
    Principal payments received on ESOP note receivable                      46         46
                                                                        -------    -------
          Net cash provided by investing activities                      (1,294)        46
                                                                        -------    -------
</TABLE>

                                      -42-                           (Continued)

<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                  (Dollars in thousands except per share data)

                           September 30, 2002 and 2001



       Condensed Statements of Cash Flows, continued

                                              Year Ended September 30,
                                              ------------------------
                                                   2002     2001
                                                  -----    -----
Cash flows from financing activities:
       Exercise of stock options                  $  47       90
       Cash dividends paid                         (390)    (384)
                                                  -----    -----
          Net cash used in financing activities    (343)    (294)
                                                  -----    -----

Net (decrease) increase in cash                    (231)     213
Cash at beginning of year                           250       37
                                                  -----    -----

Cash at end of year                               $  19      250
                                                  =====    =====



                                      -43-                           (Continued)

<PAGE>

<TABLE>
<CAPTION>
<S>                     <C>
                                Corporate Office
    Crazy Woman Creek Bancorp, Incorporated and Buffalo Federal Savings Bank

                         106 Fort Street, P.O. Box 1020
                           Buffalo, Wyoming 82834-1020
                                 (307) 684-5591

          Board of Directors of Crazy Woman Creek Bancorp, Incorporated

 Richard Reimann                            Greg L. Goddard
 Chairman of the Board                      Secretary

 Sandra K. Todd                             Douglas D. Osborn
 Treasurer

 Thomas J. Berry                            Deane D. Bjerke


                               Executive Officers

 Gary J. Havens                             John B. Snyder
 President and Chief Executive Officer      Vice President and Chief Financial Officer

                                 Jon S. Carlisle
                              Senior Vice President


                              Professional Advisors

 Corporate Counsel                          Transfer Agent and Registrar
 Kirven and Kirven                          Computershare Investor Services
 104 Fort Street                            350 Indiana Street, Suite 800
 Buffalo, WY  82834                         Golden, CO  80401

 Independent Auditors                       Special Counsel
 KPMG LLP                                   Mailzia Spidi & Fisch, PC
 1000 First Interstate Center               1100 New York Avenue, NW
 401 North 31st Street                      Suite 340 West
 Billings, MT  59101                        Washington,  D.C. 20005

                                   Form 10-KSB

Crazy  Woman  Creek  Bancorp  Incorporated's  Annual  Report  for the year ended
September  30, 2002 filed with the  Securities  and Exchange  Commission on Form
10-KSB,  excluding  exhibits,  is available without charge upon written request.
For a copy of the Form 10-KSB or any other investor information, please write or
call the  Corporate  Secretary  at the  Company's  Corporate  Office in Buffalo,
Wyoming.  All public  reports of the Company are available on the SEC's web site
at www.sec.gov.  The Annual Meeting of Stockholders  will be held on January 29,
2003 at 3:00 p.m.  at the  Company's  main  office  located at 106 Fort  Street,
Buffalo, Wyoming.

</TABLE>


<PAGE>

                     Crazy Woman Creek Bancorp, Incorporated
                                 106 Fort Street
                                  P.O. Box 1020
                                Buffalo, WY 82834
                                 (307) 684-5591