SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                 ^ FORM 10-QSB/A

(Mark One)

[X]               QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
                  EXCHANGE ACT OF 1934

                  For the quarterly period ended September 30, 2000
                                                 ------------------

                                       OR

|_|               TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
                  EXCHANGE ACT OF 1934

                  For the transition period from __________ to __________.

                           Commission File No. 0-25149


                            Ridgewood Financial, Inc.
--------------------------------------------------------------------------------
        (Exact name of Small Business Issuer as Specified in Its Charter)


         New Jersey                                              22-3616280
--------------------------------------------------------------------------------
(State or Other Jurisdiction of Incorporation                 (I.R.S. Employer
 or Organization)                                            Identification No.)


             1124 East Ridgewood Avenue, Ridgewood, New Jersey 07450
         ---------------------------------------------------------------
                    (Address of Principal Executive Offices)


                                 (201) 445-4000
--------------------------------------------------------------------------------
                 Issuer's Telephone Number, Including Area Code

         Check whether the issuer (1) filed all reports  required to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 12 months (or for such
shorter period that the  registrant was required to file such reports),  and (2)
has been subject to such filing requirements for the past 90 days.

                             YES      X               NO
                                 ------------             ------

  Number of shares of Common Stock outstanding as of November 1, 2000: 3,180,000

Transitional Small Business Disclosure Format (check one)

                             YES                       NO   X
                                 ------------             ------


<PAGE>



                            RIDGEWOOD FINANCIAL, INC.

                                    Contents
                                    --------

                                                                         Page(s)
PART I - FINANCIAL INFORMATION

     Item 1.   Consolidated Financial Statements............................1-4

     Item 2.   Management's Discussion and Analysis of Financial Condition
               and Results of Operations....................................5-8

PART II - OTHER INFORMATION

     Item 1.   Legal Proceedings............................................ 9

     Item 2.   Changes in Securities and Use of Proceeds.................... 9

     Item 3.   Defaults upon Senior Securities.............................. 9

     Item 4.   Submission of Matters to a Vote of Security Holders.......... 9

     Item 5.   Other Information............................................ 9

     Item 6.   Exhibits and Reports on Form 8-K............................. 9

     Signatures.............................................................10



<PAGE>
                            Ridgewood Financial, Inc.
                 Consolidated Statements of Financial Condition
                    September 30, 2000 and December 31, 2000
                        (In Thousands, Except Share Date)
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                       September 30,  December 31,
                                                                            2000        1999
                                                                            ----        ----
<S>                                                                      <C>         <C>

                                   Assets
Cash and due from banks                                                     9,102       6,553
Federal funds sold                                                          3,400       3,900
                                                                          -------     -------
     Cash and cash equivalents                                             12,502      10,453

Investment securities:
     Held to maturity (fair values approximates $666 and $847 at
         September 30, 2000 and December 31, 1999, respectively)              641         860
     Available for sale                                                    38,436      39,476
Mortgage-backed securities:
     Held to maturity (fair values approximates $15,467 and $17,088 at
         September 30, 2000 and December 31, 1999, respectively)           15,535      17,340
     Available for sale                                                    18,728      28,265
Loans Receivable, net of allowance for loan losses of $989 and $924 at
     September 30, 2000 and December 31, 1999, respectively               188,279     167,468
Accrued interest receivable                                                 1,769       1,733
Premise and equipment, net                                                  8,746       7,099
Federal Home Loan Bank stock, at cost                                       2,622       2,622
Other assets                                                             ^  1,217       1,530
                                                                         --------    --------
                                Total Assets                             ^288,475     276,846
                                                                         ========    ========

                    Liabilities and Shareholders' Equity
Liabilities:
Deposits
     Interest bearing                                                     215,337     195,467
     Non-interest bearing                                                   5,130       6,470
                                                                          -------     -------
          Total deposits                                                  220,467     201,937

Borrowed funds                                                             40,087      48,678
Advances from borrowers for tax and insurance                               1,308       1,247
Accounts payable and other liabilities                                   ^  1,002         369
                                                                         --------    --------

                              Total liabilities                          ^262,864     252,231
                                                                         --------    --------
Commitments and contingencies                                                   -           -

Shareholders' equity:
Preferred stock, no par value.  Authorized 5,000,000 shares;
      none issued and outstanding                                               -           -
Common Stock, par value $.10.  Authorized 10,000,000 shares;
     3,180,000 shares issued and outstanding in 2000 and 1999                 318         318
Additional paid-in-capital                                                  9,422       9,428
Retained earnings                                                        ^ 17,956      17,802
Unallocated common stock held by employee stock ownership plan               (837)       (913)
Accumulated other comprehensive loss                                       (1,248)     (2,020)
                                                                         --------    --------
                         Total shareholders' equity                      ^ 25,611      24,615
                                                                         --------    --------

                 Total liabilities and shareholders' equity              ^288,475     276,846
                                                                         ========    ========

</TABLE>
                                       1
<PAGE>
                            Ridgewood Financial, Inc.
                   Consolidated Statements of Income (Expense)
                        (In Thousands, Except Share Date)
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                         Three Months Ended            Year to Date
                                                      ------------------------    ----------------------
                                                              September 30,            September 30,
                                                            2000          1999         2000         1999
<S>                                                   <C>           <C>          <C>          <C>

Interest income:
Loans receivable                                           3,389         2,633        9,649        7,023
Investment Securities held to maturity                        11            38           28           65
Investment Securities available for sale
     Taxable                                                 233           151          717          234
     Tax-exempt                                              286           320          855          901
Mortgage-backed securities held to maturity                  273           224          837          567
Mortgage-backed securities available for sale                364           492        1,238        2,600
Interest on federal funds sold and other short-term
     investments and dividends on FHLB stock                 168           463          481          971
                                                      ----------    ----------   ----------    ---------
                    Total interest income                  4,724         4,321       13,805       12,361
                                                      ----------    ----------   ----------    ---------

Interest expense:
Deposits                                                   2,599         2,166        7,353        6,634
Borrowed funds                                               729           725        2,079        1,758
                                                      ----------    ----------   ----------    ---------
                   Total interest expense                  3,328         2,891        9,432        8,392
                                                      ----------    ----------   ----------    ---------

          Net interest income before provision
                       for loan losses                     1,396         1,430        4,373        3,969

Provision for loan losses                                     22            15           65           87
                                                      ----------    ----------   ----------    ---------
                     Net interest income                   1,374         1,415        4,308        3,882
                                                      ----------    ----------   ----------    ---------
Non-interest income:
Fees and service charges                                      55            40          157          115
Gain (loss) on sale of securities                              5             1            5       (1,069)
Other                                                          1             -           10            6
                                                      ----------    ----------   ----------    ---------
                     Total non-interest income                61            41          172         (948)
                                                      ----------    ----------   ----------    ---------
Non-interest expenses:
Salaries and benefits                                        555           590        1,854        1,765
Occupancy and equipment                                      425           309        1,104          919
Advertising and promotion                                     65            34          155           79
SAIF deposit insurance premium                                10            28           31           91
Merger expenses                                          ^   218       ^     -      ^   218      ^     -
Other expenses                                               179           146          533          489
                                                      ----------    ----------   ----------    ---------
                  Total non-interest expense             ^ 1,452         1,107      ^ 3,895        3,343
                                                      ----------    ----------   ----------    ---------
               Income (loss) before income taxes         ^   (17)          349      ^   585         (409)

Income taxes (benefit) expense                           ^    (3)           31      ^    63         (384)
                                                      ----------    ----------   ----------    ---------
                   Net Income (Loss)                     ^   (14)          318      ^   522          (25)
                                                      ==========    ==========   ==========   ==========

Earnings per common share:
     Basic                                                     -          0.10      ^  0.17        (0.01)
     Diluted                                                   -          0.10      ^  0.17        (0.01)
                                                      ==========    ==========   ==========   ==========

Weighted average shares outstanding:
     Basic                                             3,079,490     3,072,660    3,075,037    3,099,626
     Diluted                                           3,079,490     3,072,660    3,075,037    3,099,626
                                                      ----------    ----------   ----------    ---------

</TABLE>
                                       2
<PAGE>

                                      Ridgewood Financial, Inc.
                                 Consolidated Statements of Cash Flows
                                      For the Nine Months Ended
                                     (In thousands) (Unaudited)
<TABLE>
<CAPTION>
                                                                                   September 30,
                                                                           ------------------------------
                                                                               2000             1999
                                                                           -------------    -------------
<S>                                                                            <C>            <C>

Cash flows from operating activities:
    Net Income (loss)                                                           ^   522              (25)
    Adjustments to reconcile net income to net cash
      provided by operating activities:
       Depreciation                                                                 241              161
       Amortization of loan fees                                                    (82)            (172)
       Premiums and discounts on mortgage-backed
         and investment securities                                                  166            2,007
       (Gain) loss on sale of securities available for sale                          (5)           1,069
       Provision for loan losses                                                     65               87
       Increase in deferred taxes                                                 1,184               44
       Increase in accrued interest receivable                                      (36)            (303)
       (Increase) decrease in other assets, net                                 ^(1,305)             158
       Increase (decrease) in other liabilities                                 ^   633             (170)
                                                                           -------------    -------------
            Net cash provided by operating activities                             1,383            2,856
                                                                           -------------    -------------

Cash flows from investing activities:
    Net increase in first mortgage loans                                        (20,809)         (41,865)
    Purchases of mortgage-backed securities held to maturity                          -           (8,247)
    Purchases of mortgage-backed securities available for sale                        -             (936)
    Principle collected on mortgage-backed securities                             5,980           19,013
    Proceeds from sales of mortgage-backed securities available for sale          5,447           39,089
    Purchases of investment securities available for sale                             -          (30,305)
    Proceeds from sales of investment securities available for sale                   -            3,410
    Maturities and calls of investment securities available for sale              2,040                -
    Principal  collected on investment securities                                   194              332
    Purchases of premises and equipment                                          (1,888)          (4,281)
    Purchases of FHLB Stock                                                           -             (673)
    Proceeds from collection of loan fees                                            15               40
    Allocation of employee stock ownership shares                                    70               48
                                                                           -------------    -------------

            Net cash used in investing activities                                (8,951)         (24,375)
                                                                           -------------    -------------

Cash flows from financing activities:
    Net increase (decrease) in deposits                                          18,528          (11,908)
    Proceeds from borrowed funds                                                 25,000           16,150
    Repayment of borrowed funds                                                 (33,591)               -
    Net increase in advances from borrowers for
       taxes and insurance                                                           61               86
    Decrease in IPO subscription payable                                              -          (17,809)
    Dividends Paid                                                                 (381)               -
    Net proceeds from initial public offering                                         -            9,751
    Purchase of employee stock ownership plan stock                                   -             (968)
    Captialization of mutual holding company                                          -             (200)
                                                                           -------------    -------------

            Net cash provided by (used in) financing activities                   9,617           (4,898)
                                                                           -------------    -------------
            Net increase (decrease) in cash and cash equivalents                  2,049          (26,417)

Cash and cash equivalents at beginning of year                                   10,453           43,474
                                                                           -------------    -------------
Cash and cash equivalents at end of year                                         12,502           17,057
                                                                           -------------    -------------

Supplemental disclosures of cash flow information-cash
    payments for:
       Interest on deposits and borrowed funds                                    9,345            8,425
       Income taxes                                                                  66               49

</TABLE>

                                       3
<PAGE>
                           RIDGEWOOD FINANCIAL, INC.
                   Notes to Consolidated Financial Statements
                                  (Unaudited)

(1)      Basis of Presentation

         The  accompanying  unaudited  consolidated  financial  statements  were
prepared in accordance  with  instructions  for Form 10-QSB and therefore do not
include all disclosure necessary for a complete presentation of the consolidated
statements of financial  condition,  statements of income and statements of cash
flows in conformity with generally accepted accounting principles.  However, all
adjustments  which are, in the  opinion of  management,  necessary  for the fair
presentation of the interim  financial  statements have been included.  All such
adjustments are of a normal recurring  nature.  The  consolidated  statements of
income are not  necessarily  indicative of results which may be expected for the
entire year or any other interim period. The condensed  financial  statements as
of and for the three and nine month  periods ended  September 30, 2000,  include
the accounts of Ridgewood Savings Bank of New Jersey (the "Bank"),  which is the
wholly  owned  subsidiary  of  Ridgewood  Financial,   Inc.  (the  "Company"  or
"Ridgewood").  The Company's business is conducted principally through the Bank.

         ^The Form 10-QSB which was  originally  filed on November 14, 2000,  is
being  amended to reflect,  as an  expense,  $218,000  of  non-recurring  merger
expenses.

         Certain information and footnote  disclosures  normally included in the
financial  statements  prepared in accordance with generally accepted accounting
principles have been condensed or omitted  pursuant to the rules and regulations
of the Securities and Exchange Commission.  It is suggested that these condensed
unaudited  financial  statement be read in conjunction  with the Form 10-KSB for
the year ended December 31, 1999.

(2)     Comprehensive  income (loss) for the three and nine month periods ended,
as follows:
<TABLE>
<CAPTION>
                                                                                    Three Months               Nine Months
                                                                           --------------------------   -------------------------
                                                                              09/30/2000  09/30/1999      09/30/2000  09/30/1999
                                                                           -------------- -----------   ------------- -----------
<S>                                                                             <C>         <C>           <C>        <C>

Comprehensive income (loss):
     Net (loss) income                                                            ^$ (14)      $ 318        ^$   522         (25)
                                                                                   -----       -----         -------    --------
     Other comprehensive income (loss) - unrealized holding losses on
        securities arising during the period                                         476        (585)            777      (2,457)
     Less reclassification adjustment for (gains) losses in net income                (5)         (1)             (5)      1,069
                                                                                   -----      ------         -------    --------
                                                                                     471        (586)            772      (1,388)
                                                                                   -----       -----         -------    --------
              Total comprehensive income (loss)                                   ^$ 457       $(268)       ^$ 1,294    $ (1,413)
                                                                                   =====       =====         =======    ========

</TABLE>
(3)  Merger Agreement and Subsequent Events

         On August 28,  2000,  the Company  entered  into a merger  agreement to
exchange each share of its common stock held by public  stockholders  for $15.00
in cash with Provident  Savings Bank,  headquartered  in Jersey City, New Jersey
("Provident").  The  merger  agreement  with  Provident  is  subject  to several
contingencies   including  stockholder  and  regulatory  approval.   The  merger
agreement with Provident includes a customary  non-solicitation  of other offers
provision which, under certain  circumstances  would require the payment of $1.0
million by the Company in the event  Ridgewood  enters  into a merger  agreement
with  another  company.  ^As  discussed  below,  on  December  14, 2000 a merger
agreement was entered into with Boiling Springs and the $1.0 million payment was
made to Provident on December 18, 2000 and charged to income.

         Subsequent to such  announcement,  Boiling Springs  Bancorp,  Inc., the
parent company of Boiling Springs Savings Bank, Rutherford, New Jersey ("Boiling
Springs")  announced  on  September  21,  2000 an offer to  engage  in a similar
transaction  with Ridgewood,  including the acquisition of the Ridgewood  Common
Stock held by public  stockholders  for $18 per share in cash.  On  October  19,
2000, the Company received and signed a  confidentiality  agreement with Boiling
Springs.^On December 14, 2000, Ridgewood announced that it entered into a merger
agreement with Boiling Springs.

                                       4
<PAGE>
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

GENERAL

         Ridgewood  Financial  Inc.'s  (the  "Company")  business  is  conducted
principally  through  Ridgewood  Savings  Bank of New Jersey (the  "Bank").  All
references to the Company refer collectively to the Company and the Bank.

         The Private  Securities  Litigation  Reform Act of 1995  contains  safe
harbor  provisions  regarding  forward-looking  statements.  When  used  in this
discussion, the words "believes", "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,  the ability to control costs
and expenses,  risks  associated  with the effect of opening a new branch,  year
2000 issues and general economic conditions. Ridgewood Financial Inc. undertakes
no  obligation  to  publicly  release  the  results  of any  revisions  to those
forward-looking  statements which may be made to reflect events or circumstances
after the date hereof or to reflect the occurrence of unanticipated events.

         ^The Form 10-QSB which was  originally  filed on November 14, 2000,  is
being  amended to reflect,  as an  expense,  $218,000  of  non-recurring  merger
expenses.  See "Results of Operations - Non-Interest Expenses."


MERGER AGREEMENT AND SUBSEQUENT EVENTS

         On August 28,  2000,  the Company  entered  into a merger  agreement to
exchange  each share of the Company's  common stock held by public  stockholders
for $15.00 in cash with Provident  Savings Bank,  headquartered  in Jersey City,
New Jersey  ("Provident").  The merger  agreement  with  Provident is subject to
several contingencies  including stockholder and regulatory approval. The merger
agreement with Provident  includes a customary non- solicitation of other offers
provision which, under certain  circumstances  would require the payment of $1.0
million by the Company in the event the Company  enters into a merger  agreement
with  another  company.  ^As  discussed  below,  on  December  14, 2000 a merger
agreement was entered into with Boiling Springs and the $1.0 million payment was
made to Provident on December 18, 2000 and charged to income.

         Subsequent to such  announcement,  Boiling Springs  Bancorp,  Inc., the
parent company of Boiling Springs Savings Bank, Rutherford, New Jersey ("Boiling
Springs")  announced  on  September  21,  2000 an offer to  engage  in a similar
transaction  with Ridgewood,  including the acquisition of the Ridgewood  Common
Stock held by public  stockholders  for $18 per share in cash.  On  October  19,
2000, the Company entered into a confidentiality agreement with Boiling Springs.
^On December 14, 2000, the Company  entered into a definitive  merger  agreement
with Boiling Springs.

OVERVIEW OF EARNINGS

         For the three months ended  September  30, 2000,  net income  decreased
$332,000 ^to a net loss of $14,000,  from  $318,000,  or $.10 per diluted share,
for the comparative  1999 period.  For the nine months ended September 30, 2000,
net income increased ^$547,000 to $522,000 or $.17 per diluted share, from a net
loss of $25,000, or a loss of $.01 per diluted share, for the comparative fiscal
1999 period.

                                       5
<PAGE>



In general,  lower net income for the current  three month period was  primarily
the result of lower net interest  income and  non-recurring  merger  expenses of
$218,000,  while the  increase in net income for the current  nine month  period
primarily reflects higher net interest income. Interest rates on certificates of
deposits  and borrowed  funds  increased  sharply  during the three months ended
September  30, 2000 as compared to the same period in 1999.  Also,  in the prior
nine month period,  the Company  incurred a net loss of $1.1 million on the sale
of mortgaged backed securities available for sale. Non-interest expenses for the
current  three and nine month  periods  increased due to the opening of the  new
headquarters  and  branch  on May 1, 2000 as well as the  aforementioned  merger
expenses.

CHANGES IN FINANCIAL CONDITION

         At September 30, 2000, total assets increased ^$11.7 million to ^$288.5
million from $276.8  million at December 31, 1999. Of this  increase,  net loans
receivable  increased  $20.8  million to $188.3  million from $167.5  million at
December 31, 1999.  Such increase was due to a very strong local housing economy
and  competitive  pricing  of loan  products.  In  order  to fund  the new  loan
originations at September 30, 2000, the Company primarily used funds from higher
interest  bearing  deposits which increased $19.8 million to $215.3 at September
30, 2000 from $195.5  million at December 31, 1999.  In addition,  available for
sale  and  held to  maturity  securities  portfolios  declined  a total of $12.6
million from  December  31, 1999 as a result of  amortization,  prepayments  and
selected sales of available for sale mortgage backed securities. In addition, at
September 30, 2000,  cash and cash  equivalents  increased $2.0 million to $12.5
million.

         Total shareholders'  equity increased ^$1.0 million to $25.6 million at
September 30, 2000  primarily due to net income ^of $522,000 for the nine months
ended September 30, 2000 in addition to a $772,000 decrease in unrealized losses
on  securities  available  for sale,  net of taxes.  Because  of  interest  rate
volatility and accumulated other comprehensive loss,  shareholders' equity could
materially fluctuate for each interim period and year-end period.


RESULTS OF OPERATIONS

         Net Interest  Income.  Net interest  income  before  provision for loan
losses for the three and nine month  periods  ended  September 30, 2000 was $1.4
million  and $4.4  million,  respectively,  compared  to $1.4  million  and $4.0
million,  respectively,  for the same periods in 1999. Net interest income (on a
tax  equivalent  basis) before  provision for loan losses for the three and nine
month  periods  ended  September  30, 2000 was $1.5  million  and $4.8  million,
respectively,  compared to $1.6 million and $4.4 million for the same periods in
1999.  The  interest  rate  spread  (on a tax  equivalent  basis),  which is the
difference between the yield on average interest earning assets less the cost of
average interest bearing liabilities, for the three and nine month periods ended
September  30,  2000 were 1.98% and 2.13%,  respectively,  compared to 2.12% and
1.95%, respectively, for the same periods in 1999. The decrease in interest rate
spread for the current  three  month  period was  primarily  the result of sharp
increases  in the average  cost of interest  bearing  liabilities,  specifically
certificates of deposits and borrowings.  For the current nine month period, the
interest  rate  spread  increased  primarily  as a result of an  increase in the
average  yield on  interest  earning  assets  offset by an smaller  increase  in
average cost of funds on interest bearing liabilities.

                                       6
<PAGE>



         Interest  Income.  Interest  income on a tax  equivalent  basis for the
three and nine months  ended  September  30, 2000  increased to $4.9 million and
$14.2 million, respectively,  from $4.5 million and $12.8 million, respectively,
for the same periods in 1999.  The increase was primarily due to higher  average
balances in loans  receivable  offset by a decrease  in the  average  balance of
securities available for sale and other interest earning assets. For the current
three and nine month periods,  the average yield (on a tax equivalent  basis) on
interest earning assets was 7.12% and 7.12%,respectively,  compared to 6.77% and
6.67% respectively, for the same periods in 1999 .

         Interest  income on loans  receivable,  net  increased  for the current
three  and  nine  months  periods  approximately   $756,000  and  $2.6  million,
respectively,  to $3.4  million and $9.6  million  from the same period in 1999.
Average loan  receivables  for the current  three month and nine month  periods,
increased  $42.6 million and $51.8,  respectively , from the same period in 1999
primarily  due to the  originations  of new loans in excess of  prepayments  and
amortization.  The  increase  in the  average  balance  of loans was offset by a
decline in the average yield for the current three and nine months  periods of 6
and 21 basis points, respectively.  For the current three and nine month periods
average  yields  were 7.24% and 7.28%,  respectively.  Decreases  in the average
yields for the current three and nine months  periods were due to lower interest
rates on originated loans and the continuation of prepayment and amortization of
higher rate loans.

         Interest  Expense.  Total interest expense for the three and nine month
periods   ended   September   30,  2000  was  $3.3  million  and  $9.4  million,
respectively,  compared to $2.9 million and $8.4 million,  respectively, for the
same  periods in fiscal 1999.  Interest  rates on  certificates  of deposits and
borrowed funds  increased  sharply  during the three months ended  September 30,
2000 as  compared  to the same  period in 1999 ,due to the  significant  rise in
short term interest rates which forced the Company to reprice deposits and other
funding  sources at much  higher  costs.  For the  current  three and nine month
periods,  the average cost of funds for interest bearing  liabilities were 5.14%
and 4.99%, respectively, compared to 4.65% and 4.72%, respectively, for the same
periods in 1999.

         For the current three and nine month periods,  average  certificates of
deposits  totaled $156.2 million and $151.7  million,  respectively  compared to
$142.1 million and $144.8 million, respectively for the same period in 1999. For
the current three and nine month period average costs of funds for time deposits
increased 67 and 36 basis  points,  respectively,  to 5.72% and 5.54% from 5.05%
and 5.18% for the same periods in 1999.

         Average  borrowed  funds for the  current  three  month and nine  month
periods ended totaled $48.1 million and $47.6 million,  respectively compared to
$51.9  million and $43.0  million,  respectively,  for the same periods in 1999.
Cost of funds on  borrowings  for the  current  three  and  nine  month  periods
increased 48 and 37 basis points respectively, to 6.02% and 5.84% from 5.54% and
5.47% for the same periods in 1999.

         Provision for Loan Losses.  The provision for loan losses for the three
and nine month  periods  ended  September  30,  2000 was  $22,000  and  $65,000,
compared to $15,000 and  $87,000,  respectively,  for the same periods in fiscal
1999.  Non-performing  loans at  September  30,  2000 were  $60,000  compared to
$133,000 at December  31, 1999.

                                       7
<PAGE>

Non-performing  loans at September 30, 2000 decreased  $73,000 from December 31,
1999,  one-to- four family loans  increased  approximately  $15.8 million,  home
equity loans increased $3.2 million,  and unsecured  commercial  loans increased
$1.9  million,  from  December  31,  1999.  The  provision  for loan  losses  is
reflective of the level of  non-performing  loans and growth in respective  loan
categories.  Management  continually evaluates the adequacy of the allowance for
loan losses,  which encompasses the overall risk  characteristics of the various
portfolio  segments,  past  experience  with  losses,  the  impact  of  economic
conditions  on  borrowers  and  other  relevant  factors  which  may come to the
attention of management.  Although the Company  maintains its allowance for loan
losses at a level that it  considers  to be adequate to provide for the inherent
risk of loss in its loan portfolio, there can be no assurance that future losses
will not exceed estimated amounts or that additional  provisions for loan losses
will not be required in future periods.


         Non-Interest  Expenses.  Total  non-interest  expense for the three and
nine month periods  ended  September 30, 2000 ^was $1.5 million and $3.9 million
compared to $1.1 million and $3.3 million, respectively, for the same periods in
fiscal 1999. The most  significant  increases in  non-interest  expenses for the
current  three  month and nine month  periods  were  primarily  attributable  to
salaries and benefits,  occupancy and equipment,  ^non-recurring merger expenses
and advertising and promotion. Such increases in the respective expenses for the
current three and nine month periods were mainly attributable to the May 1, 2000
opening of the Company's new headquarters and branch ^and  non-recurring  merger
^expenses of $218,000. Additionally, in the current three month period, salaries
and benefits  decreased  $35,000 from the same period in 1999 primarily due to a
change in pension plan administration.


                                       8


<PAGE>

PART II.  OTHER INFORMATION

Item 1.  Legal Proceedings
         -----------------

                   Not applicable.

Item 2.  Changes in Securities and Use of Proceeds
         -----------------------------------------

                   Not applicable.

Item 3.  Defaults Upon Senior Securities
         -------------------------------

                   Not applicable.

Item 4.  Submission of Matters to a Vote of Security Holders
         ---------------------------------------------------

                   None

Item 5.  Other Information
         -----------------

         ^On December 22, 2000,  the Company  filed a press  release to announce
          the restated  earnings  for the three and nine months ended  September
          30, 2000  reflecting the $218,000 of  non-recurring  merger  expenses.
          Also,  the  Company  announced  the  signing  of a  definitive  merger
          agreement on December 14, 2000 with Boiling Springs Bancorp,  Inc. and
          that  the  Company   will  incur  an   additional   $1.1   million  in
          non-recurring  merger  expenses for the fourth  quarter and year ended
          December 31, 2000.

Item 6.  Exhibits and Reports on Form 8-K
         --------------------------------

        (a) 3(i)   Certificate of Incorporation of Ridgewood Financial, Inc.*
            3(ii)  Bylaws of Ridgewood Financial, Inc.*
            10.1   Amended Form of Employment  Agreement with Susan E. Naruk*
            10.2   Amended Form of Employment Agreement with Nelson Fiordalisi*
            10.5   Supplemental  Executive  Retirement Plan*
            27    ^Amended Financial Data Schedule (electronic data filing only)

             *  Incorporated by reference to the identically numbered exhibits
                of the Registrant's Form SB-2 (333- 62363).

         (b) On August 29, 2000, the Company filed a Form 8-K (Items 5 and 7) to
             announce that it had entered into an agreement and plan of merger
             with Provident Savings Bank.


                                       9
<PAGE>


                                   SIGNATURES


         In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.


                                   RIDGEWOOD FINANCIAL, INC.

<TABLE>
<CAPTION>



<S>                                      <C>

Date: January 9, 2001            By:      /s/Susan E. Naruk
                                          --------------------------------------
                                          Susan E. Naruk
                                          President and Chief Executive Officer
                                          (Principal Executive Officer)
                                          (Duly Authorized Officer)



Date: January 9, 2001            By:      /s/John Scognamiglio
                                          --------------------------------------
                                          John Scognamiglio
                                          Senior Vice President and
                                          Chief Financial Officer
                                          (Principal Financial Officer and Chief Accounting Officer)
</TABLE>



                                        10