SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                           ---------------------------
                                    FORM 10-Q

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

         For the quarterly period ended September 30, 2002

[ ]      TRANSITION  REPORT  PURSUANT TO SECTION 13 OR 15(d) OF THE  SECURITIES
         EXCHANGE ACT OF 1934


          For the transition period from _____________ to _____________

                         Commission File Number 0-23645

                          LEEDS FEDERAL BANKSHARES, INC
             (Exact name of registrant as specified in its charter)


       UNITED STATES                                             52-2062351
 (State or other jurisdiction                                  (IRS Employer
 of incorporation or organization)                        Identification Number)


               1101 Maiden Choice Lane, Baltimore, Maryland 21229
                    (Address of principal executive offices)

Registrant's telephone number, including area code: 410-242-1234


Former name, former address and former fiscal year, if changed
since last report:                                                      N/A

         Indicated by a check whether the  Registrant  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  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

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

         Indicate  the  number of  shares  outstanding  of each of the  issuer's
classes of common stock, as of the latest practicable date: There were 4,550,931
shares of the Registrant's common stock outstanding as of September 30, 2002.









<PAGE>



                         LEEDS FEDERAL BANKSHARES, INC.

                                      INDEX



                                                                            PAGE
PART I.  FINANCIAL INFORMATION

    Item 1.  Financial Statements

             Consolidated Statements of Financial Condition as of September
                      30, 2002 (unaudited), and June 30, 2002                  3

             Consolidated  Statements  of Income and  Comprehensive  Income
                      (unaudited)  for the three months ended September 30,
                      2002 and 2001                                            4

             Consolidated  Statements  of Cash  Flows  (unaudited)  for the
                      three months ended September 30, 2002 and 2001           5

             Notes to Consolidated Financial Statements (unaudited)            6

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

    Item 3.  Quantitative and Qualitative Disclosures About Market Risk       11

    Item 4.  Controls and Procedures                                          11

PART II.  OTHER INFORMATION                                                   12







                                        2

<PAGE>



                          PART I. FINANCIAL INFORMATION
                          Item 1. Financial Statements
                         LEEDS FEDERAL BANKSHARES, INC.
                 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
<TABLE>
<CAPTION>
                                                                                           September 30
                                                                                               2002            June 30,
                                                                                            (unaudited)          2002


Assets
    Cash:
<S>                                                                                      <C>              <C>
      On hand and due from banks .....................................................   $   4,551,561    $   6,855,446
      Interest-bearing deposits ......................................................       1,943,768        1,929,277
    Short term investments ...........................................................     107,304,829      100,612,524
    Secured short-term loans to commercial banks .....................................      42,270,091       19,848,989
     Investment securities held-to-maturity ..........................................       4,573,219       15,498,705
    Securities available-for-sale ....................................................       4,877,212        5,199,177
    Mortgage backed securities held-to-maturity ......................................      31,090,547       32,959,769
    Loans receivable, net ............................................................     241,644,305      245,000,388
    Investment in Federal Home Loan Bank
      of Atlanta stock, at cost ......................................................       2,578,200        2,578,200
    Property and equipment, net ......................................................       2,043,825        2,076,698
    Cash surrender value of life insurance ...........................................       7,548,526        7,455,859
    Accrued interest receivable ......................................................       1,430,504        1,587,932
   Other real estate owned ...........................................................       2,540,260        2,538,455
    Prepaid expenses and other assets ................................................         179,726          187,948

                                                                                         $ 454,576,573    $ 444,329,367
Liabilities and Stockholders' Equity

Liabilities:
   Savings accounts ..................................................................   $ 396,289,198    $ 384,320,466
   Borrowed funds-- Employee
      Stock Ownership Plan ...........................................................          34,032           79,238
   Advance payments by borrowers for taxes,
      insurance and ground rents .....................................................       1,577,889        3,576,296
   Federal and state income taxes:
      Currently payable ..............................................................         383,647          581,948
      Deferred .......................................................................         828,708          953,198
   Accrued expenses and other liabilities ............................................       2,204,384        2,095,787

      Total liabilities ..............................................................     401,317,858      391,606,933

Stockholders' equity:
   Common stock, $1 par value: 20,000,000
      shares authorized: and 5,218,347 and 5,205,597 shares issued at
       September 30, 2002 and June 30, 2002, respectively ............................       5,218,347        5,205,597
   Additional paid-in capital ........................................................      10,185,360       10,022,486
   Unearned employee stock ownership plan shares .....................................          (5.620)         (24,826)
   Retained income, substantially restricted .........................................      43,920,008       43,381,082
   Treasury Stock at cost: 667,416 shares ............................................      (8,336,969)      (8,336,969)
   Accumulated other comprehensive income ............................................       2,277,589        2,475,064

      Total stockholders' equity .....................................................      53,258,715       52,722,434
                                                                                         $ 454,576,573    $ 444,329,367
</TABLE>



See accompanying notes to consolidated financial statements.

                                        3

<PAGE>



                         LEEDS FEDERAL BANKSHARES, INC.
           CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
                                   (unaudited)

<TABLE>
<CAPTION>

                                                            Three Months Ended
                                                               September 30,
                                                           2002          2001

Interest Income:
<S>                                                   <C>           <C>
   First mortgage and other loans .................   $ 4,175,264   $ 3,947,164
   Mortgage-backed securities .....................       507,383       417,923
   Investment securities and short term
     investments ..................................       812,140     1,575,176

   Total interest income ..........................     5,494,787     5,940,263

Interest expense:
   Savings accounts ...............................     3,756,695     4,321,229
     Other ........................................           390         3,579

   Total interest expense .........................     3,757,085     4,324,808

   Net interest income ............................     1,737,702     1,615,455

   Provision for loan losses ......................          -0-            -0-

     Net interest income after
       provision for loan losses ..................     1,737,702     1,615,455

Noninterest income:
   Service fees and charges .......................        65,304        54,550
   Other ..........................................       102,821        96,089
                                                          168,125       150,639
Noninterest expense:
   Compensation and employee benefits .............       490,465       526,477
   Occupancy ......................................            70        76,350
   SAIF deposit insurance premiums ................        40,625        33,841
   Advertising ....................................        16,371        26,946
   Other ..........................................       205,202       322,762
                                                          823,402       986,376

   Income before provision for income taxes .......     1,082,425       779,718

Provision for income taxes ........................       358,500       195,998

     Net income ...................................       723,925       583,720

   Other comprehensive income(loss), net of taxes .

   Unrealized loss  on securities
     available-for-sale, net ......................      (197,475)     (118,043)

Comprehensive income ..............................   $   526,450   $   465,677

Net income per share of common stock
   Basic ..........................................   $       .16   $       .13
   Diluted ........................................   $       .16   $       .13
</TABLE>

See accompanying notes to consolidated financial statements.

                                        4

<PAGE>



                         LEEDS FEDERAL BANKSHARES, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (unaudited)
<TABLE>
<CAPTION>

                                                                       Three Months Ended
                                                                          September 30,
                                                                     2002             2001

Cash flows from operating activities:
<S>                                                           <C>              <C>
   Net income .............................................   $     723,925    $     583,720
    Adjustments to reconcile net income to
       net cash provided by operating activities:
   Accretion of loan fees .................................         (40,424)         (35,699)
   Accretion of premiums (discounts) on investment
      securities and mortgage-backed securities, net ......          (3,659)         (10,230)
   Depreciation ...........................................          35,511           39,515
   Non-cash compensation under stock-based  benefit plans .          93,850          142,958
    Increase in cash surrender value of life insurance ....         (92,667)         (85,500)
    Decrease in accrued interest receivable ...............         157,428           57,998
   Increase (decrease) in income taxes currently payable ..        (198,301)         195,998
   Increase in accrued expenses and other liabilities .....         108,597           63,828
   Increase in unearned loan fees .........................          81,495           69,789
   Decrease (increase) in prepaid expenses and other assets           6,417          (14,631)

      Net cash provided by operating activities ...........         872,172        1,007,746

Cash flows from investing activities:
   Maturities of and principal repayments on
      investment securities held-to-maturity ..............      10,925,859       18,077,940
   Maturites of securities available-for-sale .............             -0-        1,100,000
     Loan repayments (disbursements), net .................       3,315,012       (9,888,062)
   Purchase of mortgage-backed securities held-to-maturity         (585,008)     (12,699,770)
   Principal repayments on mortgage-backed securities
      held-to-maturity ....................................       2,457,516        1,119,297
   Purchases of property and equipment ....................          (2,638)          (3,199)

      Net cash provided by (used in) investing activities .      16,110,741       (2,293,794)

Cash flows from financing activities:
   Net increase in savings accounts .......................      11,968,732       17,754,781
   Decrease in advance payments by borrowers for taxes,
      insurance and ground rents ..........................      (1,998,407)      (1,645,474)
    Payment of dividends ..................................        (184,999)        (180,190)
    Exercise of stock options .............................         100,980              -0-
      Repayment of borrowed funds .........................         (45,206)         (58,319)

        Net cash provided by financing activities .........       9,841,100       15,870,798

Net increase in cash and cash equivalents .................      26,824,013       14,584,750

Cash and cash equivalents at beginning of period ..........     129,246,236       58,575,333

Cash and cash equivalents at end of period ................   $ 156,070,249    $  73,160,083

Cash paid during the period for interest
   on deposits and other borrowings .......................   $   3,757,000    $   4,325,000

Cash paid during the period for income taxes ..............         556,800              -0-
</TABLE>

See accompanying notes to consolidated financial statements.

                                        5

<PAGE>



                         LEEDS FEDERAL BANKSHARES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               September 30, 2002
                                   (unaudited)

(1)      Basis of Presentation

         The accompanying consolidated financial statements include the accounts
of Leeds Federal  Bankshares,  Inc. (the Company),  its wholly owned subsidiary,
Leeds  Federal  Savings Bank and Leeds  Investment  Corporation,  a wholly owned
subsidiary of Leeds  Federal  Savings  Bank.  Adjustments,  consisting of normal
recurring  adjustments,  which, in the opinion of management are necessary for a
fair  presentation  of financial  position and results of  operations  have been
recorded.  The  financial  statements  have been prepared  using the  accounting
policies described in the June 30, 2002 Annual Report. The results of operations
for the three months ended September 30, 2002, are not necessarily indicative of
the results that may be expected for the entire year.

(2)      Reclassification of Prior Year's Statements

         Certain amounts in the 2002 financial statements have been reclassified
to conform to the 2003 presentation.


(3)      Dividends on Common Stock

         On September 11, 2002,  the Company  declared a quarterly cash dividend
of $.15 per share.  The dividends were payable to  stockholders  of record as of
October 2, 2002 and were paid on October 16,  2002.  Leeds  Federal  Bankshares,
M.H.C.  (the MHC) , which owns 3,300,000 shares of stock in the Company,  waived
receipt of its quarterly  dividend,  thereby reducing the actual dividend payout
to approximately  $187,000.  The dollar amount of dividends waived by the MHC is
considered as a restriction on the retained earnings of the Company.  The amount
of any  dividend  waived  by the MHC shall be  available  for  declaration  as a
dividend solely to the MHC. At September 30, 2002, the cumulative amount of such
waived dividends was $14.2 million.

(4)      Net Income per Share of Common Stock

         Basic  earnings per share (EPS) is calculated by dividing net income by
the weighted  average  number of common shares  outstanding  for the  applicable
period.  Diluted  EPS is  calculated  after  adjusting  the  numerator  and  the
denominator  of the  basic  EPS  calculation  for  the  effect  of all  dilutive
potential common shares  outstanding during the period.  Information  related to
the  calculation  of net  income  per share of  common  stock is  summarized  as
follows:














                                        6

<PAGE>



<TABLE>
<CAPTION>
                                                     Three months                       Three months
                                                 Ended September 30,                 Ended September 30,
                                                          2002                                2001

                                                    Basic          Diluted             Basic          Diluted


<S>                                              <C>            <C>                 <C>             <C>
Net income                                       $ 723,925      $ 723,925           $  583,720      $  583,720

Weighted-average shares outstanding              4,545,536      4,545,539            4,516,417       4,516,417

Dilutive securities - options                          -0-         93,708                  -0-          92,482

Adjusted weighted-average shares used
     in EPS computation                          4,545,536      4,639,244            4,516,417       4,608,899

</TABLE>


                                        7

<PAGE>




                         LEEDS FEDERAL BANKSHARES, INC.

ITEM 2.           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                  CONDITION AND RESULTS OF OPERATIONS

Forward Looking Statements

         In addition to historical  information,  this Quarterly Report contains
forward-looking  statements.  The forward-looking  statements  contained in this
document are subject to certain risks and uncertainties  that could cause actual
results  to  differ  materially  from  those  projected  in the  forward-looking
statements.  Important factors that might cause such a difference  include,  but
are not limited to,  those  discussed  in this  section  entitled  "Management's
Discussion  and  Analysis of  Financial  Condition  and Results of  Operations."
Readers should not place undue reliance on these forward-looking  statements, as
they reflect  management's  analysis as of the date of this report.  The Company
has no  obligation  to update  or revise  these  forward-looking  statements  to
reflect  events or  circumstances  that  occur  after  the date of this  report.
Readers should  carefully  review the risk factors  described in other documents
the Company files from time to time with the Securities and Exchange Commission,
including current reports filed on Form 8-K.

Discussion  of Financial  Condition  Changes from June 30, 2002 to September 30,
2002

         Cash on hand and due  from  banks,  interest  bearing  deposits,  other
liquid  investments  and  investment  securities  totaled  approximately  $168.1
million at September 30, 2002, an increase of  approximately  $15.6 million,  or
10.2%, from June 30, 2002.  Mortgage-backed  securities totaled $31.1 million, a
decrease of $1.9 million,  or 5.8%,  due to the  repayment of  principal.  Loans
receivable  totaled  $241.6  million,  a decrease of $3.4 million,  or 1.4%, due
primarily  to a decrease  in  mortgage  originations  and higher  repayments  of
principal.

         Deposits  increased  approximately  $12  million  to a total of  $396.3
million at September  30, 2002.  Such  increase was  primarily  attributable  to
general  market  trends.   The  Company  has  offered  savings  rates  that  are
competitive  with other banks.  However,  it has not relied on brokered funds or
negotiated jumbo certificates to achieve increased deposit levels.

         Total  stockholders'equity  increased $537,000, or 1%, to $53.3 million
at  September  30,  2002,  compared  to  $52.7  million  at June 30,  2002,  due
principally to the earnings of the Company of $724,000 less  dividends  declared
on common stock of $188,000.

Comparison  of Operating  Results for the Three Months Ended  September 30, 2002
and 2001.

General

         The Company's net income for the three months ended September 30, 2002,
totaled  $724,000,  an increase of $140,000,  or 24% as compared to $584,000 for
the three months ended September 30, 2001, due principally to an increase in net
interest  income and a decrease in noninterest  expenses.  Unrealized  losses on
securities  available-for-sale,  net of tax,  increased  $197,000  resulting  in
accumulated  other  comprehensive  income of $2.3  million for the three  months
ended  September  30,  2002,  as a result of a decrease in the fair value of the
Company's investment  securities  available-for-sale,  principally the Company's
Federal Home Loan Mortgage Corporation preferred stock.



                                        8

<PAGE>

Net Interest Income

         Interest income on loans for the three months ended September 30, 2002,
increased  $228,000,  to $4.2  million,  from $3.9  million for the three months
ended  September  30,  2001.  The average  balances of loans  increased by $22.2
million while the average yield on loans  decreased to 6.8%,  from 7.1%, for the
same period in 2001. The increase in the average balance of loans was the result
of increased loan originations  during the last half of the fiscal year ended in
June 30, 2002. The decrease in the average yield on loans was due to lower rates
on new originated loans and repayments on higher yielding loans.

         Interest  income on  mortgage-backed  securities  increased  $89,000 to
$507,000 for the three months ended September 30, 2002, compared to $418,000 for
the three months ended September 30, 2001. The average yield on  mortgage-backed
securities   decreased  to  6.2%,  from  6.7%,  while  the  average  balance  of
mortgage-backed  securities  increased by $7.7 million to $32.6  million for the
three months ended  September  30, 2002,  compared to $24.9 million for the same
period  last year.  The  increases  in the  average  balance of  mortgage-backed
securities  for the three months ended  September  30, 2002,  were the result of
purchases of new  mortgage-backed  securities,  totaling  $20.0 million over the
past fifteen months, offset by repayments of principal.  The decrease in average
yield on  mortgage-backed  securities for the period was attributable to general
market rates of the newly purchased securities.

         Interest  income on investment  securities and  short-term  investments
("Investments")  decreased by  $763,000,  to $812,000 for the three months ended
September 30, 2002,  from $1.5 million for the three months ended  September 30,
2001. The average  balance of  Investments  increased by $30.3 million to $150.5
million for the three months ended  September 30, 2002,  from $120.2 million for
the same period in the prior year, while yield on Investments  decreased to 2.2%
from 5.2%. The increase in average  balance of Investments  for the three months
ended  September 30, 2002, was principally  the result of deposit  inflows.  The
changes in  average  yield on  Investments  for the period was due to changes in
market rates on short-term investments.

         Total interest expense  decreased by approximately  $568,000 during the
quarter  ended  September  30,  2002,  to $3.8 million from $4.3 million for the
quarter ended  September 30, 2001. This decrease was the result of a decrease in
average  rates  paid on  deposits  to 3.9%,  from 5.2%,  partially  offset by an
increase in average  balances of interest  bearing  liabilities  outstanding  to
$389.8 million from $330.8 million.  The increase in average balance of interest
bearing  liabilities  outstanding for the three months ended September 30, 2002,
as  compared  to the  same  period  last  year,  was due to  increased  customer
deposits, while the decrease in average rates paid on deposits for these periods
was due to general market conditions.

         As a result of the foregoing  changes,  the decrease in interest income
was more than offset by a decrease in interest expense  resulting in an increase
in net interest  income of $122,000,  or 7.6%, to $1.7 million  during the three
months ended  September 30, 2002,  as compared to $1.6 million  during the three
months ended September 30, 2001.

Provision for Loan Losses

         The Company maintains an allowance for loan losses,  which was $553,000
and $559,000 at September 30, 2002 and June 30, 2002 respectively, in accordance
with accounting  principles  generally accepted in the United States of America.
The allowance  exists to cover  probable  losses  inherent in the Company's loan
portfolio. In addition to historical loss experience, the

                                        9

<PAGE>



Company considers other factors that are likely to cause loan losses,  including
changes in economic  and business  conditions,  changes in the  composition  and
volume of the portfolio,  trends in the level of past due and  classified  loans
and the status of  nonperforming  loans.  The Company had no provision  for loan
losses  for the three  months  ended  September  30,  2002 and 2001.  Management
believes that, on an overall  basis,  the allowance for loan losses at September
30, 2002 is sufficient to address the credit risk of the Bank.

Noninterest Income

         Noninterest income increased $17,000 to $168,000, from $151,000 for the
three months ended  September 30, 2002. The increase was primarily the result of
increases in income from life  insurance  contracts and increases in service fee
income.

Noninterest Expense

         Noninterest  expense for the three  months  ended  September  30, 2002,
decreased  by $163,000 to  $823,000,  from  $986,000,for  the three months ended
September 30, 2001.  Compensation  and employee  benefits  decreased  $68,000 to
$490,000 for the three months ended  September  30, 2002,  from $526,000 for the
same period last year, due primarily to lower  expenses  related to the Employee
Stock Ownership Plan. Other expenses decreased by $117,000 for the quarter ended
September  30,  2002,  due to a decrease in expenses  related to the  previously
announced merger.

Provision for Income Taxes

         Provision  for income taxes for the three months  ended  September  30,
2002,  totaled  $359,000,  compared  to  $196,000  for the  three  months  ended
September  30, 2001.  The  effective  income tax rate for the three months ended
September  30,  2002,  was 33.1%,  compared to 25.1% for the three  months ended
September 30, 2001. The higher effective rate in the quarter ended September 30,
2002,  reflects the fact that a higher  portion of the  Company's  pretax income
consists of income that is subject to federal and state income taxes.

Classified Assets

         There  were four  loans  totaling  $41,000  which  were 90 or more days
delinquent  but still  accruing at September 30, 2002, and no such loans at June
30, 2002.  Real Estate Owned totaled $2.6 million at September 30, 2002 and June
30, 2002. A public sale for the property was held on June 10, 2002.  However, to
date the  purchaser has not settled on the  contract.  The Company's  counsel is
pursuing all possible options in completing the transaction;  however, there can
be no assurances that the sale will close.

Liquidity

         The Company is required to maintain  levels of liquid assets as defined
by  Office  of  Thrift  Supervision   regulations  to  support  safe  and  sound
operations.  The Company's  liquidity  ratio averaged  47.99% during the quarter
ended September 30, 2002, and equaled 50.11% at September 30, 2002.







                                       10

<PAGE>



ITEM 3.           QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET
                      RISK

         For information  regarding market risk at June 30, 2002 see "Management
of  Market  Risk"  in the  "Management  Discussion  and  Analysis  of  Financial
Condition and Results of Operations" section of the Company's 2002 Annual Report
to Stockholders. The market risk of the Company has not experienced any material
changes as of September 30, 2002 from June 30, 2002. Additionally, refer to "Net
Interest  Income" in Item 2- Management's  Discussion and Analysis of Results of
Operations and Financial  Condition for additional  quantitative and qualitative
discussions about market risk at September 30, 2002.

ITEM 4.           CONTROLS AND PROCEDURES

         Under  the  supervision  and with the  participation  of the  Company's
management,  including the Company's Chief Executive Officer and Chief Financial
Officer, the Company has evaluated the effectiveness of the design and operation
of its disclosure  controls and procedures  within 90 days of the filing date of
this quarterly  report,  and,  based on their  evaluation,  the Chief  Executive
Officer  and Chief  Financial  Officer  have  concluded  that  these  disclosure
controls and procedures are effective.  There were no significant changes in our
internal  controls or in other  factors  that could  significantly  affect these
controls subsequent to the date of their evaluation.











                                       11

<PAGE>



PART II.  OTHER INFORMATION

Item 1 - Legal Proceedings

         The Company is not involved in any  litigation,  nor is it aware of any
pending  litigation,  other  than  legal  proceedings  incidental  to the Bank's
business.  In the opinion of  management,  no material loss is expected from any
such claims or lawsuits.


Item 2 - Changes in Securities and Use of Proceeds

         None

Item 3 - Defaults Upon Senior Securities

         None

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

         None

Item 5 - Other Information
..
         None

Item 6 - Exhibits and Reports on Form 8-K

         On September 12, 2002,  the Company filed a Current  Report on Form 8-K
under Item 5, Other Events, to report the extension of the Agreement and Plan of
Merger,  and to report the  modification  of the structure of the transaction by
eliminating the merger of Leeds Mid-Tier into Northwest Mid-Tier.

         The following Exhibits are filed as part of this report:

         Exhibit No.              Description

             99.1          Certification pursuant to 18 U.S.C. Section 1350, as
                           adopted pursuant to Section 906 of the Sarbanes-Oxley
                           Act of 2002








                                       12

<PAGE>


SIGNATURES


         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  Registrant  has duly  caused  this  report to be signed by the  undersigned
thereunto duly authorized.



                                      LEEDS FEDERAL BANKSHARES, INC.



Date: November 12, 2002               By: /s/ Gordon E. Clark
                                         ---------------------------------------
                                           Gordon E. Clark
                                           President and Chief Executive Officer



Date: November 12, 2002               By: /s/ Kathleen Trumpler
                                         ---------------------------------------
                                           Kathleen Trumpler
                                           Treasurer and Chief Financial Officer




                                       13

<PAGE>


                    Certification of Chief Executive Officer
            Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002


I, Gordon E. Clark, President and Chief Executive Officer, certify that:

1.       I have reviewed this quarterly report on Form 10-K of Leeds Federal
         Bankshares, Inc.;

2.       Based on my knowledge, this quarterly report does not contain any
         untrue statement of a material fact or omit to state a material fact
         necessary to make the statements made, in light of the circumstances
         under which such statements were made, not misleading with respect to
         the period covered by this quarterly report;

3.       Based on my knowledge, the financial statements, and other financial
         information included in this quarterly report, fairly present in all
         material respects the financial condition, results of operations and
         cash flows of the registrant as of, and for, the periods presented in
         this quarterly report;

4.       The registrant's other certifying officers and I are responsible for
         establishing and maintaining disclosure controls and procedures (as
         defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
         have:

          a)   designed such  disclosure  controls and procedures to ensure that
               material  information  relating to the registrant,  including its
               consolidated  subsidiaries,  is made known to us by others within
               those  entities,  particularly  during  the  period in which this
               quarterly report is being prepared;

          b)   evaluated  the  effectiveness  of  the  registrant's   disclosure
               controls and  procedures as of a date within 90 days prior to the
               filing date of this quarterly report (the "Evaluation Date"); and
               c) presented in this quarterly  report our conclusions  about the
               effectiveness of the disclosure  controls and procedures based on
               our  evaluation as of the  Evaluation  Date;

5.       The registrant's other certifying officers and I have disclosed,  based
         on our most recent  evaluation,  to the  registrant's  auditors and the
         audit  committee  of  registrant's   board  of  directors  (or  persons
         performing the equivalent functions):

          a)   all  significant  deficiencies  in the  design  or  operation  of
               internal  controls which could adversely  affect the registrant's
               ability to record,  process,  summarize and report financial data
               and have  identified for the  registrant's  auditors any material
               weaknesses in internal controls; and

          b)   any fraud,  whether or not material,  that involves management or
               other employees who have a significant  role in the  registrant's
               internal controls; and

<PAGE>

6.       The registrant's other certifying officers and I have indicated in this
         quarterly report whether there were significant changes in internal
         controls or in other factors that could significantly affect internal
         controls subsequent to the date of our most recent evaluation,
         including any corrective actions with regard to significant
         deficiencies and material weaknesses.

 November 12, 2002                          /s/ Gordon E. Clark
---------------------                      -----------------------------------
Date                                       Gordon E. Clark
                                           President and Chief Executive Officer
<PAGE>

                    Certification of Chief Financial Officer
            Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002


I, Kathleen G. Trumpler, Treasurer, certify that:

1.       I have reviewed this quarterly report on Form 10-Q of Leeds Federal
         Bankshares, Inc.;

2.       Based on my knowledge, this quarterly report does not contain any
         untrue statement of a material fact or omit to state a material fact
         necessary to make the statements made, in light of the circumstances
         under which such statements were made, not misleading with respect to
         the period covered by this quarterly report;

3.       Based on my knowledge, the financial statements, and other financial
         information included in this quarterly report, fairly present in all
         material respects the financial condition, results of operations and
         cash flows of the registrant as of, and for, the periods presented in
         this quarterly report;

4.       The registrant's other certifying officers and I are responsible for
         establishing and maintaining disclosure controls and procedures (as
         defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
         have:

          a)   designed such  disclosure  controls and procedures to ensure that
               material  information  relating to the registrant,  including its
               consolidated  subsidiaries,  is made known to us by others within
               those  entities,  particularly  during  the  period in which this
               quarterly report is being prepared;

          b)   evaluated  the  effectiveness  of  the  registrant's   disclosure
               controls and  procedures as of a date within 90 days prior to the
               filing date of this quarterly report (the "Evaluation Date"); and

          c)   presented  in this  quarterly  report our  conclusions  about the
               effectiveness of the disclosure  controls and procedures based on
               our evaluation as of the Evaluation Date;

5.       The registrant's other certifying officers and I have disclosed, based
         on our most recent evaluation, to the registrant's auditors and the
         audit committee of registrant's board of directors (or persons
         performing the equivalent functions):

          a)   all  significant  deficiencies  in the  design  or  operation  of
               internal  controls which could adversely  affect the registrant's
               ability to record,  process,  summarize and report financial data
               and have  identified for the  registrant's  auditors any material
               weaknesses in internal controls; and

          b)   any fraud,  whether or not material,  that involves management or
               other employees who have a significant  role in the  registrant's
               internal controls; and

<PAGE>

6.       The registrant's other certifying officers and I have indicated in this
         quarterly report whether there were significant changes in internal
         controls or in other factors that could significantly affect internal
         controls subsequent to the date of our most recent evaluation,
         including any corrective actions with regard to significant
         deficiencies and material weaknesses.

 November 12, 2002                            /s/ Kathleen G. Trumpler
---------------------                        -----------------------------------
Date                                         Kathleen G. Trumpler, Treasurer
                                             (Chief Financial Officer)