SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20552

                           ---------------------------
                                   FORM 10-QSB

(MarkOne)

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934 For the quarterly period ended September 30, 2000

[ ]  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

     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 4,538,518 shares
of the Registrant's common stock outstanding as of October 1, 2000.


<PAGE>






                          LEEDS FEDERAL BANKSHARES, INC

                                      INDEX

                                                                           PAGE

PART I.  FINANCIAL INFORMATION

     Item 1.  Financial Statements
        Consolidated Statements of Financial Condition as of
        September 30, 2000 (unaudited), and June 30, 2000                    1

        Consolidated Statements of Income and Comprehensive
        Income (unaudited) for the three months ended
        September, 2000 and 1999                                             2

        Consolidated Statements of Cash Flows (unaudited)
        for the three months ended September 30, 2000 and 1999               3

        Notes to Consolidated Financial Statements (unaudited)               5

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



PART II.  OTHER INFORMATION                                                 12














<PAGE>


<TABLE>
<CAPTION>


                          PART I. FINANCIAL INFORMATION
                          Item 1. Financial Statements
                         LEEDS FEDERAL BANKSHARES, INC.
                 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

                                                  Sept 30            June 30,
                                                   2000                2000
                                                  -------            --------
                                                (unaudited)

Assets
------
  <S>                                               <C>                 <C>
  Cash:
    On hand and due from banks                   $2,020,673          $1,982,152
    Interest-bearing deposits                     2,021,804           2,059,010
  Short Term Investments                         10,764,305           9,551,979
  Secured short-term loans to commercial
   banks                                         13,213,981           9,562,746
  Investment securities held to maturity         66,968,710          67,392,698
  Securities available for sale                   6,205,137           5,258,493
  Mortgage backed securities held to maturity     7,929,408           8,317,018
  Loans receivable, net                         216,449,417         219,203,607
  Investment in Federal Home Loan Bank of
   Atlanta stock, at cost                         2,187,200           2,187,200
  Property and equipment, net                     2,204,843           2,242,783
  Cash surrender value of life insurance          6,757,626           6,687,537
  Accrued interest receivable                     2,246,883           2,116,855
  Prepaid expenses and other assets                 323,874             486,229
                                                -----------        ------------
                                                339,293,861         337,048,307
                                                -----------        ------------

Liabilities and Stockholders' Equity
------------------------------------
  Liabilities:
    Savings accounts                            283,981,519         281,866,206
    Borrowed Funds-Employee Stock Ownership
     Plan                                           360,000             384,000
    Advance payments by borrowers for taxes,
     insurance and ground rents                   3,224,510           5,073,906
    Federal and state income taxes:
      Currently Payable                             712,423             267,283
      Deferred                                      857,941             493,303
    Accrued expenses and other liabilities        1,627,083           1,554,136
                                                -----------        ------------
      Total liabilities                         290,763,476         289,638,834
                                                -----------        ------------

  Stockholders' equity:
    Common Stock $1 par value:  20,000,000
      shares authorized: and 5,205,597
      shares issued                               5,205,597           5,205,597
    Additional paid in capital                    9,611,527           9,606,811
    Unearned employee stock ownership plan
      shares                                       (270,534)           (297,066)
    Retained income, substantially restricted    40,201,753          39,573,847
    Treasury Stock at cost:667,416 and 656,416
      shares respectively                        (8,336,969)         (8,216,719)
    Accumulated other comprehensive income        2,119,011           1,537,003
                                                ------------       ------------

         Total stockholders' equity              48,530,385          47,409,473
                                                ------------       ------------
                                               $339,293,861        $337,048,307
                                                ------------       ------------

</TABLE>
<PAGE>


<TABLE>
<CAPTION>

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

                                                         Three Months
                                                         Ended Sept 30,
                                                    2000               1999
                                                    ----               ----
Interest Income:
  <S>                                               <C>                 <C>
  First mortgage and other loans                $ 3,892,896         $3,722,728
  Mortgage-backed securities                        153,202            162,832
  Investment securities and short term
    investments                                   1,663,931          1,562,993
                                                -----------         ----------

  Total interest income                           5,710,029          5,448,553
                                                -----------         ----------
Interest expense:
  Savings accounts                                3,773,578          3,412,117
  Other                                               8,907              9,508
                                                -----------          ---------

  Total interest expense                          3,782,485          3,421,625
                                                -----------          ---------

  Net interest income                             1,927,544          2,026,928
  Provision for loan losses                             -0-             12,374
                                                -----------          ---------

  Net interest income after provision for
   loan losses                                    1,927,544          2,014,554
                                                -----------          ---------
Noninterest income:
  Service fees and charges                           45,621             37,027
  Other                                              81,511             62,475
                                                -----------          ---------
                                                    127,132             99,502
                                                -----------          ---------
Noninterest expense:
  Compensation and employee benefits                481,215            378,452
  Occupancy                                          78,173             65,229
  SAIF deposit insurance premiums                    32,662             59,807
  Advertising                                        46,520             33,902
  Other                                             171,389            146,159
                                                -----------          ---------
                                                    809,959            683,549
                                                -----------          ---------

  Income before provision for income taxes        1,244,717          1,430,507
Provision for income taxes                          446,640            497,967
                                                -----------          ---------

  Net Income                                    $   798,077          $ 932,540
                                                -----------          ---------
Other comprehensive income(loss),net of  tax
  Unrealized gain (loss) on securities
  available for sale, net                           582,008           (451,257)
                                                -----------          ---------

Comprehensive income                            $ 1,380,085          $ 481,283
                                                -----------          ---------

Net income per share of common stock
  Basic                                         $       .18          $     .20
                                                -----------          ---------

See accompanying notes to consolidated
 financial statements
  Diluted                                       $       .18          $     .19
                                                -----------          ---------
</TABLE>



<PAGE>


<TABLE>
<CAPTION>

                         LEEDS FEDERAL BANKSHARES, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (unaudited)

                                                            Three Months
                                                            Ended Sept 30,
                                                       2000             1999
                                                       ----             ----

Cash flows from operating activities:
    <S>                                                 <C>             <C>
  Net Income                                        $ 798,077       $ 932,540
   Adjustments to reconcile net income to
    net cash provided by operating activities:
   Accretion of loan fees                              20,385         (22,213)
   Provision for loan losses                              -0-          12,374
   Accretion of premiums(discounts) on investments
    securities and mortgage-backed securities, net     (9,381)        (12,600)
   Depreciation                                        44,110          32,104
   Non-cash compensation under stock based benefit
    plans                                              31,248          39,262
   Increase in accrued interest receivable           (130,028)        (32,016)
   Increase in income taxes currently payable         445,140         467,116
   Increase in accrued expenses and other
    liabilities                                        72,947          79,947
   Increase in unearned loan fees                     (27,033)         38,047
   Increase (decrease) in prepaid expenses
    and other assets                                  162,355         (20,192)
                                                    ---------       ---------

     Net cash provided by operating activities      1,407,820       1,514,369
                                                    ---------       ---------

Cash flows from investing activities:
  Purchase of investment securities held to
   maturity                                               -0-      (1,700,000)
  Maturities of and principal repayments on
   investment securities held to maturity
  Loan repayments (disbursements), net                431,858         160,522
  Purchase of mortgage-backed securities            2,760,838     (11,710,352)
  Principal repayments on mortgage-backed
   securities held to maturity                            -0-        (400,000)
  Purchases of property and equipment                 389,123         903,126
  Investment in life insurance policies                (6,170)        (82,745)
                                                      (70,089)        (62,475)
                                                    ---------      ----------
   Net cash provided by (used in) investing
    activities
                                                    3,505,560     (12,891,924)
                                                    ---------     -----------
</TABLE>
<PAGE>


<TABLE>
<CAPTION>

                         LEEDS FEDERAL BANKSHARES, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (continued)

                                                          Three Months
                                                          Ended Sept 30,

                                                      2000             1999
                                                      ----             ----
Cash flows from financing activities:
    <S>                                                <C>             <C>
  Net increase in savings accounts                 $2,115,313      $2,459,187
  Decrease in advance payments by borrowers
   for taxes, insurance and ground rents           (1,849,396)     (3,907,301)
  Payment of dividends                               (170,171)       (199,472)
  Purchase of treasury stock                         (120,250)       (744,615)
  Repayment of Borrowed Funds                         (24,000)        (14,813)

    Net cash used in financing activities             (48,504)     (2,407,014)

Net increase (decrease) in cash and cash
  equivalents                                       4,864,876     (13,784,569)

Cash and cash equivalents at beginning
 of period                                         23,155,887      33,010,666

Cash and cash equivalents at end of period        $28,020,763     $19,226,097

Cash paid during the period for interest
 on deposits and other borrowings.                  3,783,000       3,422,000

Cash paid during the period for income taxes.           1,500          31,000
</TABLE>








See accompanying notes to consolidated financial statements.


<PAGE>



                         LEEDS FEDERAL BANKSHARES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               September 30, 2000
                                   (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 30,2000 Annual  Report.  The results of operations for the
three months ended  September  30, 2000, 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 1999 financial  statements have been reclassified to
conform to the 2000 presentation.

(3)  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:
<PAGE>

<TABLE>
<CAPTION>
                         LEEDS FEDERAL BANKSHARES, INC.
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED
                               September 30, 2000
                           (unaudited and continued)

                                Three months                  Three months
                          Ended September 30, 2000      Ended September 30, 1999

                          Basic         Diluted         Basic         Diluted
                          -----         -------         -----         -------

<S>                       <C>           <C>             <C>           <C>
Net income                $798,077      $798,077        $932,540      $932,540
                          --------      --------        --------      --------

Weighted-average shares

 outstanding              4,501,026     4,501,026       4,766,611     4,766,611

Dilutive securities -
 options                         --        44,543              --        43,139
                                        ---------                      --------

Adjusted weighted-
  average shares used in
  EPS computation         4,501,026     4,545,569       4,766,611     4,809,750
                          ---------     ---------       ---------     ---------
</TABLE>

<PAGE>

(4)  Dividends on Common Stock

     On September 13, 2000 declared a quarterly cash dividend of $.15 per share.
The dividends were payable to  stockholders  of record as of October 4, 2000 and
were paid on October 18, 2000.  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
$186,000.  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, 2000, the cumulative  amount of such waived  dividends was
$10,223,400.


<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, 2000 to September 30,
2000

     Cash on hand and due from banks,  interest bearing  deposits,  other liquid
investments,  investment  securities,  and  investment  in  FHLB  stock  totaled
approximately  $103.4 million,  an increase of  approximately  $5.4 million,  or
5.5%, from June 30, 2000.  Mortgage-backed  securities  totaled $7.9 million,  a
decrease of $400,000,  due to repayments of principal.  Loans receivable totaled
$216.4  million,  a decrease of $2.8  million,  or 1.3%,  due to  repayments  of
principal, partially offset by new lending activity at lower than normal levels.

     Deposits  increased  approximately  $2.1  million,  to  $284.0  million  at
September  30, 2000.  Such increase was  primarily  attributable  to the general
market  interest  rate 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 maintain deposit levels.

     The Bank is  subject to  capital  standards  which  generally  require  the
maintenance  of  regulatory  capital  sufficient  to meet  each of three  tests,
hereinafter  described as the Tier 1 core capital  requirement,  the Tier 1 risk
based  capital  requirement  and the total risk based  capital  requirement.  At
September 30, 2000, the Bank had Tier 1 core capital of $46.1 million,  or 13.7%
of total adjusted  assets,  which was $32.6 million in excess of the requirement
of minimum core capital of $13.4 million, or 4% of total adjusted assets; Tier 1
risk based capital of $46.1 million, or 27.8% of risk weighted assets, which was
$39.5 million in


<PAGE>



excess of the  requirement of minimum Tier 1 risk based capital of $6.6 million,
or 4% of risk weighted assets; and total risk-based capital of $48.4 million, or
29.2% of risk  weighted  assets,  which  was  $35.2  million  in  excess  of the
requirement of a minimum total risk-based capital of 8% of risk weighted assets.

Comparison of Operating Results for Three Month Periods Ended September 30, 2000
and 1999

General

     The  Company's  net income for the three months ended  September  30, 2000,
totaled  $798,000,  a decrease of  $135,000,  compared to $933,000 for the three
months  ended  September  30,  1999.  Unrealized  gains  (losses) on  securities
available  for sale  increased  $1.0 million to a gain of $582,000 for the three
months ended  September  30, 2000,  from a loss of $451,000 for the three months
ended  September 30, 1999. The increase was due to an increase in the fair value
of the  Company's  investment  securities  available for sale,  principally  the
Company's Federal Home Loan Mortgage Corporation preferred stock.

Net Interest Income

     Interest income on loans increased $170,000, to $3.9 million, for the three
months ended  September  30, 2000,  from $3.7 million for the three months ended
September 30, 1999. Total average loans increased $8.8 million to $219.0 million
for the current  quarter  compared to $210.2 for the same quarter last year. The
increase in average loans  reflected  increased loan demand.  Funds  principally
from an increase in average  saving  deposits  were used to fund the increase in
average loans. Yield on average loans remained relatively  unchanged at 7.1% for
the three  months  ended  September  30, 2000 and 1999,  respectively.  Interest
income on mortgage-backed  securities decreased by $10,000 to $153,000,  for the
three months ended  September 30, 2000,  from $163,000 for the same quarter last
year,  due  principally  to a  decrease  in average  balance of  mortgage-backed
securities to $8.2 million from $9.8 million, partially offset by an increase in
average yield on mortgage-backed securities to 7.5%, from 6.7%. The decreases in
average  balance of  mortgage-backed  securities and the increase in the average
yield was attributable to principal repayments of lower yielding mortgage-backed
securities.

     Interest  income  on  investment  securities  and  short-term   investments
("Investments")  increased  $101,000 to $1.7  million for the three months ended
September 30, 2000,  from $1.6 million for the three months ended  September 30,
1999.  The average  balance of  Investments  decreased to $100.1 million for the
three months ended September 30, 2000, from $101.3 million for the prior period.
Average yield of  Investments  increased to 6.7%,  from 6.2%,  due to changes in
market rates.

     Total interest  expense  increased by  approximately  $361,000,  during the
quarter  ended  September  30, 2000 to $3.8  million  from $3.4  million for the
quarter


<PAGE>



ended September 30, 1999. This increase was the result of an increase in average
balance of  interest-bearing  liabilities to $284.9 million from $276.9 million,
and an  increase in the  average  rate paid on  deposits to 5.3% from 4.9%.  The
increase  in the  average  balances  of  interest-bearing  liabilities  and  the
increase in rate paid were a result of general  market  conditions and increased
marketing in connection with opening of a new branch.

     As a result of the  foregoing  changes,  interest  expense  increased  by a
greater  amount as compared to interest  income  resulting  in a decrease in net
interest  income of  $99,000,  to $1.9  million  during the three  months  ended
September  30, 2000,  as compared to $2.0 million  during the three months ended
September 30, 1999.

Provision for Loan Losses

     The Company  made no  provision  for loan losses for the three months ended
September  30, 2000,  and $12,000  during the three months ended  September  30,
1999. The allowance, which was $742,000 at September 30, 2000, is established in
accordance with generally  accepted  accounting  principles and exists to absorb
losses  inherent  in the  Company's  overall  loan  portfolio.  In  addition  to
historical loss experience,  the Company considers other factors that are likely
to cause credit losses;  including  changes in economic and business  conditions
and developments,  changes in the nature and volume of the portfolio,  trends in
the level of past due and  classified  loans,  and the  status of  nonperforming
loans. Based on management's review and analysis,  the allowance for loan losses
as of September 30, 2000, is considered adequate.

Noninterest Income

     Noninterest  income increased by  approximately  $28,000 to $127,000 during
the three months ended  September 30, 2000,  as compared to $100,000  during the
three months ended  September 30, 1999. The increase was primarily the result of
increases  in  service  fees and  charges,  principally  income  from the Bank's
subsidiary's  sale of  nondeposit  investment  products,  and  income  from life
insurance contracts.

Noninterest Expense

     Noninterest  expense  for  the  three  months  ended  September  30,  2000,
increased by approximately  $126,000,  to $810,000  compared to $684,000 for the
three months  ended  September  30,  1999.  The increase was due to increases in
compensation and employee benefits, occupancy,  advertising, and other expenses,
partially  offset by a decrease in Savings  Association  Insurance  Fund deposit
insurance premiums.  The increased expenses resulted primarily from the new full
service branch which opened in April, 2000.  Compensation and employee benefits
also increased  further as a result of the Company's  lower deferral of costs of
originating loans because of lower lending levels.


<PAGE>




Provision for Income Taxes

     Provision  for income taxes for the three months ended  September 30, 2000,
totaled $447,000,  compared to $498,000 for the three months ended September 30,
1999.  The effective  income tax rates for the three months ended  September 30,
2000 and 1999, were 35.9% and 34.8%, respectively.

Classified Loans

     Loans  which were 90 or more days  delinquent  but still  accruing  totaled
$30,000 at  September  30, 2000,  and $5,000 at June 30, 2000.  Loans 90 or more
days delinquent and not accruing totaled $2.6 million at September 30, 2000, and
$2.5 million at June 30, 2000. As of September 30, 2000,  the Company had a $2.5
million loan which matured in June 1998, and has not been repaid. Management has
obtained a current  appraisal,  and based in part on such appraisal,  management
believes the Company will not incur a material loss on this loan.

Liquidity

     The Company is required to maintain  levels of liquid  assets as defined by
Office of Thrift Supervision  regulations.  This requirement,  which varies from
time to time  (currently  set at 4%)  depending  upon  economic  conditions  and
deposit flows, is based upon a percentage of deposits and short-term borrowings.
The Company's liquidity ratio averaged 37.73% during the quarter ended September
30, 2000, and equaled 37.91% at September 30, 2000.

Common Stock Repurchase Plan

     As of September  30, 2000,  the Company had  repurchased a total of 667,416
shares in  connection  with its  repurchase  plan.  The Board of  Directors  has
authorized  the Company to repurchase up to an additional  356,025 shares as, in
the opinion of management, market conditions warrant.


<PAGE>



PART II.  OTHER INFORMATION

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.

Changes in Securities

     None

Defaults Upon Senior Securities

     None

Submission of matters to a Vote of Security Holders

     None

Other Information

     None

Exhibits and Report on Form 8-K

(a) The following  exhibits are filed as part of this report:  Exhibit 27, EDGAR
Financial Data Schedule

(b) No Form 8-K reports were filed during the quarter.

















<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 10, 2000               By: /s/Gordon E. Clark
      -----------                         -------------------------------------
                                          Gordon E. Clark
                                          President and Chief Executive Officer

Date: November 10, 2000               By: /s/Kathleen Trumpler
      -----------                         -------------------------------------
                                          Kathleen Trumpler
                                          Treasurer and Chief Financial Officer