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                                  EXHIBIT 10.2

                         HOME LOAN FINANCIAL CORPORATION
                      1998 STOCK OPTION AND INCENTIVE PLAN

      1. PURPOSE. The purpose of the Home Loan Financial Corporation 1998 Stock
Option and Incentive Plan (this "Plan") is to promote and advance the interests
of Home Loan Financial Corporation (the "Company") and its shareholders by
enabling the Company to attract, retain and reward directors, managerial and
other employees of the Company and any Subsidiary (hereinafter defined), and to
strengthen the mutuality of interests between such directors and employees and
the Company's shareholders by providing the directors and employees with a
proprietary interest in pursuing the long-term growth, profitability and
financial success of the Company.

      2. DEFINITIONS. For purposes of this Plan, the following terms shall have
the meanings set forth below:

            (a) "Board" means the Board of Directors of the Company.

            (b) "Code" means the Internal Revenue Code of 1986, as amended, or
      any successor thereto, together with the rules, regulations and
      interpretations promulgated thereunder.

            (c) "Committee" means the Committee of the Board constituted as
      provided in Section 3 of this Plan.

            (d) "Common Shares" means the common shares, without par value, of
      the Company or any security of the Company issued in substitution, in
      exchange or in lieu thereof.

            (e) "Company" means Home Loan Financial Corporation, an Ohio
      corporation, or any successor corporation.

            (f) "Employment" means regular employment with the Company or a
      Subsidiary and does not include service as a director only.

            (g) "Exchange Act" means the Securities Exchange Act of 1934, as
      amended, or any successor statute.

            (h) "Fair Market Value" shall be determined as follows:

                  (i) If the Common Shares are traded on a national securities
            exchange at the time of grant of the Stock Option, then the Fair
            Market Value shall be the average of the highest and the lowest
            selling prices on such exchange on the date such Stock Option is
            granted or, if there were no sales on such date, then on the next
            prior business day on which there was a sale.

                  (ii) If the Common Shares are quoted on either The Nasdaq
            National Market or The Nasdaq Small Cap Market at the time of the
            grant of the Stock Option, then the Fair Market Value shall be the
            mean between the closing high bid and low asked quotation with
            respect to a Common Share on such date on such market.

                  (iii) If the Common Shares are not traded on a national
            securities exchange or quoted on The Nasdaq National Market or The
            Nasdaq Small Cap Market, then the Fair Market Value shall be as
            determined by the Committee.


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      (i) "Incentive Stock Option" means any Stock Option granted pursuant to
the provisions of Section 7 of this Plan that is intended to be and is
specifically designated as an "incentive stock option" within the meaning of
Section 422 of the Code.

      (j) "Non-Qualified Stock Option" means any Stock Option granted pursuant
to the provisions of Section 6 of this Plan that is not an Incentive Stock
Option.

      (k) "OTS" means the Office of Thrift Supervision, Department of the
Treasury.

      (l) "Participant" means an employee or director of the Company or a
Subsidiary who is granted a Stock Option under this Plan. Notwithstanding the
foregoing, for the purposes of any Incentive Stock Option under this Plan, the
term "Participant" shall include only employees of the Company or a Subsidiary.

      (m) "Plan" means the Home Loan Financial Corporation 1998 Stock Option and
Incentive Plan, as set forth herein and as it may be hereafter amended from time
to time.

      (n) "Stock Option" means an option to purchase Common Shares granted
pursuant to the provisions of Section 7 of this Plan.

      (o) "Subsidiary" means any corporation or entity in which the Company
directly or indirectly controls 50% or more of the total voting power of all
classes of its stock having voting power and includes, without limitation, The
Home Loan Savings Bank.

      (p) "Terminated for Cause" means any removal of a director or discharge of
an employee for personal dishonesty, incompetence, willful misconduct, breach of
fiduciary duty involving personal profit, intentional failure to perform stated
duties, willful violation of a material provision of any law, rule or regulation
(other than traffic violations or similar offenses), a material violation of a
final cease-and-desist order or any other action of a director or employee which
results in a substantial financial loss to the Company or a Subsidiary.

3. ADMINISTRATION.

      (a) This Plan shall be administered by the Committee, which shall be
comprised of not less than three of the members of the Board. The members of the
Committee shall be appointed from time to time by the Board. Members of the
Committee shall serve at the pleasure of the Board and the Board may from time
to time remove members from, or add members to, the Committee. A majority of the
members of the Committee shall constitute a quorum for the transaction of
business. An action approved in writing by a majority of the members of the
Committee then serving shall be fully as effective as if the action had been
taken by unanimous vote at a meeting duly called and held.

      (b) The Committee is authorized to construe and interpret this Plan and to
make all other determinations necessary or advisable for the administration of
this Plan. The Committee may designate persons other than members of the
Committee to carry out its responsibilities under such conditions and
limitations as it may prescribe. Any determination, decision or action of the
Committee in connection with the construction, interpretation, administration,
or application of this Plan shall be final, conclusive and binding upon all
persons participating in this Plan and any person validly claiming under or
through persons participating in this Plan. The Company shall effect the
granting of Stock Options under this Plan in accordance with the determinations
made by the Committee, by execution of instruments in writing in such form as
approved by the Committee.


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      4. TERM OF PLAN. This Plan shall terminate on the date which is ten (10)
years from the effective date of this Plan, except with respect to Stock Options
then outstanding. Notwithstanding the foregoing, no Incentive Stock Option may
be granted under this Plan after the date which is ten (10) years from the date
on which this Plan is adopted by the Board or the date on which this Plan is
approved by the shareholders of the Company, whichever is earlier.

      5. COMMON SHARES SUBJECT TO PLAN. The maximum number of Common Shares in
respect of which Stock Options may be granted under this Plan, subject to
adjustment as provided in Section 10 of this Plan, shall be ten percent of the
total Common Shares sold in connection with the conversion of The Home Loan
Savings Bank from mutual to stock form.

      For the purpose of computing the total number of Common Shares available
for Stock Options under this Plan, there shall be counted against the foregoing
limitations the number of Common Shares subject to issuance upon the exercise or
settlement of Stock Options as of the dates on which such Stock Options are
granted. If any Stock Options are forfeited, terminated or exchanged for other
Stock Options, or expire unexercised, the Common Shares which were theretofore
subject to such Stock Options shall again be available for Stock Options under
this Plan to the extent of such forfeiture, termination or expiration of such
Stock Options.

      Common Shares which may be issued under this Plan may be either authorized
and unissued shares or issued shares which have been reacquired by the Company.
No fractional shares shall be issued under this Plan.

      6. ELIGIBILITY AND GRANTS. Persons eligible for Stock Options under this
Plan shall consist of directors and managerial and other employees of the
Company or a Subsidiary who hold positions with significant responsibilities or
whose performance or potential contribution, in the judgment of the Committee,
will benefit the future success of the Company or a Subsidiary. In selecting the
directors and employees to whom Stock Options will be awarded and the number of
shares subject to such Stock Options, the Committee shall consider the position,
duties and responsibilities of the eligible directors and employees, the value
of their services to the Company and the Subsidiaries and any other factors the
Committee may deem relevant.

      7. STOCK OPTIONS. Stock Options granted under this Plan may be in the form
of Incentive Stock Options or Non-Qualified Stock Options, and such Stock
Options shall be subject to the following terms and conditions, as the Committee
shall deem desirable:

            (a) Grant. Stock Options may be granted under this Plan on terms and
      conditions not inconsistent with the provisions of this Plan and in such
      form as the Committee may from time to time approve and shall contain such
      additional terms and conditions, not inconsistent with the express
      provisions of this Plan, as the Committee shall deem desirable; provided,
      however, that no more than 25% of the shares subject to Stock Options may
      be awarded to any individual who is an employee of the Company or a
      Subsidiary, no more than 5% of such shares may be awarded to any director
      who is not an employee of the Company or a Subsidiary and no more than 30%
      of such shares may be awarded to non-employee directors of the Company or
      a Subsidiary in the aggregate.

            (b) Stock Option Price. The per share option exercise price of a
      Stock Option shall be determined by the Committee at the time of grant;
      provided, however, that in no event shall the exercise price of a Stock
      Option be less than 100% of the Fair Market Value of the Common Shares on
      the date of the grant of such Stock Option. Notwithstanding the foregoing,
      in the case of a Participant who owns Common Shares representing more than
      10% of the outstanding Common Shares at the time an Incentive Stock Option
      is granted, the option exercise price shall in no event be less than 110%
      of the Fair Market Value of the Common Shares at the time an Incentive
      Stock Option is granted to such Participant.


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      (c) Stock Option Terms. Subject to the right of the Company to provide for
earlier termination in the event of any merger, acquisition or consolidation
involving the Company, the term of each Stock Option shall be fixed by the
Committee; except that the term of an Incentive Stock Option will not exceed ten
years after the date the Incentive Stock Option is granted; provided, however,
that in the case of a Participant who owns a number of Common Shares
representing more than 10% of the Common Shares outstanding at the time an
Incentive Stock Option is granted, the term of the Incentive Stock Option
granted to such Participant shall not exceed five years.

      (d) Exercisability. Except as set forth in Section 7(f) and Section 8 of
this Plan, Stock Options awarded under this Plan shall become exercisable at the
rate of not more than one-fifth per year commencing on the date that is one year
after the date of the grant of the Stock Option and shall be subject to such
other terms and conditions as shall be determined by the Committee at the date
of grant.

      (e) Method of Exercise. A Stock Option may be exercised, in whole or in
part, by giving written notice of exercise to the Company specifying the number
of Common Shares to be purchased. Such notice shall be accompanied by payment in
full of the purchase price in cash or, if acceptable to the Committee in its
sole discretion, in Common Shares already owned by the Participant, or by
surrendering outstanding Stock Options. The Committee may also permit
Participants, either on a selective or aggregate basis, to simultaneously
exercise Stock Options and sell Common Shares thereby acquired, pursuant to a
brokerage or similar arrangement, approved in advance by the Committee, and use
the proceeds from such sale as payment of the purchase price of such shares.

      (f) Special Rule for Incentive Stock Options. With respect to Incentive
Stock Options granted under this Plan, to the extent the aggregate Fair Market
Value (determined as of the date the Incentive Stock Option is granted) of the
number of shares with respect to which Incentive Stock Options are exercisable
under all plans of the Company or a Subsidiary for the first time by a
Participant during any calendar year exceeds $100,000, or such other limit as
may be required by the Code, such Stock Options shall be Non-Qualified Stock
Options to the extent of such excess.

8. TERMINATION OF EMPLOYMENT OR DIRECTORSHIP.

      (a) Except in the event of the death or disability of a Participant, upon
the resignation, removal or retirement from the board of directors of any
Participant who is a director of the Company or a Subsidiary or upon the
termination of Employment of a Participant who is not a director of the Company
or a Subsidiary, any Stock Option which has not yet become exercisable shall
thereupon terminate and be of no further force or effect and, subject to
extension by the Committee, any Stock Option which has become exercisable shall
terminate if it is not exercised within 12 months of such resignation, removal
or retirement.

      (b) Unless the Committee shall specifically state otherwise at the time a
Stock Option is granted, all Stock Options granted under this Plan shall become
exercisable in full on the date of termination of a Participant's employment or
directorship with the Company or a Subsidiary because of his death or
disability, and, subject to extension by the Committee, all Stock Options shall
terminate if not exercised within 12 months of the Participant's death or
disability.

      (c) In the event the Employment or the directorship of a Participant is
Terminated for Cause, any Stock Option which has not been exercised shall
terminate as of the date of such termination for cause.


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      9. NON-TRANSFERABILITY OF STOCK OPTIONS. No Stock Option under this Plan
and no rights or interests therein shall be assignable or transferable by a
Participant except by will or pursuant to the laws of descent and distribution.
During the lifetime of a Participant, Stock Options are exercisable only by, and
payments in settlement of Stock Options will be payable only to, the Participant
or his or her legal representative.

      10. ADJUSTMENTS UPON CHANGES IN CAPITALIZATION.

            (a) The existence of this Plan and the Stock Options granted
      hereunder shall not affect or restrict in any way the right or power of
      the Board or the shareholders of the Company to make or authorize the
      following: any adjustment, recapitalization, reorganization or other
      change in the Company's capital structure or its business; any merger,
      acquisition or consolidation of the Company; any issuance of bonds,
      debentures, preferred or prior preference stocks ahead of or affecting the
      Company's capital stock or the rights thereof; the dissolution or
      liquidation of the Company or any sale or transfer of all or any part of
      its assets or business; or any other corporate act or proceeding,
      including any merger or acquisition which would result in the exchange of
      cash, stock of another company or options to purchase the stock of another
      company for any Stock Option outstanding at the time of such corporate
      transaction or which would involve the termination of all Stock Options
      outstanding at the time of such corporate transaction.

            (b) In the event of any change in capitalization affecting the
      Common Shares of the Company, such as a stock dividend, stock split,
      recapitalization, merger, consolidation, spin-off, split-up, combination
      or exchange of shares or other form of reorganization, or any other change
      affecting the Common Shares, such proportionate adjustments, if any, as
      the Board in its discretion may deem appropriate to reflect such change
      shall be made with respect to the aggregate number of Common Shares for
      which Stock Options in respect thereof may be granted under this Plan, the
      maximum number of Common Shares which may be sold or awarded to any
      Participant, the number of Common Shares covered by each outstanding Stock
      Option, and the exercise price per share in respect of outstanding Stock
      Options.

            (c) The Committee may also make such adjustments in the number of
      shares covered by, and the exercise price or other value of, any
      outstanding Stock Options in the event of a spin-off or other distribution
      (other than normal cash dividends) of Company assets to shareholders. In
      the event that another corporation or business entity is being acquired by
      the Company and the Company agrees to assume outstanding employee stock
      options and/or the obligation to make future grants of options or rights
      to employees of the acquired entity, the aggregate number of Common Shares
      available for Stock Options under Section 5 of this Plan may be increased
      accordingly.

      11. AMENDMENT AND TERMINATION OF THIS PLAN. Without further approval of
the shareholders, the Board may at any time terminate this Plan or may amend it
from time to time in such respects as the Board may deem advisable, except that
the Board may not, without approval of the shareholders, make any amendment
which would (a) increase the aggregate number of Common Shares which may be
issued under this Plan (except for adjustments pursuant to Section 10 of this
Plan), (b) materially modify the requirements as to eligibility for
participation in this Plan, or (c) materially increase the benefits accruing to
Participants under this Plan. The above notwithstanding, the Board may amend
this Plan to take into account changes in applicable securities, federal income
tax and other applicable laws.

      12. MODIFICATION OF OPTIONS. The Board may authorize the Committee to
direct the execution of an instrument providing for the modification of any
outstanding Stock Option which the Board believes to be in the best interests of
the Company; provided, however, that no such modification,


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extension or renewal shall reduce the exercise price or confer on the holder of
such Stock Option any right or benefit which could not be conferred on him by
the grant of a new Stock Option at such time and shall not materially decrease
the Participant's benefits under the Stock Option without the consent of the
holder of the Stock Option, except as otherwise permitted under this Plan.

      13. MISCELLANEOUS.

            (a) Tax Withholding. The Company shall have the right to deduct from
      any settlement made under this Plan, including the delivery or vesting of
      Common Shares, any federal, state or local taxes of any kind required by
      law to be withheld with respect to such payments or to take such other
      action as may be necessary in the opinion of the Company to satisfy all
      obligations for the payment of such taxes. If Common Shares are used to
      satisfy tax withholding, such shares shall be valued based on the Fair
      Market Value when the tax withholding is required to be made.

            (b) No Right to Employment. Neither the adoption of this Plan nor
      the granting of any Stock Option shall confer upon any employee of the
      Company or a Subsidiary any right to continued Employment with the Company
      or a Subsidiary, as the case may be, nor shall it interfere in any way
      with the right of the Company or a Subsidiary to terminate the Employment
      of any of its employees at any time, with or without cause.

            (c) Annulment of Stock Options. The grant of any Stock Option under
      this Plan payable in cash is provisional until cash is paid in settlement
      thereof. The grant of any Stock Option payable in Common Shares is
      provisional until the Participant becomes entitled to the certificate in
      settlement thereof. In the event the Employment or the directorship of a
      Participant is Terminated for Cause, any Stock Option which is provisional
      shall be annulled as of the date of such termination.

            (d) Other Company Benefit and Compensation Programs. Payments and
      other benefits received by a Participant under a Stock Option made
      pursuant to this Plan shall not be deemed a part of a Participant's
      regular, recurring compensation for purposes of the termination indemnity
      or severance pay law of any country and shall not be included in, nor have
      any effect on, the determination of benefits under any other employee
      benefit plan or similar arrangement provided by the Company or a
      Subsidiary unless expressly so provided by such other plan or arrangement,
      or except where the Committee expressly determines that a Stock Option or
      portion of a Stock Option should be included to accurately reflect
      competitive compensation practices or to recognize that a Stock Option has
      been made in lieu of a portion of competitive annual cash compensation.
      Stock Options under this Plan may be made in combination with or in tandem
      with, or as alternatives to, grants, stock options or payments under any
      other plans of the Company or a Subsidiary. This Plan notwithstanding, the
      Company or any Subsidiary may adopt such other compensation programs and
      additional compensation arrangements as it deems necessary to attract,
      retain and reward directors and employees for their service with the
      Company and its Subsidiaries.

            (e) Securities Law Restrictions. No Common Shares shall be issued
      under this Plan unless counsel for the Company shall be satisfied that
      such issuance will be in compliance with applicable federal and state
      securities laws. Certificates for Common Shares delivered under this Plan
      may be subject to such stock-transfer orders and other restrictions as the
      Committee may deem advisable under the rules, regulations, and other
      requirements of the Securities and Exchange Commission, any stock exchange
      upon which the Common Shares are then listed, and any applicable federal
      or state securities law. The Committee may cause a legend or legends to be
      put on any such certificates to make appropriate reference to such
      restrictions.


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            (f) Stock Option Agreement. Each Participant receiving a Stock
      Option under this Plan shall enter into an agreement with the Company in a
      form specified by the Committee agreeing to the terms and conditions of
      the Stock Option and such related matters as the Committee shall, in its
      sole discretion, determine.

            (g) Cost of Plan. The costs and expenses of administering this Plan
      shall be borne by the Company.

            (h) Governing Law. This Plan and all actions taken hereunder shall
      be governed by and construed in accordance with the laws of the State of
      Ohio, except to the extent that federal law shall be deemed applicable.

            (i) Effective Date. This Plan shall be effective upon the later of
      adoption by the Board and approval by the Company's shareholders. This
      Plan shall be submitted to the shareholders of the Company for approval at
      an annual or special meeting of shareholders to be held no sooner than six
      months after the effective date of the conversion of The Home Loan Savings
      Bank from mutual to stock form.



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