Exhibit 99.3


     Safe Harbor Under the Private Securities Litigation Reform Act of 1995


         The  Private  Securities  Litigation  Reform  Act of 1995  (the  "Act")
provides a "safe harbor" for  forward-looking  statements to encourage companies
to provide  prospective  information  about  their  companies,  so long as those
statements are identified as  forward-looking  and are accompanied by meaningful
cautionary  statements  identifying  important  factors  that could cause actual
results to differ  materially  from those  discussed  in the  statement.  London
Financial  Corporation  ("LFC")  desires to take  advantage of the "safe harbor"
provisions of the Act. Certain information,  particularly  information regarding
future economic performance and finances and plans and objectives of management,
contained or incorporated by reference in LFC's Annual Report on Form 10-KSB for
fiscal  year  1997 is  forward-looking.  In some  cases,  information  regarding
certain  important  factors that could cause  actual  results of  operations  or
outcomes  of other  events to differ  materially  from any such  forward-looking
statement  appear  together with such  statement.  In addition,  forward-looking
statements are subject to other risks and uncertainties  affecting the financial
institutions industry, including, but not limited to, the following:

Interest Rate Risk

         LFC's  operating  results are dependent to a significant  degree on its
net interest income, which is the difference between interest income from loans,
investments and other interest-earning  assets and interest expense on deposits,
borrowings  and other  interest-bearing  liabilities.  The  interest  income and
interest expense of LFC change as the interest rates on interest-earning  assets
and  interest-bearing  liabilities change.  Interest rates may change because of
general economic conditions,  the policies of various regulatory authorities and
other factors beyond LFC's control. In a rising interest rate environment, loans
tend to prepay  slowly  and new loans at higher  rates  increase  slowly,  while
interest  paid on deposits  increases  rapidly  because the terms to maturity of
deposits  tend to be shorter than the terms to maturity or  prepayment of loans.
Such  differences in the adjustment of interest rates on assets and  liabilities
may negatively affect LFC's income.

Possible Inadequacy of the Allowance for Loan Losses

         LFC  maintains  an  allowance  for loan  losses  based upon a number of
relevant  factors,  including,  but not  limited  to,  trends  in the  level  of
nonperforming  assets and classified  loans,  current and  anticipated  economic
conditions in the primary  lending area, past loss  experience,  possible losses
arising from specific  problem loans and changes in the  composition of the loan
portfolio.  While the Board of Directors  of LFC believes  that it uses the best
information  available to determine the  allowance  for loan losses,  unforeseen
market conditions could result in material  adjustments,  and net earnings could
be significantly  adversely affected if circumstances  differ substantially from
the assumptions used in making the final determination.

         Loans not secured by one- to  four-family  residential  real estate are
generally  considered to involve greater risk of loss than loans secured by one-
to four-family  residential  real estate due, in part, to the effects of general
economic conditions. The repayment of multifamily residential and nonresidential
real estate loans generally depends upon the cash flow from the operation of the
property,  which may be  negatively  affected  by  national  and local  economic
conditions.  Construction loans may also be negatively affected by such economic
conditions,  particularly loans made to developers who do not have a buyer for a
property  before  the  loan is made.  The  risk of  default  on  consumer  loans
increases  during  periods of  recession,  high  unemployment  and other adverse
economic  conditions.  When consumers have trouble paying their bills,  they are
more  likely to pay  mortgage  loans  than  consumer  loans.  In  addition,  the
collateral  securing such loans, if any, may decrease in value more rapidly than
the outstanding balance of the loan.

Competition

         The Citizens Loan & Savings Company, the wholly-owned subsidiary of LFC
("Citizens"), competes for deposits with other savings associations,  commercial
banks and credit  unions and issuers of commercial  paper and other  securities,
such as shares in money market  mutual funds.  The primary  factors in competing
for deposits are interest rates and  convenience of office  location.  In making
loans,  Citizens  competes with other savings  associations,  commercial  banks,
consumer finance companies, credit unions, leasing companies, mortgage companies

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and other lenders.  Competition is affected by, among other things,  the general
availability of lendable funds, general and local economic  conditions,  current
interest rate levels and other factors  which are not readily  predictable.  The
size of financial  institutions competing with Citizens is likely to increase as
a result of changes in statutes and regulations eliminating various restrictions
on interstate  and  inter-industry  branching and  acquisitions.  Such increased
competition may have an adverse effect upon LFC.

Legislation and Regulation that may Adversely Affect LFC's Earnings

         Citizens  is subject to  extensive  regulation  by the Office of Thrift
Supervision  (the  "OTS") and the Federal  Deposit  Insurance  Corporation  (the
"FDIC")  and is  periodically  examined  by  such  regulatory  agencies  to test
compliance with various regulatory  requirements.  As a savings and loan holding
company,  LFC is also subject to  regulation  and  examination  by the OTS. Such
supervision  and  regulation of Citizens and LFC are intended  primarily for the
protection of depositors and not for the  maximization of shareholder  value and
may affect the ability of the company to engage in various business  activities.
The   assessments,   filing  fees  and  other  costs  associated  with  reports,
examinations  and  other  regulatory  matters  are  significant  and may have an
adverse effect on LFC's net earnings.

         Congress is considering  legislation  to eliminate the federal  savings
and loan  charter  and the  separate  federal  regulation  of  savings  and loan
associations,  and the  Department  of the  Treasury  is  preparing a report for
Congress on the  development  of a common  charter  for all  federally-chartered
financial institutions. Pursuant to such legislation, Congress may eliminate the
OTS and Citizens may be regulated  under federal law as a bank or be required to
change its charter. Such change in regulation or charter would likely change the
range of  activities  in which  Citizens may engage and would  probably  subject
Citizens to more  regulation by the FDIC. In addition,  LFC might become subject
to a different set of holding  company  regulations  limiting the  activities in
which LFC may engage and subjecting LFC to additional  regulatory  requirements,
including separate capital  requirements.  At this time, LFC cannot predict when
or whether Congress may actually pass legislation  regarding LFC's and Citizens'
regulatory requirements or charter.  Although such legislation,  if enacted, may
change the activities in which LFC or Citizens are  authorized to engage,  it is
not  anticipated  that the current  activities of either LFC or Citizens will be
materially affected by those activity limits.






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