<PAGE>
[unity Logo]
--------------------------------------------------------------------------------

GLB Bancorp, Inc.


                                                                   Annual Report
                                                               2001


<PAGE>


Board of Directors
of GLB Bancorp, Inc. and Subsidiary

Jerome T. Osborne (1994)         Edward R. Pike Jr., (1994)
Chairman of the Board            President of Ed Pike Lincoln-Mercury
President of Osborne, Inc.
                                 Thomas J. Smith (1994)
Richard M. Osborne (1994)        President of Liberty Self-Stor, Inc.
Vice Chairman of the Board
President of Osair, Inc.         Joseph T. Svete (1994)
                                 Attorney in private practice and principal of
Richard T. Flenner, Jr. (1994)   the law firm Svete, McGee and Carrabine Co. LPA
President and CEO
                                 Thomas E. Wheeler (1994)
James V. Fryan (1995)            President of Component Repair
Owner and Operator of Goodtime   Technologies, Inc.
III cruise ship

George C. Lott (1994)            Marian Rose Nathan (Emeritus)
Retired former Executive Vice    Attorney in private practice
President of Great Lakes Bank

George X. Mechir (1994)          Umberto P. Fedeli (2001)
Attorney and Retired             President and CEO of the Fedeli Group
President CEO
of Great Lakes Commerce Bank


--------------------------------------------------------------------------------


Officers of Great Lakes Bank

Jerome T. Osborne, Chairman            Barbara Bennett, Assistant Vice President

Richard M. Osborne, Vice Chairman      Patricia E. Campbell, Assistant Treasurer

Richard T. Flenner Jr., President      Patricia DeLaney, Assistant Vice
and CEO                                President

Cheryl Jean Mihitsch, Treasurer        John Katronick, Assistant Vice President

Charles D. Seymour, Senior             Debra Noble, Assistant Secretary
Commercial Loan Officer

Christine Hartog, Vice President       Deline Rohrbaugh, Assistant Vice
                                       President

Donna Lexa, Vice President             Randy Shandle, Assistant Vice President

Randy Shandle, Vice President          Margaret Sterle, Assistant Secretary

James Stevens, Vice President


<PAGE>


Corporate Profile

GLB Bancorp, Inc. "the Corporation", is a one bank holding company that owns all
of the outstanding common stock of Great Lakes Bank, "the Bank". The Bank is the
successor by merger to Great Lakes Commerce Bank, which was chartered as an Ohio
banking  corporation in April 1957. On July 18, 1994, an investment group led by
Jerome T. Osborne, Sr. and his son, Richard M. Osborne acquired the Bank.

The Corporation was incorporated on March 5, 1997 for the purpose of becoming
the holding company for the Bank. In May 1998, the Corporation became a public
company.

For 45 years, Great Lakes Bank has taken pride in the service it offers
customers, meeting the financial needs of individuals and businesses. With
assets of $19 million in 1994 to over $166 million today, our growth is a
testament to the support of our customers, employees and shareholders.

Great Lakes Bank now serves Lake County with twelve branches. Each branch, and
every employee is dedicated to providing the kind of personal, face to face
service that is so often forgotten today. Whether it's convenient business
checking, automatic deposits or competitive loan rates, Great Lakes Bank is
there with consistent performance and extraordinary results.

As a community-based financial institution, the Corporation is positioned for
continued growth and success.
                                                [photo of Jerome T. Osborne, Sr.
                                                         and Richard M. Osborne]
                             GLB Bancorp, Inc. 2001

                                       1
<PAGE>


Financial Highlights
--------------------------------------------------------------------------------

Financial Highlights
(Dollars in thousands, except per share data)

                                                          December 31,
                                                 2001        2000       1999

For the Years Ended
Net interest income                          $   5,795       5,768      4,621
Provision for loan losses                          320         367        151
Non-interest expenses                            6,012       4,485      3,963
Net income (loss)                                  (75)      1,139        711

At Year End
Total assets                                 $ 165,871     130,516    119,074
Loans                                          111,150     105,955     87,413
Deposits                                       127,221      90,304     82,145
Borrowings                                      10,644      12,544     10,500
Shareholders' equity                            27,210      26,791     25,629

Selected Ratios
Return on average assets                         (0.05%)      0.93%      0.65%
Return on average equity                         (0.28%)      4.34%      2.78%

Asset Quality
Allowance for loan losses to net loans            1.08%       0.84%      0.72%
Nonperforming assets to total assets              0.06%       0.29%      0.05%

Per Share Data (1)
Earnings (loss) per share basic, diluted     $   (0.04)       0.53       0.33
Book value per share                             12.75       12.55      12.01

(1)  Per share information gives effect for each period to the 2-for-1 stock
     split that occurred on March 17, 1998

--------------------------------------------------------------------------------

Book Value Per Share

1997            $10.77
1998            $11.92
1999            $12.01
2000            $12.55
2001            $12.75

Total Assets (in thousands)

1997             66,631
1998            103,868
1999            119,074
2000            130,516
2001            165,871


                             GLB Bancorp, Inc. 2001


                                       2
<PAGE>


Financial Highlights
--------------------------------------------------------------------------------

DEPOSITS

Savings

  1999                  41,940,268
  2000                  42,697,244
  2001                  66,744,275

Certificates of Deposits
  1999                  14,561,451
  2000                  19,753,768
  2001                  30,992,176

Non-Interest Bearing DDA

  1999                  16,526,276
  2000                  16,973,088
  2001                  18,990,170

Interest Bearing DDA
  1999                   9,116,668
  2000                  10,879,750
  2001                  10,494,030

LOANS
Residential Real Estate
  1999                  37,053,118
  2000                  44,954,193
  2001                  41,843,093

Residential Construction
  1999                   5,250,015
  2000                   4,342,188
  2001                   4,629,479

Commercial Real Estate
  1999                  34,904,601
  2000                  43,136,917
  2001                  52,131,171

Commercial Construction
  1999                  10,182,301
  2000                  11,267,258
  2001                  10,218,998

Consumer
  1999                   5,658,611
  2000                   7,104,179
  2001                   8,150,945


<PAGE>


Shareholders Information
--------------------------------------------------------------------------------

Shareholders Information

Corporate Headquarters
GLB Bancorp, Inc.
7001 Center Street
Mentor, Ohio 44060
Telephone (440) 974-0000
Facsimile (440) 974-3012
www.GLBonline.com

Annual Meeting
GLB Bancorp's Annual Meeting of Shareholders is scheduled for 10:30am (Eastern
Time) on Tuesday, April 16, 2002 at Holiday Inn Express Hotel & Suites LaMalfa
Centre.

Stock Listing
The common shares of GLB Bancorp, Inc. trade on the Nasdaq Small Cap Market
under the symbol "GLBK."

At December 31, 2001 there were 2,134,506 shares of common stock issued and
outstanding which were held of record by approximately 187 shareholders. This
does not include the number of persons whose stock is in nominee or "street
name" accounts through brokers. Additionally, cash dividends have not been paid
in the past nor is it anticipated that cash dividends will be paid to the
shareholders in the near future.

Investor Relations and Form 10KSB
GLB Bancorp, Inc.'s form 10KSB (to be filed with the Securities and Exchange
Commission before March 31, 2002) will be provided without charge to
shareholders upon request. Shareholders, analysis or potential investors
desiring additional information may make their request in writing to Great Lakes
Bank, Christine Hartog, Vice President, 7001 Center St, Mentor, Ohio 44060.

Transfer Agent and Registrar
National City Bank
Dept. 5352 Corp Trust Operations
P.O. Box 92301
Cleveland, Ohio 44193-0900
1-800-622-6757

Market Makers
First Union Securities
Knights Securities
Raymond James

Independent Auditors
KPMG LLP
One Cleveland Center
1375 East Ninth Street, Suite # 2600
Cleveland, Ohio 44114-1796

GLB Bancorp Common Stock Price

2001                       High             Low
First Quarter              $9.75            $7.50
Second Quarter             $10.00           $7.00
Third Quarter              $10.75           $9.20
Fourth Quarter             $10.00           $9.15

2000                       High             Low
First Quarter              $9.00            $7.00
Second Quarter             $8.88            $7.06
Third Quarter              $11.00           $7.50
Fourth Quarter             $10.00           $7.06


                             GLB Bancorp, Inc. 2001
                                       4
<PAGE>


Message To Shareholders
--------------------------------------------------------------------------------

Message To Shareholders

[photo Richard T. Flenner Jr.]

Over the past months the very fibers of our nation have been tested. During this
time there has been much loss and heartache felt throughout all corners of the
world. In this time of turmoil Americans throughout the nation have once again
begun to realize the importance of family and friends. Having a comforting
feeling of safety and reliability is now placed at a premium. The genuine sense
of dedication and loyalty to all customers shown here at Great Lakes Bank
remains unmatched. We will, and have, for 45 years faithfully served the public
as a community bank that is here to provide a feeling of security.

Over the years, the Corporation has developed an understanding of the needs of
the citizens of Lake County. We are devoted to meeting the expectations of the
public. This bank was founded upon the ideals that the customer comes first. The
principles of convenience, community involvement and a complete dedication to
customer satisfaction are stressed and practiced by our employees each day. The
success of any institution is reliant upon solid and dependable employees from
top to bottom. Here at Great Lakes Bank we have assembled a staff that is both
knowledgeable and approachable. With 12 branches spread throughout the community
there is always a GLB around the corner.

Fiscal 2001 was a challenging year for the staff of GLB Bancorp, Inc. Although
core earnings were consistent with prior years, the Corporation ended the year
with earnings less then previously anticipated. Income was adversely impacted by
several factors many of which were beyond the Corporation's control. The Federal
Reserve reduced the discount rate, which affected the Corporation's prime rate
charged on commercial and equity loans. In addition, largely due to the rapid
drop of mortgage interest rates in the fourth quarter the value of mortgage
servicing was negatively impacted. The Corporation also recorded an impairment
loss deemed to be other than temporary on its securities available for sale.

In this time of uncertainty in the marketplace, the Corporation has been
experiencing consistent growth. Notable events during the year were our growth
in deposits by approximately 40.9% and our branch network grew to a total of
twelve offices. Our newest branch opened in Concord, which is located in the
southern part of Lake County. Other notable events in the past year included the
conversion of our existing MAC ATM and Debit card batch processing system to the
Fiserv EFT on-line processing system. GLB Bancorp, Inc. is very proud of its
current on-line real-time system, which allows our staff to apply customer
deposits and loan payments to accounts immediately. This enhancement to the ATM
system is a natural and timely upgrade, providing customers with current
balances, as well as limiting the Corporation's risk.

Having the distinction of being the only commercial bank headquartered in Lake
County we are committed to improving the quality of the communities we serve.
The bank has implemented a plan of expansion that has placed branches throughout
the county to best serve the public. The framework has been set to achieve
growth in profits and capital which will benefit shareholders and depositors, as
well as the community. Equipped with localized management, an accessible and
friendly staff and convenient locations, the Corporation has positioned itself
as the bank of choice. We stand united in the pursuit of providing our customers
with the absolute best service and products available.

Finally, the Corporation would like to extend its sincerest sympathies to those
who have been personally affected by the acts of the September 11th tragedies.
We understand the vital role we play in the lives of our customers. Ensuring a
safe, reliable and efficient banking environment is our primary concern. In life
there are many different areas that demand your complete devotion. If we, as a
bank can assist our customers to spend a little less time worrying about their
finances and a little more time coming together as a nation our job is complete.

Thanks to our customers, staff and committed Board of Directors, GLB Bancorp,
Inc. will continue to protect and enhance our long-term profitability and
capital appreciation.


/s/ Richard T. Flenner Jr.

Richard T. Flenner Jr.
President, CEO


                                       5
<PAGE>


GLB Bancorp, Inc. and Subsidiary
Consolidated Financial Statements
December 31, 2001 and 2000


















                             Table of Contents

                             Selected Consolidated Financial & Other Data     6
                             Management's Discussion and Analysis             7
                             Independent Auditors' Report                     15
                             Consolidated Statements of Financial Condition   16
                             Consolidated Statements of Operations            17
                             Consolidated Statements of Changes
                                      in Shareholders' Equity                 18
                             Consolidated Statements of Cash Flows            19
                             Notes to Consolidated Financial Statements       20


<PAGE>
Selected Consolidated Financial & Other Data

The following table summarizes consolidated financial information concerning GLB
Bancorp at the dates and for the periods indicated. Incorporated in 1997, GLB
Bancorp became the holding company for the Bank in September 1997. The selected
financial information for each of the years ended December 31, is derived from
audited consolidated financial statements or the accounting records of GLB
Bancorp. The information should be read in conjunction with the consolidated
financial statements and "Management's Discussion and Analysis of Financial
Condition and Results of Operations."


<TABLE>
<CAPTION>
                                                              AT OR FOR THE YEARS ENDED DECEMBER 31,
(Dollars in thousands, except per share data)   2001            2000            1999           1998           1997
<S>                                       <C>                  <C>             <C>            <C>            <C>
Operating Data
Interest income                           $   10,168           9,121           7,560          5,844          4,382
Interest expense                               4,373           3,353           2,939          2,439          1,938
                                          ------------------------------------------------------------------------
Net interest income                            5,795           5,768           4,621          3,405          2,444

Provision for loan losses                        320             367             151            120             97
                                          ------------------------------------------------------------------------

Net interest income after
  Provision for loan losses                    5,475           5,401           4,470          3,285          2,347

Non-interest income                              897             842             650            682            552
Non-interest expense                           6,012           4,485           3,963          2,922          2,345
                                          ------------------------------------------------------------------------
Income before income taxes                       360           1,758           1,157          1,045            554

Income tax expense (benefit)
Federal current                                  438             624             395            233            214
Federal deferred                                 (35)            (58)             15            110             (4)
State                                             32              53              36             30              0
                                          ------------------------------------------------------------------------

Net income (loss)                         $      (75)          1,139             711            672            344
                                          ========================================================================

Financial Condition
Total assets                              $  165,871         130,516         119,074        103,868         66,631
Cash and cash equivalents                     43,414          13,173          20,479         34,142          7,827
Securities                                     5,636           5,780           5,732          4,810          1,619
Loans - net                                  111,150         105,955          87,413         60,330         53,097
Deposits                                     127,221          90,304          82,145         68,655         52,012
Federal Home Loan Bank advances               10,644          12,544          10,500          9,000          7,500
Shareholders' equity                          27,210          26,791          25,629         25,432          6,428

Share Information (1)
Earnings (loss) per share basic, diluted  $    (0.04)           0.53            0.33           0.44           0.58
Book value per share                      $    12.75           12.55           12.01          11.92          10.77
Weighted average shares outstanding
Basic                                      2,133,950       2,133,906       2,133,906      1,536,821        595,942
Diluted                                    2,135,764       2,133,906       2,134,320      1,536,835        595,942

Selected Ratios
Return on average assets                       (0.05%)          0.93%           0.65%          0.79%          0.58%
Return on average equity                       (0.28%)          4.34%           2.78%          3.76%          5.52%
Net interest margin                             4.10%           5.07%           4.54%          4.37%          4.62%
Net interest spread                             3.07%           3.81%           3.25%          3.06%          3.92%
Allowance for loan losses to net loans          1.08%           0.84%           0.72%          0.80%          0.75%
Nonperforming assets to total assets             .06%           0.29%           0.05%          0.05%          0.17%
Shareholders' equity to average assets         18.12%          21.77%          23.24%         29.95%         10.87%
</TABLE>

(1) Per share information gives effect for each period to the 2-for-1 stock
split that occurred on March 17, 1998.


                             GLB Bancorp, Inc. 2001
                                        6
<PAGE>


GLB Bancorp, Inc.'s Management's Discussion and Analysis of Financial Condition
and Results of Operations

GLB Bancorp's principal asset is Great Lakes Bank common stock. Accordingly, GLB
Bancorp's results of operations are primarily dependent upon the results of
operations of Great Lakes Bank. Great Lakes Bank conducts a general commercial
banking business, gathering deposits from the general public and applying those
funds to the origination of loans for commercial, consumer, and residential
purposes.

GLB Bancorp's profitability depends primarily on net interest income, which is
the difference between (a) interest income generated by interest-earning assets
(i.e., loans and investments) and (b) interest expense incurred on
interest-bearing liabilities (i.e., customer deposits and borrowed funds). Net
interest income is affected by the difference ("interest rate spread") between
rates of interest earned on interest-earning assets and rates of interest paid
on interest-bearing liabilities, as well as the relative amounts of
interest-earning assets and interest-bearing liabilities. If the total of
interest-earning assets approximates or exceeds the total of interest-bearing
liabilities, any positive interest rate spread will generate net interest
income. Financial institutions have traditionally used interest rate spreads as
a measure of net interest income. Another indication of an institution's net
interest income is its "net yield on interest-earning assets" or "net interest
margin," which is net interest income divided by average interest-earning
assets.

GLB Bancorp's profitability is also affected by such factors as the level of
non-interest income and expense, the provision for loan losses, and income
taxes. Non-interest income consists primarily of service charges, other fees,
other loan fees and income from the sale of loans. Non-interest expenses consist
of compensation and benefits, occupancy related expenses, deposit insurance
premiums paid to the FDIC and other operating expenses.

GLB Bancorp's management's discussion and analysis of earnings and related
financial data are presented herein to assist investors in understanding the
consolidated financial condition and results of operations of GLB Bancorp for
the fiscal years ended December 31, 2001, 2000 and 1999. This discussion should
be read in conjunction with the consolidated financial statements and related
footnotes presented in this annual report.

FORWARD-LOOKING STATEMENTS

This report may contain certain "forward-looking statements." GLB Bancorp
desires to take advantage of the "safe harbor" provisions of the Private
Securities Litigation Reform Act of 1995 with respect to all forward-looking
statements. The words "believe," "expect," "anticipate," "estimate," "project,"
and similar expressions are intended to identify forward-looking statements. GLB
Bancorp's ability to predict the results or effect of future plans is inherently
uncertain. Factors which could affect actual results include interest rate
trends, the economic climate in GLB Bancorp's market area and the country, loan
delinquency rates, and changes in federal and state regulations. These factors
should be considered in evaluating forward-looking statements and undue reliance
should not be placed on such statements.

RESULTS OF OPERATIONS

From the time of Great Lakes Bank's succession to the business of Great Lakes
Commerce Bank in July 1994, management has laid the foundation for continued
growth in earnings and assets, doing so on a conservative basis intended to
improve financial performance over time. During the process of building Great
Lakes Bank into a profitable institution, Great Lakes Bank has incurred
considerable short-term expense. All but one of Great Lakes Bank's original four
offices have been relocated since July 1994 with one office opened this year
bringing the total to twelve offices including the main office. Although branch
relocation and expansion has promoted asset and earnings growth, it has also
represented substantial near-term costs, most notably, facilities and equipment
expense and compensation expense. These near-term costs will, in management's
opinion, have a long-term benefit for GLB Bancorp and Great Lakes Bank. Branch
reconfiguration and de novo branch expansion have been and will be part of Great
Lakes Bank's strategy to solidify its position as a leading community bank,
capitalizing upon Great Lakes Bank's status as the only commercial bank
headquartered in Lake County.


                             GLB Bancorp, Inc. 2001
                                        7
<PAGE>


GLB Bancorp reported net income (loss) of ($75,001), or ($0.04) per share, in
2001, compared with $1,138,577, or $0.53 per share, in 2000 and $711,241, or
$0.33 per share in 1999. The calculation of earnings per share was based on
2,133,950, 2,133,906 and 2,133,906 weighted average shares outstanding for the
years ended December 31, 2001, 2000 and 1999, respectively. Diluted earnings per
share was based on 2,135,764, 2,133,906 and 2,134,320 weighted average shares
outstanding for the years ended December 31, 2001, 2000 and 1999, respectively.
The growth of earnings was negatively affected in 2001 by recognizing charges
for impairment of the value of the mortgage servicing in the amount of $189,538
and securities available for sale in the amount of $907,411. The growth of
earnings was affected in 1999 by the merger related expenses of $168,354,
pretax. Also, affecting net income (loss) was an effective tax rate of 120.9% in
2001, 35.2% in 2000 and 38.6% in 1999.

Core earnings during 2001 were consistent with prior years and would have been
approximately $961,000 without the two impairment charges. The decline in the
mortgage servicing asset was partially due to market interest rate decreases in
2001 and partially due to accelerated amortization over the estimated life of
the sold loans. The write-down of the securities available for sale portfolio
was recorded in accordance with FASB SFAS No. 115, "Accounting for Certain
Investments in Debt and Equity Securities." SFAS No. 115 specifies that "an
enterprise shall determine whether a decline in fair value below the amortized
cost basis is other than temporary." "If the decline in fair value is judged to
be other than temporary, the cost basis of the individual security shall be
written down to fair value as a new cost basis and the amount of the write-down
shall be included in earnings (that is, accounted for as a realized loss)."
Although securities held by GLB Bancorp are deemed to be well-managed banking
entities with consistent earnings and it is the intent of GLB Bancorp to hold
these securities until a realized gain could be earned, their value in the
marketplace has shown continued decreases. Most community bank stocks have been
down over the last two years. The Corporation has always held its available for
sale securities at fair market value with the offset affecting accumulated other
comprehensive income in shareholders' equity. The fair market value adjustment
now becomes a write-down as a realized loss.

NET INTEREST INCOME

2001 Compared to 2000. Net interest income was $5,794,663 in 2001, compared to
$5,767,974 in 2000, an increase of $26,689, or 0.5%. During 2001, the Federal
Reserve Bank Board reduced the federal funds rate eleven times. Community banks,
such as Great Lakes Bank, were severely impacted by this rate reduction since
net interest income is the largest component of income generation for small to
medium sized banks. Management carefully monitored the interest rates of its
balance sheet during 2001, holding level its net interest income to that of the
prior year. Although yields on federal funds invested at correspondent banks
dropped from 6.08% at December 31, 2000 to 3.53% at December 31, 2001, the Bank
was able to end the year with a spread of 3.07%. Overall, loan yields dropped
from 8.45% at December 31, 2000 to 8.22% at December 31, 2001 with 62.1% of the
Bank's portfolio being composed of adjustable rate loans and 15.2% of the loan
portfolio tied to the index, prime. Cost of funds on deposits dropped from 3.85%
to 3.81%. This downward adjustment was due in part to 12 and 13 month
certificates with higher rates maturing and repricing at lower rates and in part
due to the reduction of passbook rates by 94 basis points. This was the first
decrease in golden passbook rates since the fall of 1995, necessitated by the
current rate environment and prudent management of the balance sheet.

2000 Compared to 1999. Net interest income was $5,767,974 in 2000, compared to
$4,621,039 in 1999, an increase of $1,146,935, or 24.8%. This increase was
caused largely by federal funds and new savings account dollars being used to
fund new loan volumes; particularly commercial loans. Overall, average loan
volumes showed an increase of 28.3% while average federal funds decreased 49.5%
and average savings increased 12.9%. The average yield on federal funds for 2000
was 6.08% while average loans yielded 8.45% with commercial loans being the
highest portion of the Bank's loan portfolio with an average yield of 9.44%. The
Bank's net interest margin rose to 5.07% for the year ended December 31, 2000
from 4.54% for the year ended December 31, 1999. Additionally, the Federal
Reserve Bank Board continued to raise the federal funds rate in 2000, which
allowed the Bank to raise rates on those loans tied to prime, while maintaining
its savings rates at yields similar to the prior year with average savings
yields in 2000 being 3.85% and in 1999 being 3.80%.


                             GLB Bancorp, Inc. 2001
                                        8
<PAGE>


Average Balances and Interest Rates
For the Years Ended December 31,

<TABLE>
<CAPTION>
                                                      2001                           2000                                     1999
INTEREST-EARNING ASSETS:                            Interest                        Interest                                Interest
                                       Average       Income/  Yield/    Average     Income/   Yield/    Average     Income/  Yield/
                                       Balance       Expense   Cost     Balance     Expense    Cost     Balance     Expense   Cost
                                   -------------------------------------------------------------------------------------------------
<S>                                <C>           <C>          <C>   <C>          <C>          <C>   <C>          <C>          <C>
Loans Receivable:
Real estate mortgage               $ 45,943,342  $ 3,332,980  7.25% $ 44,080,328 $ 3,233,021  7.33% $ 36,196,671  $2,680,822  7.41%
Commercial and other                 54,765,618    4,958,329  9.05%   46,347,277   4,376,728  9.44%   34,713,688   3,232,917  9.31%
Consumer                              7,661,677      616,149  8.04%    6,432,020     574,822  8.93%    4,589,098     388,808  8.47%
                                   -------------------------------------------------------------------------------------------------
Total Loans Receivable              108,370,637    8,907,458  8.22%   96,859,625   8,184,571  8.45%   75,499,457   6,302,547  8.35%

Cash-interest earning                    50,101        1,695  3.38%      196,205      11,845  6.04%       58,266       2,622  4.50%

Securities:
FHLB stock                              932,600       62,583  6.71%      569,521      41,866  7.35%      506,214      35,784  7.07%
Securities held to maturity           1,983,616      106,454  5.37%    2,010,742     109,627  5.45%    2,009,772     108,066  5.38%
Securities available for sale         3,614,922      157,855  4.37%    3,752,699     147,300  3.93%    3,438,081     108,820  3.17%
                                   -------------------------------------------------------------------------------------------------
Total Securities                      6,531,138      326,892  5.01%    6,332,962     298,793  4.72%    5,954,067     252,670  4.24%

Federal funds                        26,376,798      931,807  3.53%   10,295,431     625,913  6.08%   20,378,769   1,002,537  4.92%
                                   -------------------------------------------------------------------------------------------------

Total Interest-Earning Assets       141,328,674  $10,167,852  7.19%  113,684,223 $ 9,121,122  8.02%  101,890,559 $ 7,560,376  7.42%
                                   -------------------------------------------------------------------------------------------------

Non-Interest Earning Assets          10,548,204                        9,350,435                       8,372,665
                                   -------------------------------------------------------------------------------------------------

Total Assets                       $151,876,878                     $123,034,658                    $110,263,224
                                   =================================================================================================
INTEREST-BEARING LIABILITIES:

Deposits:
DDA interest-bearing               $ 10,436,123  $   128,499  1.23% $  9,377,567 $   137,071  1.46% $  7,570,619  $  109,160  1.44%
Savings accounts                     53,269,447    1,801,513  3.38%   44,190,765   1,651,873  3.74%   38,928,240   1,436,035  3.69%
Certificates of deposit              27,939,329    1,564,927  5.60%   15,480,230     872,483  5.63%   14,669,888     780,507  5.32%
                                   -------------------------------------------------------------------------------------------------
Total Deposits                       91,644,899    3,494,939  3.81%   69,048,562   2,661,427  3.85%   61,168,747   2,325,702  3.80%
Borrowings                           14,567,831      878,250  6.03%   10,631,258     691,721  6.51%    9,294,355     613,635  6.60%
                                   -------------------------------------------------------------------------------------------------

Total Interest-Bearing Liabilities  106,212,730  $ 4,373,189  4.12%   79,679,820 $ 3,353,148  4.21%   70,463,102  $2,939,337  4.17%
                                   -------------------------------------------------------------------------------------------------

Non-Interest Bearing Liabilities     18,852,215                       17,122,983                      14,205,583

Shareholders' Equity                 26,811,933                       26,231,855                      25,594,539
                                   -------------------------------------------------------------------------------------------------
Total Liabilities &
  Shareholders' Equity             $151,876,878                     $123,034,658                    $110,263,224
                                   =================================================================================================

Net Interest Income and
  Net Interest Rate Spread(1)                    $ 5,794,663 3.07%               $ 5,767,974 3.81%                $4,621,039  3.25%
                                   =================================================================================================

Net Interest Margin(2)                                       4.10%                           5.07%                            4.54%
                                   =================================================================================================
</TABLE>


(1)  Net interest rate spread represents the difference between the yield on
     average interest-earning assets and the cost of average interest-bearing
     liabilities.
(2)  Net interest margin represents net interest income divided by average
     interest-earning assets.

The following table analyzes net interest income in terms of changes in volume
and interest rates of interest-earning assets and interest-bearing liabilities
during the periods indicated. The table reflects the extent to which changes in
interest income and changes in interest expense are attributable to changes in
volume (changes in volume multiplied by the prior year rate) and changes in rate
(changes in rate multiplied by the prior year volume). Changes attributable to
the combined impact of volume and rate have been allocated proportionately to
changes due to volume and changes due to rate.


                             GLB Bancorp, Inc. 2001
                                        9
<PAGE>


<TABLE>
<CAPTION>
Rate/Volume Analysis                             2001 vs 2000                             2000 vs 1999
For the Years Ended December 31,          Increase (decrease) due to               Increase (decrease) due to

                                        Volume       Rate         Total         Volume        Rate       Total
                                    ----------------------------------------------------------------------------
<S>                                 <C>            <C>           <C>          <C>            <C>       <C>
Interest Income attributable to:
Loans Receivable                    $   938,237    (215,350)     722,887      1,804,015      78,009    1,882,024
Cash-interest earning                    (6,382)     (3,768)     (10,150)         8,060       1,163        9,223
Securities                                9,543      18,556       28,099         16,731      29,392       46,123
Federal funds                           418,001    (112,107)     305,894       (719,507)    342,883     (376,624)
                                    ----------------------------------------------------------------------------
Total Interest Income                 1,359,399    (312,669)   1,046,730      1,109,299     451,447    1,560,746

Interest Expense attributable to:
Deposits                                861,417     (27,905)     833,512        303,324      32,401      335,725
Borrowings                              232,671     (46,142)     186,529         86,842      (8,756)      78,086
                                    ----------------------------------------------------------------------------
Total Interest Expense                1,094,088     (74,047)   1,020,041        390,166      23,645      413,811
                                    ----------------------------------------------------------------------------
Increase (decrease) in
  Net Interest Income               $   265,311    (238,622)      26,689        719,133     427,802    1,146,935
                                    ============================================================================
</TABLE>

PROVISION FOR LOAN LOSSES

2001 Compared to 2000. The provision for loan losses was $320,000 in 2001,
compared to $367,500 in 2000, a decrease of $47,500, or 12.9%. The ratio of
allowance for loan losses to net loans increased from 0.84% in 2000 to 1.08% in
2001. Adjustments in our provision reflected a decrease in non-performing loans
to total assets to 0.06% from 2000 to 2001 and net charge offs to average loans
decreasing to 0.01% from 2000 to 2001. Refer to Note 3 of Notes to Consolidated
Financial Statements for additional information.

2000 Compared to 1999. The provision for loan losses was $367,500 in 2000,
compared to $151,000 in 1999, an increase of $216,500, or 143.4%. The allowance
for loan losses to net loans ratio increased from 0.72% in 1999 to 0.84% in
2000. Adjustments in our provision reflected an increase in non-performing loans
to total assets of 0.29% from 1999 to 2000 and the increase in net charge offs
to average loans increasing 0.09% from 1999 to 2000. Refer to Note 3 of Notes to
Consolidated Financial Statements for additional information.

The allowance for loan losses reflects management's judgement as to the level
considered adequate to absorb inherent losses in the loan portfolio. The
allowance is reviewed quarterly and adjusted as necessary based on changing
borrower and/or collateral conditions and actual collection and charge-off
experience. This evaluation is inherently subjective as it requires estimates
that are susceptible to significant revision as more information becomes
available.

NON-INTEREST INCOME

2001 Compared to 2000. Total non-interest income was $897,126 in 2001, compared
to $841,888 in 2000, an increase of 55,238, or 6.6%. The increase is largely due
to the 355.4% gain on the sale of loans in the secondary market to the Federal
Home Loan Mortgage Corporation. The decrease in the federal funds rate during
the year spurned loan customers to seek lower rates on their home loans or
engage in new home purchases. Secondly, other service charges and fees increased
46.9% with the Bank's receipt of $43,142 of de-mutualization funds from the
Principal Life Insurance Company. These increases were offset by the decrease in
mortgage banking activities, net which included an impairment charge related to
the decrease in the fair market value of mortgage servicing rights of $189,538.
This impairment was partially due to interest rate decreases during 2001.
Additionally, mortgage servicing rights are currently being amortized on an
accelerated basis over the estimated life of the loan through an effective yield
calculation.

2000 Compared to 1999. Total non-interest income was $841,888 in 2000, compared
to $650,309 in 1999, an increase of 191,579, or 29.5%. The increase is largely
due to a 51.2% increase in service charges on demand deposits. The growth in the
number of new deposit accounts generated more service charges, particularly fees
from overdrawn accounts. Also, loan fees increased 19.8% from 1999 to 2000 with
the collection of more late charges and fees generated by new loan volume.

Great Lakes Bank generally does not impose service charges and fees to the same
extent as other local institutions. Although a wider range of service charges
and fees and higher service charges and fees would yield more income


                             GLB Bancorp, Inc. 2001
                                       10
<PAGE>


for each dollar of deposits, imposing service charges and fees on a basis
equivalent to those imposed by many other area commercial banks might adversely
affect deposit growth. To promote deposit growth and provide cross-selling
opportunities to customers, Great Lakes Bank has not adopted an aggressive fee
structure. Core deposit growth has steadily increased with the Bank developing
strong customer relationships, cross-selling relationships to loan customers and
obtaining increased growth from branch offices in recent years. The increase in
service charges on demand deposits during both years was primarily due to demand
deposit growth. Management intends to continue promoting Great Lakes Bank's
demand deposit products, particularly non-interest bearing deposit products in
order to obtain additional interest-free, lendable funds.

NON-INTEREST EXPENSE

2001 Compared to 2000. Total non-interest expense was $6,012,347 in 2001,
compared to $4,484,769 in 2000, an increase of $1,527,578, or 34.1%. The largest
increase in non-interest expense during 2001 was the impairment loss recorded on
securities available for sale of $907,411 which was discussed in the summary of
operations. Another large increase in 2001 was a 59.3% increase in Ohio
Franchise tax. Although Ohio Franchise tax expense increased in 2001 due to a
net-worth and net income tax imposed on inter-company loans at December 31,
2000, the Corporation anticipates a significant decrease in taxes in 2002. The
Corporation showed an increase in fed funds of 401.6% from December 31, 2000 to
December 31, 2001, decreasing the necessity for inter-company transactions.
Additionally professional fees increased 45.0%, partially due to the Corporation
engaging Crowe-Chizek to do internal audit reviews and partially due to the
Corporation engaging professionals in the human resource and computer consulting
areas.

2000 Compared to 1999. Total non-interest expense was $4,484,769 in 2000,
compared to $3,962,813 in 1999, an increase of $521,956, or 13.2%. The
Corporation continuously monitors expenses for greater profitability. Most
increases are due to the growth of our branch system. Compensation and related
benefits increased $356,150, or 19.5% due to additional staff for the new office
which was opened this year, a full year of salary expense for offices opened in
1999 and normal annual merit and benefit increases. Office occupancy and
equipment expense increased $176,192, or 21.8%, marketing increased 17,968, or
17.6%, and data processing increased 59,151, or 31.1% largely due to the new
office being opened during the year. Data processing was also effected by
increased customer usage of the new automated telephone information system that
was installed in 1999 and increasing costs associated with an expanding customer
account base.

In both years and prior years, the deposit base intangible and goodwill assets
that arose out of the July 1994 succession of Great Lakes Bank to the business
of Great Lakes Commerce Bank are being amortized over a period of ten years.
Refer to Note 5 of Notes to Consolidated Financial Statements for additional
information.

FEDERAL INCOME TAXES

2001 Compared to 2000. Federal income tax expense was $434,443 in 2001, compared
to $619,016 in 2000. This change was largely due to the decrease in income
before income taxes from the impairment of securities loss during the year.
Refer to Note 12 of Notes to Consolidated Financial Statements for additional
information.

2000 Compared to 1999. Federal income tax expense was $619,016 in 2000, compared
to $446,294 in 1999. This change was due to the increase in income before income
taxes as the bank continues to grow. Refer to Note 12 of Notes to Consolidated
Financial Statements for additional information.

FINANCIAL CONDITION

GLB Bancorp's total assets were $165,871,324 at December 31, 2001, compared to
$130,515,853 at December 31, 2000, an increase of $35,355,471, or 27.1%.

The total loan portfolio grew by 4.9% in 2001 compared to 21.2% in 2000. The
volume of new commercial and consumer loans in 2001 was less than 2000, although
the dollar amounts were similar. The volume of new mortgage loans increased over
50% from 2000 to 2001 with sales of $17.6 million of fixed rate loans to the
Federal Home Loan Mortgage Corporation compared to $4.8 million of sales in
2000. The decrease in rates during the year coupled with national events spurned
many customers to chase rates, refinancing and paying off current loans.

National terrorist events coupled with investors' movements of funds out of the
stock market caused the Bank to experience excess liquidity. Great Lakes Bank's
deposit growth soared with growth of 40.9% for 2001, compared to 9.9% for 2000.
Certificates of deposit increased the most during 2001, increasing $11.2
million, or 56.9%; closely followed by saving accounts which increased $24.0
million or 56.3% during 2001.

Federal Funds sold increased from $6.8 million at December 31, 2000 to $34.2
million at December 31, 2001. With investors in the stock market looking for a
secure haven for their funds and the Corporation selling most


                             GLB Bancorp, Inc. 2001
                                       11
<PAGE>


fixed rate mortgage loans, the Corporation experienced increased liquidity at
year end. Conservatively, the Corporation has elected to hold these funds in
short term instruments as the economic environment settles.

Securities held to maturity remained constant with maturing securities being
replaced with similar investment instruments. No additional securities available
for sale were purchased during the year.

CAPITAL

Shareholders' equity was $27,209,989 at December 31, 2001 and $26,790,436 at
December 31, 2000, an increase of $419,553, or 1.6%. Shareholders' equity is
impacted not only by a net loss of ($75,001), but also by changes in net
unrealized gains in applying fair values to securities available for sale which
totaled $489,239 at December 31, 2001. Under applicable accounting guidance, the
Corporation recognized the impairment of its securities available for sale as a
loss to net income and accordingly recorded the unrealized gain, net of tax, as
a separate component of shareholders' equity.

As of December 31, 2001, Great Lakes Bank was in compliance with applicable
regulatory capital requirements, as shown in Note 15 of Notes to Consolidated
Financial Statements. Based on capital levels at December 31, 2001, Great Lakes
Bank qualifies as a "well-capitalized" institution, the highest of five tiers
under applicable regulatory definitions. It is GLB Bancorp's intention to
operate Great Lakes Bank as a well-capitalized institution within the meaning of
applicable regulatory definitions.

LIQUIDITY

Like other financial institutions, Great Lakes Bank must ensure that sufficient
funds are available to meet deposit withdrawals, loan commitments and expenses.
Control of cash flow requires that Great Lakes Bank anticipate deposit flows and
loan payments. The primary source of funds are deposits, principal and interest
payments on loans, proceeds of loan sales, federal funds and FHLB borrowings.
These funds are used principally to originate loans.

The Liquidity ratio at December 31, 2001 was 34.1% compared to 14.6% at December
31, 2000. At December 31, 2001, certificates of deposit represented 24.4% of
total deposits, while DDA (checking accounts) represented 23.1% and savings
accounts 52.5%. Of the total $31.0 million certificates of deposits at December
31, 2001, certificates totaling $24.9 million will mature in 2002, approximately
80.3% of the certificate portfolio. Management believes that, consistent with
experience, the majority of maturing certificates of deposits will be renewed at
market rates of interest. Golden Passbook accounts, which provide for a higher
return than a regular passbook account, accounted for $60.2 million, or
approximately 47.4%, of deposits at December 31, 2001.

Great Lakes Bank has used advances from the FHLB of Cincinnati as a source of
funds for its lending activity. The amount that may be obtained in the form of
advances from the FHLB is determined by a formula on a quarterly basis. The
formula is based upon the total amount of single-family mortgages in Great Lakes
Bank's portfolio, as reported in Great Lakes Bank's quarterly call report, the
percentage of Great Lakes Bank's total loan portfolio represented by
single-family mortgages and the amount of FHLB stock held by Great Lakes Bank.
At December 31, 2001, Great Lakes Bank had $10.6 million of outstanding FHLB
advances with an additional $31.4 million available to borrow from the FHLB.

FHLB advances are secured by a portion of the mortgage portfolio and certain
other assets. Likewise, most of Great Lakes Bank's short-term investments are
subject to pledge and therefore provide limited liquidity. In addition to
advances, Great Lakes Bank may obtain funds from the FHLB of Cincinnati through
a $5.0 million overnight line of credit. Great Lakes Bank also has an agreement
with a major regional bank for $400,000 of short-term borrowings and
relationships with other institutions for the purpose of obtaining funds, or
federal funds.

Great Lakes Bank had fixed and variable rate loan commitments of $6,045,671 and
$15,695,418, respectively, at December 31, 2001 and $2,148,146 and $12,364,085,
respectively, at December 31, 2000. Included within these commitments are
standby letters of credit of $660,949 and $457,889 at December 31, 2001 and
2000, respectively. Management believes Great Lakes Bank has adequate resources
to meet its normal funding requirements.

RISK MANAGEMENT

Risk management within the financial industry is a key area of analysis, review
and discussion by bank management and their regulatory agencies. Risk is seen as
the compound estimate of the probability of, and the severity of, an adverse
event that could severely impact the Bank's profitability or capital position.
The Bank has had a Risk Management system which will identify and assess the
Bank's risks and the controls to mitigate them. All areas have been reviewed by
a team representing various departments of the Bank. Risks resulting in a high
risk probability factor are given immediate attention. Monthly meetings address
follow-up checklists and any new risks that have been identified. Annual updates
to the process are also part of this program.


                             GLB Bancorp, Inc. 2001
                                       12
<PAGE>


ASSET/LIABILITY MANAGEMENT

One aspect of risk management is asset/liability management. Like other
financial institutions, Great Lakes Bank is subject to interest rate risk. Great
Lakes Bank's interest-earning assets could mature or reprice more rapidly than,
or on a different basis from, its interest-bearing liabilities (primarily
borrowings and deposits with short- and medium-term maturities) in a period of
declining rates. Although having assets that mature or reprice more frequently
on average than liabilities will be beneficial in times of rising interest
rates, such an asset/liability structure will result in lower net interest
income during periods of declining interest rates.

Great Lakes Bank monitors its interest rate sensitivity position and attempts to
limit exposure to interest rate risk. The Bank uses various techniques to
identify and manage its interest rate risk. These include the gap analysis and
use of an earnings simulation model to analyze net interest income sensitivity
and the net present value of equity under rate changes.

The Bank's policy is that the one-year cumulative gap should generally be within
a range of 35% plus or minus at the one year point. As the following table
illustrates, the one-year gap was within this range as of December 31, 2001,
with a positive one-year gap of 27.81%.

The following table illustrates the maturities or repricing of GLB Bancorp's
consolidated assets and liabilities at December 31, 2001, based upon the
contractual maturity or contractual repricing dates of loans and the contractual
maturities of time deposits. Prepayment assumptions have not been applied to
fixed-rate mortgage loans. Demand loans, loans having no stated schedule of
repayments and no stated maturity, and overdrafts are reported as due in one
year or less. Allocation of deposits other than time deposits to the various
maturity and repricing periods is based upon management's best estimate, taking
into account, among other things, a proposed policy statement issued previously
by the FFIEC in a joint regulatory release.

Maturity or Repricing Periods at December 31, 2001

<TABLE>
<CAPTION>
                                               Within 3          4-12            1-5           Over 5
                                                Months          Months          Years           Years          Total
<S>                                          <C>              <C>            <C>             <C>            <C>
Interest-Earning Assets:
Real estate mortgage loans (1)(2)            $ 1,795,073      5,114,721      24,752,431      13,578,789     45,241,014
Commercial loans (1)(2)                       13,899,945      9,860,044      27,440,947       7,760,843     58,961,779
Consumer loans (1)(2)                          2,118,750        763,181       2,190,443       3,068,370      8,140,744
Securities available for sale                  3,631,037              -               -           5,000      3,636,037
Securities held to maturity, at par (2)        2,000,000              -               -         994,700      2,994,700
Cash-interest earning                            240,434              -               -               -        240,434
Federal funds                                 34,206,530              -               -               -     34,206,530
                                             -------------------------------------------------------------------------
Total Interest-Earning Assets                $57,891,769     15,737,946      54,383,821      25,407,702    153,421,238
                                             =========================================================================
Interest-Bearing Liabilities:
Certificates of deposit                      $ 8,957,221     15,927,062       6,107,893               -     30,992,176
Money market                                       3,599         32,393          35,993               -         71,985
DDA interest-bearing                                   -              -       8,337,636       2,084,409     10,422,045
Savings accounts                                       -              -      53,395,419      13,348,856     66,744,275
Borrowings                                             -      2,500,000       8,143,900               -     10,643,900
                                             -------------------------------------------------------------------------
Total Interest-Bearing Liabilities           $ 8,960,820     18,459,455      76,020,841      15,433,265    118,874,381
                                             =========================================================================
Interest Rate Sensitivity Gap                $48,930,949     (2,721,509)    (21,637,020)      9,974,437     34,546,857
Cumulative Interest Rate Sensitivity Gap     $48,930,949     46,209,440      24,572,420      34,546,857
Cumulative Interest Rate Sensitivity
  Gap as a Percent of Total Assets                 29.45%         27.81%          14.79%          20.79%
</TABLE>

(1)  For purposes of the GAP analysis, mortgage and other loans are not reduced
     by the allowance for loan losses and non-performing loans.
(2)  For purposes of the GAP analysis, premiums, unearned discounts, and
     deferred loan fees are excluded.

This analysis of interest-rate sensitivity has a number of limitations. The
"gap" analysis above is based on assumptions concerning such matters as when
assets and liabilities will reprice in a changing interest rate environment.
Because these assumptions are no more than estimates, certain assets and
liabilities indicated as maturing or repricing within a stated period might
actually mature or reprice at different times and at different volumes from
those estimated. The actual pre-


                             GLB Bancorp, Inc. 2001
                                       13
<PAGE>


payments and withdrawals experienced by Great Lakes Bank in the event of a
change in interest rates could deviate significantly from those assumed in
calculating the data shown in the table. Certain assets, adjustable-rate loans
for example, commonly have provisions that limit changes in interest rates each
time the interest rate changes and on a cumulative basis over the life of the
loan. Also, the renewal or repricing of certain assets and liabilities can be
discretionary and subject to competitive and other pressures. The ability of
many borrowers to service their debt could diminish in the event of an interest
rate increase. Therefore, the gap table above does not and can not necessarily
indicate the actual future impact of general interest movements on net interest
income.

Selected Quarterly Financial Data

THE FOLLOWING IS A SUMMARY OF ACTUAL UNAUDITED QUARTERLY RESULTS:

<TABLE>
<CAPTION>
                                              First         Second         Third         Fourth       Year to
2001                                         Quarter        Quarter       Quarter       Quarter         Date
<S>                                        <C>             <C>           <C>           <C>           <C>
Interest income                            $ 2,531,253     2,565,051     2,594,202     2,477,346     10,167,852
Interest expense                             1,043,610     1,142,301     1,194,092       993,186      4,373,189
Net interest income                          1,487,643     1,422,750     1,400,110     1,484,160      5,794,663
Provision for loan losses                       97,500        97,500        75,000        50,000        320,000
Non-interest income                            225,608       269,504       251,144       150,870        897,126
Non-interest expense                         1,213,385     1,271,902     1,312,123     2,214,937      6,012,347
Net income (loss)                              262,412       212,451       173,595      (723,459)       (75,001)
Earnings (loss) per share basic, diluted          0.12          0.10          0.08         (0.34)         (0.04)
----------------------------------------------------------------------------------------------------------------
2000
Interest income                            $ 2,130,202     2,237,419     2,355,401     2,398,100      9,121,122
Interest expense                               797,153       805,202       847,908       902,885      3,353,148
Net interest income                          1,333,049     1,432,217     1,507,493     1,495,215      5,767,974
Provision for loan losses                       45,000        60,000       150,000       112,500        367,500
Non-interest income                            185,080       218,319       212,980       225,509        841,888
Non-interest expense net of merger costs     1,068,516     1,097,057     1,160,776     1,158,420      4,484,769
Net income                                     262,370       320,643       265,449       290,115      1,138,577
Earnings per share basic, diluted                 0.12          0.15          0.12          0.14           0.53
</TABLE>

ACCOUNTING AND REPORTING DEVELOPMENTS

See caption "New Accounting Pronouncements" in Note 1 of the Notes to
Consolidated Financial Statements for a discussion of accounting and reporting
developments which may affect GLB Bancorp.


                             GLB Bancorp, Inc. 2001
                                       14
<PAGE>


Independent Auditors' Report

The Board of Directors
GLB Bancorp, Inc.:

We have audited the accompanying consolidated statements of financial condition
of GLB Bancorp, Inc. and subsidiary as of December 31, 2001 and 2000, and the
related consolidated statements of operations, changes in shareholders' equity,
and cash flows for each of the years in the three-year period ended December 31,
2001. These consolidated financial statements are the responsibility of the
Corporation's management. Our responsibility is to express an opinion on these
consolidated financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of GLB Bancorp, Inc.
and subsidiary as of December 31, 2001 and 2000, and the results of their
operations and their cash flows for each of the years in the three-year period
ended December 31, 2001, in conformity with accounting principles generally
accepted in the United States of America.


/s/KPMG LLP


February 1, 2002


                             GLB Bancorp, Inc. 2001
                                       15
<PAGE>


GLB Bancorp, Inc. and Subsidiary
Consolidated Statements of Financial Condition

December 31, 2001 and 2000

<TABLE>
<CAPTION>
                                                                 2001           2000
<S>                                                         <C>               <C>
ASSETS
Cash and due from banks                                     $  9,207,242      6,354,122
Federal funds sold                                            34,206,530      6,818,970
                                                            ---------------------------
Total cash and cash equivalents                               43,413,772     13,173,092

Securities available for sale,at fair value                    3,636,037      3,790,897
Securities held to maturity (fair value of $2,008,750 and
  $1,988,828 at December 31, 2001 and 2000, respectively)      1,999,592      1,988,971
Loans, net                                                   111,150,086    105,954,789
Stock in Federal Home Loan Bank of Cincinnati, at cost           994,700        638,300
Premises and equipment, net                                    3,196,769      3,103,020
Intangibles, net                                                 535,507        666,246
Other assets                                                     944,861      1,200,538
                                                            ---------------------------
Total assets                                                $165,871,324    130,515,853
                                                            ===========================

LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Deposits:
Non-interest bearing demand deposits                        $ 18,990,170     16,973,088
Interest bearing demand deposits                              10,494,030     10,879,750
Savings accounts                                              66,744,275     42,697,244
Certificate of deposit accounts                               30,992,176     19,753,768
                                                            ---------------------------
Total deposits                                               127,220,651     90,303,850

Advances from the Federal Home Loan Bank                      10,643,900     12,543,900
Accrued expenses and other liabilities                           796,784        877,667
                                                            ---------------------------
Total liabilities                                            138,661,335    103,725,417
                                                            ---------------------------
Commitments and contingencies

Shareholders' equity:
Common stock, no par value; 10,000,000 shares authorized;
 2,134,506 and 2,133,906 shares issued and
 outstanding at December 31, 2001 and 2000,
 respectively, at stated value of $2.50                        5,336,265      5,334,765
Additional paid-in capital                                    19,156,530     19,152,715
Retained earnings                                              2,711,797      2,786,798
Accumulated other comprehensive income (loss)                      5,397       (483,842)
                                                            ---------------------------
Total shareholders' equity                                    27,209,989     26,790,436
                                                            ---------------------------
Total liabilities and shareholders' equity                  $165,871,324    130,515,853
                                                            ===========================
</TABLE>

See accompanying notes to consolidated financial statements.


                             GLB Bancorp, Inc. 2001
                                       16
<PAGE>


GLB Bancorp, Inc. and Subsidiary
Consolidated Statements of Operations
Years ended December 31, 2001, 2000, and 1999

<TABLE>
<CAPTION>
                                                         2001            2000           1999
<S>                                                <C>                <C>             <C>
INTEREST INCOME:
Loans                                              $  8,907,458       8,184,571       6,302,547
Federal funds sold                                      931,807         625,913       1,002,537
Securities                                              328,587         310,638         255,292
                                                   ---------------------------------------------
Total interest income                                10,167,852       9,121,122       7,560,376
                                                   ---------------------------------------------

INTEREST EXPENSE:
Deposits                                              3,494,939       2,661,427       2,325,702
FHLB advances                                           878,250         691,721         613,635
                                                   ---------------------------------------------
Total interest expense                                4,373,189       3,353,148       2,939,337
                                                   ---------------------------------------------
Net interest income                                   5,794,663       5,767,974       4,621,039
Provision for loan losses                               320,000         367,500         151,000
                                                   ---------------------------------------------
Net interest income after
provision for loan losses                             5,474,663       5,400,474       4,470,039
                                                   ---------------------------------------------

OTHER INCOME:
Service charges on demand deposits                      393,355         340,261         225,001
Other loan fees                                         252,959         230,653         192,496
Other service charges and fees                          305,182         207,695         176,061
Mortgage banking activities, net                       (215,470)         27,907          14,900
Gain on sale of loans held for sale                     161,100          35,372          41,851
                                                   ---------------------------------------------
Total other income                                      897,126         841,888         650,309
                                                   ---------------------------------------------

OTHER EXPENSES:
Impairment loss on securities available for sale        907,411               -               -
Compensation and related benefits                     2,431,681       2,179,747       1,823,597
Office occupancy and equipment, net                   1,103,630         968,214         808,010
Professional fees                                       201,555         139,031         148,377
Advertising                                             121,246         120,235         102,267
Amortization of intangibles                              74,799          74,799          74,799
Ohio franchise tax                                      203,959         128,000         117,454
Data processing                                         272,606         249,562         190,411
Office supplies and printing                            170,176         137,805         130,801
FDIC deposit insurance                                   17,740          16,543           7,854
Credit card processing                                  106,876         106,729          77,627
Year 2000 expense                                             -           7,223          25,486
Merger related expense                                        -               -         168,354
Other operating expense                                 400,668         356,881         287,776
                                                   ---------------------------------------------
Total other expenses                                  6,012,347       4,484,769       3,962,813
                                                   ---------------------------------------------
Income before income taxes                              359,442       1,757,593       1,157,535

INCOME TAX EXPENSE:
Federal - Current                                       437,683         624,522         395,218
Federal - Deferred                                      (34,967)        (58,134)         15,076
State                                                    31,727          52,628          36,000
                                                   ---------------------------------------------
Total income tax expense                                434,443         619,016         446,294
                                                   ---------------------------------------------
Net income (loss)                                  $    (75,001)      1,138,577         711,241
                                                   =============================================
Earnings (loss) per share basic, diluted           $      (0.04)           0.53            0.33
                                                   =============================================
</TABLE>

See accompanying notes to consolidated financial statements.


                             GLB Bancorp, Inc. 2001
                                       17
<PAGE>

Bancorp, Inc. and Subsidiary
Consolidated Statements of Changes in Shareholders' Equity
Years ended December 31, 2001, 2000, and 1999

<TABLE>
<CAPTION>
                                                                                                      Accumulated
                                                                        Additional                      Other
                                                           Common        Paid-in       Retained      Comprehensive
                                                            Stock         Capital       Earnings      Income (loss)     Total
<S>                                                       <C>           <C>            <C>             <C>          <C>
BALANCE AT DECEMBER 31, 1998                            $ 5,334,765     19,152,715       936,980          7,192     25,431,652
Comprehensive income:
Change in unrealized loss on
securities available for sale, net of tax                         -              -             -       (514,088)      (514,088)

       Net income                                                 -              -       711,241              -        711,241
                                                                                                                      ---------
Total comprehensive income                                                                                             197,153
                                                        -----------------------------------------------------------------------
BALANCE AT DECEMBER 31, 1999                              5,334,765     19,152,715     1,648,221       (506,896)    25,628,805
Comprehensive income:
Change in unrealized gain on
securities available for sale, net of tax                         -              -             -         23,054         23,054

       Net income                                                 -              -     1,138,577              -      1,138,577
                                                                                                                     ----------
Total comprehensive income                                                                                           1,161,631
                                                        -----------------------------------------------------------------------
BALANCE AT DECEMBER 31, 2000                              5,334,765     19,152,715     2,786,798       (483,842)    26,790,436
Comprehensive income:
Change in unrealized loss on
securities available for sale, net of tax                         -              -             -        489,239        489,239

       Net income (loss)                                          -              -       (75,001)             -        (75,001)
                                                                                                                     ----------

Total comprehensive income                                                                                             414,238
                                                                                                                     ----------

Issuance of 600 shares of common stock
under stock option plans                                      1,500          3,815             -              -          5,315
                                                        -----------------------------------------------------------------------

BALANCE AT DECEMBER 31, 2001                            $ 5,336,265     19,156,530     2,711,797          5,397     27,209,989
                                                        =======================================================================
                                                                                Years End December 31,
                                                          2001                          2000                       1999
DISCLOSURE OF RECLASSIFICATION AMOUNT:
Unrealized holding gains (losses) arising during
the period, net of tax effect of $(45,208)
$12,413, ($276,649), for the years ended
December 31, 2001, 2000 and 1999, respectively          $  (109,652)                    23,054                  (514,088)

Less reclassification adjustment for gains and losses
included in net income (loss)                               598,891                          -                         -
                                                        -----------------------------------------------------------------------
Change in unrealized gain (loss) on securities
available for sale, net of tax                          $   489,239                     23,054                  (514,088)
                                                        =======================================================================
</TABLE>


See accompanying notes to consolidated financial statements.


                             GLB Bancorp, Inc. 2001
                                       18
<PAGE>


GLB Bancorp, Inc. and Subsidiary
Consolidated Statements of Cash Flows
Years ended December 31, 2001, 2000, and 1999

<TABLE>
<CAPTION>
                                                              2001          2000              1999
<S>                                                    <C>                <C>               <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)                                      $    (75,001)      1,138,577         711,241
Adjustments required to reconcile net income
to net cash provided by operating activities:
   Amortization of intangibles                               74,799          74,799          74,799
   Valuation allowance/mortgage servicing rights            283,890          22,622          30,679
   Impairment loss on securities available for sale         907,411            --              --
   Depreciation                                             309,348         306,439         272,029
   Premium amortization and discount accretion, net         (11,321)        (25,596)          6,572
   Net deferred loan origination fees and costs              83,550         (13,922)         10,433
   Origination of loans held for sale                   (17,628,313)     (4,776,168)     (6,334,068)
   Proceeds from sale of loans held for sale             17,666,755       4,763,318       6,304,064
   Gain on sale of loans held for sale                     (161,100)        (35,372)        (41,851)
   Provision for loans losses                               320,000         367,500         151,000
   Origination of mortgage servicing rights                (227,950)        (64,102)       (113,019)
   Decrease (increase) in other assets                       (4,854)       (214,741)         32,090
   Increase (decrease) in accrued expenses
     and other liabilities                                  (48,697)         77,459          15,509
   Deferred federal income taxes                            (34,967)        (58,134)         15,076
                                                       --------------------------------------------
Net cash provided by operating activities                 1,453,550       1,562,679       1,134,554
                                                       --------------------------------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Purchases of securities held to maturity              (1,999,300)     (1,463,142)       (499,063)
   Purchases of securities available for sale                  --              --        (1,720,277)
   Maturities and payments of securities
     held to maturity                                     2,000,000       1,500,000         500,000
   Purchase of FHLB stock                                  (356,400)        (85,600)        (93,700)
   Origination of loans, net of principal collected      (5,476,189)    (18,847,643)    (27,171,619)
   Purchases of premises and equipment                     (403,097)       (204,195)       (808,690)
   Disposals of premises and equipment                         --            28,454           7,198
                                                       --------------------------------------------
Net cash used in investing activities                    (6,234,986)    (19,072,126)    (29,786,151)
                                                       --------------------------------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Net proceeds from issuance of common stock                 5,315            --              --
   Net increase in deposits                              36,916,801       8,159,187      13,489,537
   Cash proceeds from FHLB advances                       8,143,900       3,768,900       3,000,000
   Cash repayments of FHLB advances                     (10,043,900)     (1,725,000)     (1,500,000)
                                                       --------------------------------------------
Net cash provided by financing activities                35,022,116      10,203,087      14,989,537
                                                       --------------------------------------------
Net increase (decrease) in cash and cash equivalents     30,240,680      (7,306,360)    (13,662,060)

Cash and cash equivalents at beginning of year           13,173,092      20,479,452      34,141,512
                                                       --------------------------------------------
Cash and cash equivalents at end of year               $ 43,413,772      13,173,092      20,479,452
                                                       ============================================

Supplemental disclosure of cash flow information
   Interest paid                                       $  4,313,584       3,312,200       2,933,050
   Income taxes paid                                        450,835         697,887         346,000
                                                       ============================================
</TABLE>

See accompanying notes to consolidated financial statements.


                             GLB Bancorp, Inc. 2001
                                       19
<PAGE>


GLB Bancorp, Inc. and Subsidiary
Notes to Consolidated Financial Statements
December 31, 2001, 2000, and 1999

(1)  NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     The consolidated financial statements include the accounts of GLB Bancorp,
     Inc. (the "Corporation") and its wholly-owned subsidiary, Great Lakes Bank,
     an Ohio-chartered bank (the "Bank"). All significant intercompany
     transactions and balances have been eliminated in consolidation.

     The Corporation's activities are considered to be a single industry segment
     for financial reporting purposes. GLB Bancorp, Inc. is a one-bank holding
     company engaged primarily in providing deposit and lending services to
     individuals and small to medium-sized businesses within Lake County, Ohio.
     The Bank offers its banking services through its main office and branches
     located in Mentor, Mentor on the Lake, Painesville, Wickliffe, Eastlake,
     Madison, Concord, Willoughby, and Willoughby Hills, Ohio. The deposit
     products offered by the Bank include checking and savings accounts and
     certificates of deposit. The Bank's lending services focus primarily on
     secured lending both for commercial real estate and single-family lending.
     The majority of the Bank's income is derived from commercial, mortgage, and
     retail lending activities. The Bank is subject to competition from other
     financial institutions and is regulated by certain federal and state
     agencies and undergoes periodic examinations by those regulatory
     authorities.

(a)  Basis of Presentation
     The financial statements have been prepared in conformity with accounting
     principles generally accepted in the United States of America. In preparing
     the financial statements, management is required to make estimates and
     assumptions that affect the reported amounts of assets and liabilities as
     of the date of the balance sheet and the reported amounts of revenues and
     expenses for the reporting period. Actual results could differ from those
     estimates.

(b)  Securities
     The Corporation classifies its securities as either held to maturity or
     available for sale as the Corporation does not hold any securities
     considered to be trading. Securities which are classified as being held to
     maturity are carried at amortized cost, as adjusted for the amortization of
     premiums and accretion of discounts using a level yield method. The
     Corporation has the ability and positive intent to hold these securities to
     maturity. Securities available for sale are carried at fair value with
     unrealized gains and losses included as a component of accumulated other
     comprehensive income. A decline in fair value of any available for sale or
     held to maturity security below cost that is deemed other than temporary is
     charged to earnings resulting in establishment of a new cost basis for the
     security.

(c)  Loans
     Loans receivable are carried at unpaid principal balances, less the
     allowance for loan losses and net deferred loan origination fees. Interest
     on loans is credited to income as earned. The accrual of interest on loans
     is discontinued when, in the opinion of management, there is an indication
     that the borrower may be unable to meet payments as they become due. Upon
     such discontinuance, all unpaid accrued interest is reversed. Loans are
     returned to an accrual status when both principal and interest are current
     and the loan is determined to be performing in accordance with the
     applicable loan terms.

     Impaired loans include all nonaccrual and restructured commercial real
     estate and other commercial loans. Residential real estate and consumer
     loans are excluded from the definition of an impaired loan. Loan impairment
     is measured as the present value of expected future cash flows discounted
     at the loan's initial interest rate, the fair value of the collateral of an
     impaired collateral dependent loan or an observable market price. Interest
     income on impaired loans is recognized on a cash-basis method.


                             GLB Bancorp, Inc. 2001
                                       20
<PAGE>


     GLB Bancorp, Inc. and Subsidiary
     Notes to Consolidated Financial Statements
     December 31, 2001, 2000, and 1999

     Loan origination fees and certain direct loan origination costs are
     deferred, and the net amounts are amortized as an adjustment of the related
     loan's yield using the effective yield method over the contractual life of
     the related loans.

     The Corporation originates some mortgage loans with the intent to sell.
     These loans are sold as soon as the application is taken. Mortgage
     servicing rights associated with loans originated and sold, where servicing
     is retained, are capitalized and included in intangibles assets in the
     statement of financial condition. The servicing rights capitalized are
     amortized over the estimated life of the individual loan. Management
     measures impairment of servicing rights based on predominant risk
     characteristics of the underlying serviced loans such as type, fixed and
     adjustable rate loans, original terms, and interest rates. Any impairment
     is recorded as a valuation allowance.

(d)  Allowance for Loan Losses
     The allowance for loan losses is maintained at a level adequate to absorb
     probable losses. Management determines the adequacy of the allowance based
     upon the review of individual credits, recent loss experience, current
     economic conditions, the risk characteristics of the various categories of
     loans, and other pertinent factors. Loans deemed uncollectible are charged
     to the allowance. Provisions for loan losses and recoveries on loans
     previously charged off are added to the allowance. This evaluation is
     inherently subjective as it requires estimates that are susceptible to
     significant revision as more information becomes available.

(e)  FHLB Stock
     Federal law requires a member institution of the Federal Home Loan Bank
     system to hold common stock of its district FHLB according to a
     predetermined formula. This investment is stated at cost, which represents
     redemption value, and may be pledged to secure FHLB advances.

(f)  Premises and Equipment
     Premises and equipment are stated at cost, less accumulated depreciation
     and amortization. Depreciation and amortization are computed principally on
     the straight-line method over the estimated useful lives of the assets.

(g)  Intangible Assets
     Intangible assets include goodwill, deposit based intangible and mortage
     servicing rights. Goodwill is the excess of the purchase price over the
     fair value of net assets. Goodwill is amortized using the straight-line
     method over ten years, the estimated period to be benefited. The deposit
     base intangible is being amortized over 10 years, the estimated period to
     be benefited, based on the present value of cash flows. Mortage servicing
     rights are included in the loan footnote (1) (c) above. On a periodic
     basis, the Corporation reviews its intangible assets and estimated useful
     lives for events or changes in circumstances that may indicate that the
     carrying amount of the assets may not be recoverable.

(h)  Federal Income Taxes
     The Corporation and the Bank file consolidated tax returns.

     The Corporation accounts for income taxes under the asset and liability
     method. Under the asset and liability method, deferred tax assets and
     liabilities are recognized for the future tax consequences attributable to
     differences between the financial statement carrying amounts of existing
     assets and liabilities and their respective tax bases. Deferred tax assets
     and liabilities are measured using enacted tax rates expected to apply to
     taxable income in the year in which those temporary differences are
     expected to be recovered or settled. The effect on deferred tax assets and
     liabilities of a change in tax rates is recognized in the period that
     includes the enactment date.

(i)  Cash and Cash Equivalents
     The Corporation considers all highly liquid debt instruments with purchased
     maturities of three months or less to be cash equivalents. For the purpose
     of presentation in the statements of cash flows, cash and cash equivalents
     are defined as those amounts included in the statements of financial
     condition captions "Cash and due from banks" and "Federal funds sold."


                             GLB Bancorp, Inc. 2001
                                       21
<PAGE>


     GLB Bancorp, Inc. and Subsidiary
     Notes to Consolidated Financial Statements
     December 31, 2001, 2000, and 1999

(j)  Earnings (loss) Per Share
     The following table reconciles the weighted average shares outstanding and
     the income available to common shareholders used for basic and diluted
     earnings (loss) per share:

<TABLE>
<CAPTION>
                                                                Year ended December 31,
                                                          2001          2000          1999
<S>                                                    <C>            <C>           <C>
     Weighted average number of common shares
       outstanding used in basic earnings (loss)
       per common share calculation                    2,133,950      2,133,906     2,133,906
     Dilutive effect of stock options                      1,814           --             414
                                                     ----------------------------------------
     Weighted average number of shares outstanding
       adjusted for effect of dilutive securities
       used in diluted EPS calculation                 2,135,764      2,133,906     2,134,320
                                                     ========================================
     Net income (loss)                               $   (75,001)     1,138,577       711,241
                                                     ========================================
     Basic earnings (loss) per common share          $      (.04)           .53           .33
                                                     ========================================
     Diluted earnings (loss) per common share        $      (.04)           .53           .33
                                                     ========================================
</TABLE>


(k)  New Accounting Pronouncements
     The Financial Accounting Standards Board (FASB) issued Statement of
     Financial Accounting Standards (SFAS) No. 133, "Accounting for Derivative
     Instruments and Hedging Activities" with an effective date for all fiscal
     quarters of fiscal years beginning after June 15, 1999, which was amended
     by SFAS No. 138 which changed the effective date to fiscal years beginning
     after June 15, 2000. These statements establish accounting and reporting
     standards for derivative instruments and for hedging activities. They
     require that an entity recognize derivatives as either assets or
     liabilities at fair value with gains or losses determined depending on the
     intended use of the derivative and its resulting designation. These
     statements were not to be applied retroactively to prior period financial
     statements. The Corporation adopted SFAS No. 133 as amended by SFAS No. 138
     on January 1, 2001 and there was no effect, as the Corporation does not
     currently engage in derivative activities.

     On July 20, 2001, the FASB issued SFAS No. 141,"Business Combinations" and
     SFAS No. 142, " Goodwill and Other Intangible Assets." SFAS No. 141
     requires all business combinations initiated after June 30, 2001 to be
     accounted for using the purchase method. SFAS No. 142 replaces the
     requirement to amortize intangible assets with indefinite lives and
     goodwill with a requirement for an impairment test. SFAS No. 142 also
     requires an evaluation of intangible assets and their useful lives and a
     transitional impairment test for goodwill and certain intangible assets.
     After transition, the impairment tests will be performed annually. A
     company must adopt SFAS No. 142 at the beginning of the fiscal year. GLB
     Bancorp adopted SFAS No. 141 as of July 1, 2001 and will adopt SFAS No. 142
     as of January 1, 2002. The adoption of SFAS No. 141 did not have an effect
     on the corporation's financial position or results of operations.
     Management does not believe the adoption of SFAS No. 142 will have a
     material effect on the Corporation's financial position or results of
     operations.

     In August 2001, the FASB issued SFAS No. 144, "Accounting for the
     Impairment or Disposal of Long-Lived Assets." SFAS No. 144 addresses the
     accounting and reporting for the impairment or disposal of long-lived
     assets. This statement provides a single accounting model for long-lived
     assets to be disposed of. New criteria must be met to classify the asset as
     an asset held-for-sale. This statement also focuses on reporting the
     effects of a disposal of a segment of a business. This statement is
     effective for fiscal years beginning after December 15, 2001. The
     Corporation has not yet assessed the impact of SFAS No. 144 on its
     financial statements.


                             GLB Bancorp, Inc. 2001
                                       22
<PAGE>


     GLB Bancorp, Inc. and Subsidiary
     Notes to Consolidated Financial Statements
     December 31, 2001, 2000, and 1999

(2)  SECURITIES

     A summary of securities at December 31, 2001 and 2000, follows:


<TABLE>
<CAPTION>
                                                                  Gross       Gross
                                               Amortized       Unrealized    Unrealized    Fair
                                                  Cost            Gains        Losses      Value
     <S>                                        <C>                  <C>        <C>      <C>
     2001
     Securities held to maturity:
     United States government
     and agency obligations                     $1,999,592        9,158         --       2,008,750
                                                ==================================================
     Securities available for sale:
     Equity securities                          $3,627,859        8,178         --       3,636,037
                                                ==================================================

     2000
     Securities held to maturity:
     United States government
     and agency obligations                     $1,988,971           93         (236)    1,988,828
                                                ==================================================
     Securities available for sale:
     Equity securities                          $4,535,270        2,500     (746,873)    3,790,897
                                                ==================================================

     There were no sales of securities for the years ended December 31,2001and
     2000

     The scheduled maturities of debt securities at December 31, 2001 are as
     follows:

                                                                          Amortized      Fair
                                                                            Cost         Value
     Due in one year or less                                             $1,999,592    2,008,750
                                                                         =======================
</TABLE>

     The carrying value of securities pledged to secure public deposits and for
     other purposes required by law amounted to approximately $1,216,172 and
     $1,190,000 at December 31, 2001 and 2000, respectively.


                             GLB Bancorp, Inc. 2001
                                       23
<PAGE>


     GLB Bancorp, Inc. and Subsidiary
     Notes to Consolidated Financial Statements
     December 31, 2001, 2000, and 1999

(3)  LOANS AND ALLOWANCE FOR LOAN LOSSES

                                                       2001             2000

     Residential real estate                    $  41,843,093       44,954,193
     Residential construction                       4,629,479        4,342,188
     Commercial real estate and other              52,131,171       43,136,917
     Commercial construction                       10,218,998       11,267,258
     Consumer                                       8,150,945        7,104,179
                                                ------------------------------
                                                  116,973,686      110,804,735

     Undisbursed loans in progress                 (4,432,050)      (3,846,120)
     Unamortized loan origination fees, net          (194,524)        (110,975)
     Allowance for loan losses                     (1,197,026)        (892,851)
                                                ------------------------------

     Loans,net                                  $ 111,150,086      105,954,789
                                                ==============================

     An analysis of the change in the allowance for loan losses for the years
     ended December 31, 2001, 2000, and 1999, follows:

                                                 2001        2000         1999

     Balance at beginning of year         $     892,851     625,371     482,418
     Provision for loan losses                  320,000     367,500     151,000
     Charge-offs                                (23,624)   (104,712)    (26,469)
     Recoveries                                   7,799       4,692      18,422
                                          -------------------------------------
     Balance at end of year               $   1,197,026     892,851     625,371
                                          =====================================


     There was one loan totaling $66,427 on nonaccrual status at December
     31, 2000 and no loans on nonaccrual status at December 31, 2001.

     There were no impaired loans and no loans held for sale at December
     31, 2001 and 2000.

(4)  PREMISES AND EQUIPMENT

     A summary of premises and equipment, less accumulated depreciation and
     amortization, at December 31, 2001 and 2000, follows:

                                                         2001            2000
     Land                                            $ 1,089,272      1,089,272
     Buildings                                         1,240,920      1,240,920
     Leasehold improvements                              155,750        113,034
     Furniture, fixtures, and equipment                2,118,770      1,758,389
                                                     --------------------------
                                                       4,604,712      4,201,615
     Less accumulated depreciation and amortization   (1,407,943)    (1,098,595)
                                                     --------------------------

                                                     $ 3,196,769      3,103,020
                                                     ==========================

                             GLB Bancorp, Inc. 2001
                                       24


<PAGE>


     GLB Bancorp, Inc. and Subsidiary
     Notes to Consolidated Financial Statements
     December 31, 2001, 2000, and 1999

(5)  INTANGIBLES

     Intangible assets at December 31, 2000 and 1999, consist of the
     following:

                                                          2001         2000

     Goodwill                                        $   440,801     440,801
     Deposit base intangible                             395,416     395,416
     Mortgage servicing rights                           710,241     482,291
                                                     ------------------------
                                                       1,546,458   1,318,508
     Less valuation allowance for mortgage
         servicing rights                               (189,538)       --
     Less accumulated amortization                      (821,413)   (652,262)
                                                     ------------------------
                                                     $   535,507     666,246
                                                     ========================

     Amortization expense for goodwill amounted to $44,080 for each of the years
     ended December 31, 2001, 2000, and 1999. Amortization expense for deposit
     base intangibles amounted to $30,719 for each of the years ended December
     31, 2001, 2000, and 1999.

     Originated mortgage servicing rights capitalized and amortized during the
     years ended December 31, 2001 and 2000 consist of the following:

                                                      2001              2000

     Balance at beginning of year                 $ 403,312           361,832
     Amount capitalized                             227,950            64,102
     Amortization                                   (94,352)          (22,622)
     Valuation allowance                           (189,538)             --
                                                  ----------------------------

     Balance at end of year                       $ 347,372           403,312
                                                  ============================

     The fair market value of these rights was $347,372 and $403,312 at December
     31, 2001 and 2000, respectively. The Corporation serviced $33.5 million and
     $22.0 million of residential mortgage loans for others at December 31,
     2001 and 2000, respectively.

     Mortgage banking activities, net, including gains on sales of loans for
     each of the years ended December 31, 2001, 2000 and 1999 follows:

                                                   2001       2000      1999

     Mortgage loan servicing fees              $  68,420     50,529    45,579
     Amortization of mortgage servicing rights   (94,352)   (22,622)  (30,679)
     Gain on sale of loans held for sale         161,100     35,372    41,851
     Fair market value adjustment               (189,538)      --        --
                                               -------------------------------

                                               $ (54,370)    63,279    56,751
                                               ===============================


                             GLB Bancorp, Inc. 2001
                                       25
<PAGE>
     GLB Bancorp, Inc. and Subsidiary
     Notes to Consolidated Financial Statements
     December 31, 2001, 2000, and 1999

(6)  DEPOSITS

     The following table summarizes types of deposit accounts by interest rate:

<TABLE>
<CAPTION>
                                                             2001                                   2000

     Type of account                                        Average                                Average
     and stated deposit rates                Amount          Yield          %         Amount        Yield     %
     -------------------------------------------------------------------------------------------------------------------
<S>                                      <C>                 <C>          <C>       <C>             <C>     <C>
     Non-interest bearing
       demand deposits                   $ 18,990,170        0.00%        14.9%     16,973,088      0.00%   18.8%
     Interest bearing
       demand deposits                     10,494,030        1.23%         8.2%     10,879,750      1.46%   12.0%
     Savings accounts                      66,744,275        3.38%        52.5%     42,697,244      3.74%   47.3%
                                         -------------------------------------------------------------------------------
     Total transaction accounts            96,228,475                     75.6%     70,550,082                78.1%

     Certificates of deposit:
     2.00% and less                           305,518                      0.3%           --                   --
     2.01% to 3.00%                           761,314                      0.6%           --                   --
     3.01% to 4.00%                         9,106,635                      7.2%           --                   --
     4.01% to 5.00%                        10,699,846                      8.4%      2,693,253               3.0%
     5.01% to 6.00%                         3,719,161                      2.9%      6,408,086               7.1%
     6.01% to 7.00%                         6,399,702                      5.0%     10,034,286              11.1%
     7.01% to 8.00%                              --                         --         618,143               0.7%
                                         -------------------------------------------------------------------------------
     Total certificates of deposit         30,992,176        5.60%        24.4%     19,753,768      5.63%   21.9%

     Total deposits                      $127,220,651        3.81%       100.0%     90,303,850      3.85%  100.0%
                                         ===============================================================================
</TABLE>

     The remaining term to maturity of certificates of deposits are as follows:

                                         2001                    2000
                                 Amount          %       Amount          %
                            --------------------------------------------------
     12 months or less      $ 24,884,280       80.3%   15,241,807      77.2%
     13 to 24 months           3,110,924       10.0%    2,358,465      11.9%
     25 to 36 months             572,261        1.9%    1,435,940       7.3%
     over 36 months            2,424,711        7.8%      717,556       3.6%
                            --------------------------------------------------
     Total                  $ 30,992,176      100.0%   19,753,768     100.0%
                            ==================================================

     Interest expense on deposits is summarized as follows:

                                           2001           2000           1999

     Interest bearing demand deposits   $  128,499       137,071       109,161
     Savings accounts                    1,801,513     1,651,874     1,436,033
     Certificates of deposit             1,564,927       872,482       780,508
                                        ---------------------------------------
     Total                              $3,494,939     2,661,427     2,325,702
                                        =======================================


                             GLB Bancorp, Inc. 2001
                                       26
<PAGE>


     GLB Bancorp, Inc. and Subsidiary
     Notes to Consolidated Financial Statements
     December 31, 2001, 2000, and 1999

     The following table discloses the time deposits that are $100,000 or more,
     by time remaining until maturity at December 31, 2001:

     3 months or less                $   1,856,496
     4 through 6 months                  2,717,394
     7 through 12 months                 3,440,838
     over 12 months                      1,467,619
                                     --------------
          Total                      $   9,482,347
                                     ==============
(7)  ADVANCES FROM THE FEDERAL HOME LOAN BANK (FHLB)

     A summary of FHLB advances at December 31, 2001 and 2000, follows:

                                                     Amount
     Maturity         Interest Rate             2001                2000

     2001             5.8%                $       --             3,000,000
     2001             6.8%                        --             5,000,000
     2002             6.75%                  2,500,000           2,500,000
     2003             5.19%                  3,000,000                --
     2004             5.60%                  5,143,900                --
     Variable         (6.75% at
                      December 31, 2000)          --             2,043,900
                                          --------------------------------
                                          $ 10,643,900          12,543,900
                                          ================================

     FHLB advances are secured by a blanket lien on first mortgage loans with
     balances totaling 135 percent of such advances at December 31, 2001. The
     FHLB stock also serves as collateral for the advances.

(8)  EMPLOYEE BENEFIT PLANS

     The Corporation sponsors a 401(k) defined contribution plan covering
     substantially all of its employees. Employees can contribute up to 15% of
     their annual salaries. The Bank has the option of making matching
     contributions of up to 6% of the participants' total annual compensation.
     Beginning in January 2000, the Bank elected to make matching contributions.
     For the years ended December 31, 2001 and 2000, the amount expensed for
     matching contributions was $40,400 and $27,929, respectively.

     The Corporation had a noncontributory defined benefit pension plan that
     covered all employees who had reached age 21 and completed 1,000 hours of
     service during their anniversary year. The Corporation's funding policy was
     to make contributions to the plan equal to the minimum contribution
     required by the Employee Retirement Income Security Act of 1974. On January
     1, 1999, the Bank froze the plan with an expected termination date of March
     31, 1999. On December 29, 1999, funds were disbursed to plan participants
     as rollovers or cash distributions. Additional funding was deposited at
     that time to fulfill the Bank's obligation in the termination. The Bank
     recognized a loss in its financial statements of $29,306 for 1999.


                             GLB Bancorp, Inc. 2001
                                       27
<PAGE>


     GLB Bancorp, Inc. and Subsidiary
     Notes to Consolidated Financial Statements
     December 31, 2001, 2000, and 1999

(9)  STOCK OPTION AND INCENTIVE PLAN
     On February 17, 1998,the shareholders adopted a Stock Option and Incentive
     Plan (the "Plan") for officers, employees and non-employee directors. Under
     the 1998 Plan, 28,000 shares of common stock were reserved for issuance
     with options to be vested and exercisable in five equal annual installments
     from the date of grant. On April 24, 2001, the shareholders approved an
     increase in the number of shares available for issuance under the original
     "Plan" from 28,000 to 100,000 shares of common stock.

<TABLE>
<CAPTION>
                                                                               Shares
                                                                   Options
                                                                  Available
                                                                     for               Outstanding
                                                                    Grant                Options
<S>                                                                 <C>                    <C>
     December 31, 1998                                              15,700                 12,300
     Granted                                                       (10,675)                10,675
                                                                   --------------------------------
     December 31, 1999                                               5,025                 22,975
                                                                   --------------------------------
     Granted                                                          --                     --
                                                                   --------------------------------
     December 31, 2000                                               5,025                 22,975
                                                                   --------------------------------
     Options authorized                                             72,000                   --
     Exercised                                                        --                     (600)
     Forfeited                                                       8,900                 (8,900)
     Granted                                                       (10,725)                10,725
                                                                   --------------------------------
     December 31, 2001                                              75,200                 24,200
                                                                   ================================

                                                                     2001         2000       1999

     Exercisable at $13.00 per share: expiring February 17, 2008     2,000        2,000      2,000
     Exercisable at $13.50 per share: expiring November 17, 2008     7,200       10,300     10,300
     Exercisable at $ 9.63 per share: expiring November 16, 2009      --            200        200
     Exercisable at $ 8.625 per share: expiring December 15, 2009    7,375       10,475     10,475
     Exercisable at $8.00 per share: expiring January 16, 2011       7,425         --         --
     Exercisable at $8.00 per share: expiring April 24, 2011           200         --         --
                                                                    ------------------------------
     Outstanding options at year end                                24,200       22,975     22,975
                                                                    ==============================
</TABLE>

     SFAS No. 123, Accounting for Stock-Based Compensation, encourages, but does
     not require, adoption of a fair-value-based accounting method for employee
     stock-based compensation arrangements. Management has elected to continue
     to use the Accounting Principles Board Opinion 25, Accounting for Stock
     Issued to Employees, intrinsic value method for measurement and recognition
     of stock-based compensation. Accordingly, no compensation cost has been
     recognized. Had compensation cost for the Corporation's plan been
     determined consistent with SFAS No. 123, the Corporation's net income
     (loss) and earnings (loss) per share would have been reduced to the pro
     forma amounts indicated below:

                                            2001          2000          1999
     NET INCOME (LOSS)
     As reported                       $  (75,001)      1,138,577      711,241
     Pro forma                            (98,342)      1,112,637      686,714

     EARNINGS (LOSS) PER COMMON SHARE
     Basic
     As reported                             (.04)            .53          .33
     Pro forma                               (.05)            .52          .32

     Diluted
     As reported                             (.04)            .53          .33
     Pro forma                               (.05)            .52          .32


                             GLB Bancorp, Inc. 2001
                                       28
<PAGE>


     GLB Bancorp, Inc. and Subsidiary
     Notes to Consolidated Financial Statements
     December 31, 2001, 2000, and 1999

     The fair value for each option grant used in the foregoing pro forma
     amounts is estimated on the date of grant using the Black-Scholes
     option-pricing model. The model incorporates the following weighted-average
     assumptions; for grants in 2001 and 1999: expected dividend yield of 0%,
     and expected volatility of 72% and 65% in 2001 and 55% in 1999; average
     risk free interest rates of 4.96% in 2001 and 6.23% in 1999. No options
     were granted in 2000. The expected lives range from five to ten years for
     all options granted.

(10) COMMITMENTS AND CONTINGENCIES

     The Corporation has entered into nine lease agreements which expire between
     2003 and 2012, covering the rental of buildings and equipment. For four of
     the leases, the lessors are directors or significant shareholders of the
     Corporation. The following is a schedule by years of approximate future
     minimum rental payments, exclusive of any maintenance, utilities, or real
     estate taxes, required under operating leases that have initial or
     remaining noncancelable lease terms in excess of one year.

                             Year Ending December 31:
                       2002                  $    323,904
                       2003                       340,610
                       2004                       316,410
                       2005                       308,292
                       2006                       275,032
                       Thereafter                 946,289
                                             ------------
     Total minimum lease payments            $  2,510,537
                                             ============

     Rental expense for all operating leases was $232,357, $201,022 and $161,822
     for the years ended December 31, 2001, 2000 and 1999, respectively.

     In the ordinary course of business, the Corporation is involved in pending
     legal proceedings. In the opinion of management, any liabilities that may
     result would not be expected to have a material adverse effect on the
     consolidated financial statements of the Corporation.


                             GLB Bancorp, Inc. 2001
                                       29
<PAGE>


     GLB Bancorp, Inc. and Subsidiary
     Notes to Consolidated Financial Statements
     December 31, 2001, 2000, and 1999

(11) RELATED PARTIES

     The Bank has entered into transactions with its directors, significant
     shareholders, and executive officers of the Corporation and their
     affiliates (related parties). Such transactions were made in the ordinary
     course of business on substantially the same terms and conditions,
     including interest rates and collateral, as those which have been made or
     would be made for comparable transactions with other customers and did not,
     in the opinion of management, involve more than normal credit risk or
     present other unfavorable features. The following is a schedule of the
     aggregate amount of outstanding loans to such related parties at December
     31, 2001 and 2000:

                                                         2001            2000

     Aggregate amount of loans at beginning of year  $ 1,014,373        658,163
     Loans originated during the year                  1,011,012        672,397
     Repayments made during the year                    (182,867)      (316,187)
                                                     ---------------------------
     Aggregate amount of loans at end of year        $ 1,842,518      1,014,373
                                                     ===========================

     The Bank had $5,650,392 and $7,434,056 in deposits of such related parties
     at December 31, 2001 and 2000, respectively.

     The Corporation is currently involved in four leases for which the lessors
     are directors or significant shareholders of the Corporation.

(12) INCOME TAXES

     The accompanying financial statements reflect income taxes at amounts
     different from those computed by applying the U.S. federal income tax
     statutory rate to income before income taxes. The reasons for these
     differences are as follows:



<TABLE>
<CAPTION>
                                                        2001                    2000                     1999
                                                               Percent                Percent                   Percent
                                                 Amount        of pretax  Amount      of pretax     Amount      of pretax
                                                               income                 income                    income
                                               ---------------------------------------------------------------------------
<S>                                            <C>              <C>      <C>           <C>         <C>           <C>
     Computed expected tax expense             $ 125,804        35.00%   615,158       35.00%      405,137       35.00%

     Increase (decrease) in taxes
     resulting from:
     Benefit of lower tax bracket                 (3,594)       (1.00)   (17,576)      (1.00)      (11,575)      (1.00)
     State income tax, net of federal benefit     20,940         5.82     34,734        1.98        23,760        2.05
     Change in valuation allowance for
      deferred tax assets                        308,520        85.84         --          --            --          --
     Goodwill amortization                        14,987         4.17     14,987         .85        14,987        1.30
     Other                                       (32,214)       (8.96)   (28,287)      (1.61)       13,985        1.21
                                               ---------------------------------------------------------------------------

     Actual tax expense                        $ 434,443       120.87%   619,016       35.22%      446,294       38.56%
                                               ========================================================================
</TABLE>


                             GLB Bancorp, Inc. 2001
                                       30
<PAGE>
GLB Bancorp, Inc. and Subsidiary
Notes to Consolidated Financial Statements
December 31, 2001, 2000, and 1999

THE NET TAX EFFECTS OF TEMPORARY DIFFERENCES THAT GIVE RISE TO SIGNIFICANT
PORTIONS OF THE DEFERRED TAX ASSETS AND DEFERRED TAX LIABILITIES AT DECEMBER 31,
2001 AND 2000 ARE:

                                                     2001            2000

Deferred tax assets
Deferred loan fees                                $  52,117          26,113
Noncompete agreement                                 16,999          19,266
Excess book over tax bad debt reserve               389,284         285,864
Unrealized (gain) losses on securities               (2,781)        260,531
Unrealized loss-other than temporary                308,520            --
Other                                                46,523          51,225
                                                  -------------------------

Total gross deferred tax assets                     810,662         642,999

Less: valuation allowance                          (308,520)           --
                                                  -------------------------

Total net deferred tax assets                       502,142         642,999

Deferred tax liabilities
Deposit base intangible                              26,498          36,942
Depreciation                                        143,565         129,965
Deferred loan costs                                 152,666          73,582
FHLB stock dividend                                  71,026          49,776
Mortgage servicing rights                           118,106         137,126
Other                                                15,256          12,238
                                                  -------------------------

Total gross deferred tax liabilities                527,117         439,629
                                                  -------------------------

Net deferred tax asset (liability)                $ (24,975)        203,370
                                                  =========================


       A valuation allowance has been established to reflect the opinion of
       management that realization of the tax benefit associated with the
       impairment loss on equity investments is not more likely than not. In
       management's opinion, realization of tax benefits associated with the
       remaining deferred tax assets is more likely than not. The valuation
       allowance was zero at January 1, 2000 and 2001, respectively. The change
       in the valuation allowance for the year ended December 31, 2001 was an
       increase of $308,520.

(13)   FINANCIAL INSTRUMENTS WITH OFF-BALANCE SHEET RISK

       In the normal course of business, the Bank enters into commitments with
       off-balance sheet risk to meet the financing needs of its customers.
       Commitments to extend credit involve elements of credit risk and interest
       rate risk in excess of the amount recognized in the consolidated
       statements of financial condition. The Bank's exposure to credit loss
       in the event of nonperformance by the other party to the commitment is
       represented by the contractual amount of the commitment. The Bank uses
       the same credit policies in making commitments as it does for
       on-balance sheet instruments. Interest rate risk on commitments to extend
       credit results from the possibility that interest rates may have moved
       unfavorably from the position of the Bank since the time the commitment
       was made.

       Commitments to extend credit are agreements to lend to a customer as long
       as there is no violation of any condition established in the contract.
       Commitments generally have fixed expiration dates of 60 to 120 days or
       other termination clauses and may require payment of a fee. Since some
       of the commitments may expire without being drawn upon, the total
       commitment amounts do not necessarily represent future cash requirements.

                             GLB Bancorp, Inc. 2001

                                       31


<PAGE>

GLB Bancorp, Inc. and Subsidiary
Notes to Consolidated Financial Statements
December 31, 2001, 2000, and 1999

       The Bank evaluates each customer's credit worthiness on a case-by-case
       basis. The amount of collateral obtained by the Bank upon extension of
       credit is based on management's credit evaluation of the applicant.
       Collateral held is generally residential and commercial real estate.

       The Bank's lending is concentrated in Northeastern Ohio, and as a result,
       the economic conditions and market for real estate in Northeastern Ohio
       could have a significant impact on the Bank.

       The Bank's maximum potential obligation to extend credit at December 31,
       2001 and 2000, was:

                                                  2001             2000
       Commitments to extend credit       $   21,741,089       14,512,231
       Standby letters of credit                 660,949          457,889
                                          -------------------------------
                                          $   22,402,038       14,970,120
                                          ===============================

       The above commitments are at fixed and variable rates totaling $6,045,671
       and $15,695,418, respectively, at December 31, 2001 and $2,148,146 and
       $12,364,085, respectively, at December 31, 2000. In management's opinion
       these commitments will be funded through normal operations.

(14)   CONCENTRATIONS OF CREDIT

       Most of the Bank's business activity is with customers located within the
       Northeast Ohio market area and, as such, is impacted by economic
       conditions in the region. As a result of its loan underwriting and
       collateral requirements, the Bank believes it has no significant
       concentrations of credit risk in its loan portfolio as of December 31,
       2001 and 2000. The Bank also has no exposure to highly leveraged
       transactions and no foreign credits in its loan portfolio.

(15)   REGULATORY CAPITAL

       The Bank, as a state chartered bank, is subject to the dividend
       restrictions set forth by the State Division of Banks. Under such
       restrictions, the Bank may not, without the prior approval of the State
       Division of Banks, declare dividends in excess of the sum of the current
       year's earnings (as defined) plus the retained earnings (as defined) from
       the prior two years.


                             GLB Bancorp, Inc. 2001

                                       32

<PAGE>
GLB Bancorp, Inc. and Subsidiary
Notes to Consolidated Financial Statements
December 31, 2001, 2000, and 1999

The Corporation (on a consolidated basis) and the Bank are subject to various
regulatory capital requirements administered by the federal banking agencies.
Failure to meet minimum capital requirements can initiate certain mandatory and
possibly additional discretionary actions by regulators that, if undertaken,
could have a direct material effect on the Corporation's and the Bank's
financial statements. Under capital adequacy guidelines and the regulatory
framework for prompt corrective action, the Corporation and the Bank must meet
specific capital guidelines that involve quantitative measures of their assets,
liabilities, and certain off-balance sheet items as calculated under regulatory
accounting practices. The capital amounts and classification are also subject to
qualitative judgments by the regulators about components, risk weighting, and
other factors. Prompt corrective action provisions are not applicable to bank
holding companies.

Quantitative measures established by regulation to ensure capital adequacy
require the Corporation and the Bank to maintain minimum amounts and ratios (set
forth in the following table) of total and Tier 1 capital (as defined in the
regulations) to risk-weighted assets (as defined) and of Tier 1 capital (as
defined) to average assets (as defined). Management believes, as of December 31,
2001 and 2000, that the Corporation and the Bank met all capital adequacy
requirements to which they are subject.

As of December 31, 2001, the most recent notification from the FDIC categorized
the Bank as well capitalized under the regulatory framework for prompt
corrective action. To be categorized as well capitalized, an institution must
maintain minimum total risk-based, Tier 1 risk-based and Tier 1 leverage ratios
as set forth in the following tables. There are no conditions or events since
that notification that management believes have changed the Bank's category. The
Corporation's and the Bank's actual capital amounts and ratios as of December
31, 2001 and 2000 are also presented in the following table in actual dollars.



                             GLB Bancorp, Inc. 2001

                                       33

<PAGE>



GLB Bancorp, Inc. and Subsidiary
Notes to Consolidated Financial Statements
December 31, 2001, 2000, and 1999

<TABLE>
<CAPTION>
                                                                                                     Minimum to be Well
                                                                                                     Capitalized Under
                                                                          Minimum Capital            Prompt Corrective
                                                Actual                       Requirement             Action Provisions
                                       Amount           Ratio            Amount       Ratio       Amount           Ratio
DECEMBER 31, 2001                     ------------------------       -----------------------   ---------------------------
<S>                                <C>                   <C>          <C>              <C>        <C>              <C>
Total Capital
to Risk Weighted Assets:
Consolidated                       $   28,184,143         24.8%       9,085,360        8.0%      11,356,700       10.0%
Great Lakes Bank                       13,097,494         12.2%       8,607,280        8.0%      10,759,100       10.0%

Tier 1 Capital
to Risk Weighted Assets:
Consolidated                           26,987,117         23.8%       4,542,680        4.0%       6,814,020        6.0%
Great Lakes Bank                       11,900,468         11.1%       4,303,640        4.0%       6,455,460        6.0%

Tier 1 Capital
to Average Assets:
Consolidated                           26,987,117         17.8%       6,066,160        4.0%       7,582,700        5.0%
Great Lakes Bank                       11,900,468          8.7%       5,489,570        4.0%       6,861,962        5.0%



DECEMBER 31, 2000

Total Capital
to Risk Weighted Assets:
Consolidated                       $   27,380,022        28.6%        7,666,560        8.0%       9,583,200        10.0%
Great Lakes Bank                       12,156,574        13.4%        7,254,480        8.0%       9,068,100        10.0%

Tier 1 Capital
to Risk Weighted Assets:
Consolidated                           26,487,171        27.6%        3,833,280        4.0%       5,749,920         6.0%
Great Lakes Bank                       11,263,723        12.4%        3,627,240        4.0%       5,440,860         6.0%

Tier 1 Capital
to Average Assets:
Consolidated                           26,487,171        21.6%        4,909,256        4.0%       6,136,570         5.0%
Great Lakes Bank                       11,263,723        10.2%        4,407,018        4.0%       5,508,772         5.0%
</TABLE>



                             GLB Bancorp, Inc. 2001

                                       34


<PAGE>


GLB Bancorp, Inc. and Subsidiary
Notes to Consolidated Financial Statements
December 31, 2001, 2000, and 1999

(16)   FAIR VALUE OF FINANCIAL INSTRUMENTS

       The following estimated fair value amounts have been determined by the
       Corporation using available marker information and appropriate valuation
       methodologies; however, considerable judgment is necessarily required to
       interpret marker data to develop the estimates of fair value.
       Accordingly, the estimates presented herein are not necessarily
       indicative of the amounts the Corporation could realize in a current
       marker exchange. The use of different market assumptions and/or
       estimation methodologies may have a material effect on the estimated fair
       value amounts.

       Certain financial instruments and all nonfinancial instruments are
       excluded from the fair value disclosure requirements. Therefore, the fair
       values presented below should not be construed as the underlying value of
       the Corporation.

       As of December 31, 2001 and 2000, the carrying amount and estimated fair
       values of the Corporation's financial instruments were as follows:

<TABLE>
<CAPTION>

                                                           2001                           2000
                                                Carrying          Fair          Carrying          Fair
                                                 Amount           Value          Amount          Value
                                              ---------------------------    --------------------------
       <S>                                    <C>               <C>            <C>            <C>
       Financial assets:
       Cash and due from banks                $  9,207,242      9,207,242      6,354,122      6,354,122
       Federal funds sold                       34,206,530     34,206,530      6,818,970      6,818,970
       Securities                                5,635,629      5,644,787      5,779,868      5,779,725
       Loans                                   111,150,086    114,137,135    105,954,789    105,195,820
       Accrued interest receivable                 755,831        755,831        751,107        751,107

       Financial liabilities:
       Demand deposits and savings accounts     96,228,475     96,228,475     70,550,082     70,550,082
       Certificates of deposit                  30,992,176     31,354,071     19,753,768     19,753,768
       Advances from the Federal
         Home Loan Bank                         10,643,900     10,975,982     12,543,900     12,554,049
       Accrued interest payable                    196,504        196,504        137,413        137,413
</TABLE>


       Cash and due from banks; Federal funds sold. The carrying amount is a
       reasonable approximation of fair value because of the short maturity of
       these instruments.

       Securities. Estimated fair value for securities is based on quoted market
       prices.

       Loans. For variable rate loans that reprice frequently and have no
       significant change in credit risk, fair values are based on carrying
       values. The fair value of fixed rate loans is estimated by discounting
       the future cash flows using the current rates at which similar loans
       would be made to borrowers with similar credit ratings and for the same
       remaining maturities.

       Demand deposits, savings accounts, and certificates of deposit. The fair
       values disclosed for demand deposits and savings accounts is the amount
       payable on demand at the reporting date (i.e., their carrying amounts).
       The fair values for fixed-maturity certificates of deposit is estimated
       using a discounted cash flow calculation that applies interest rates
       currently offered on certificates of similar remaining maturities.


                             GLB Bancorp, Inc. 2001

                                       35

<PAGE>



GLB Bancorp, Inc. and Subsidiary
Notes to Consolidated Financial Statements
December 31, 2001, 2000, and 1999

       Advances from the Federal Home Loan Bank. The fair value of advances is
       estimated using a discounted cash flow calculation using prevailing
       market rates for advances of similar terms.

       Accrued interest receivable and payable. The carrying amount of accrued
       interest receivable and payable approximates its fair value.

       Off-balance sheet instruments. The fair value of commitments to extend
       credit approximates the fees charged to make these commitments since
       rates and fees of the contracts approximates those currently charged to
       originate similar commitments. The carrying amount and fair value of
       off-balance sheet instruments is not significant as of December 31, 2001
       and 2000.

(17)   PARENT COMPANY FINANCIAL INFORMATION

       The following are condensed parent company financial information of the
       Corporation as of December 31, 2001 and 2000.


Condensed Statement of Financial Condition              2001            2000

Assets:
Cash and cash equivalents                            $11,473,582      5,103,232
Investment in Bank                                    12,123,340     11,566,988
Loan to Bank                                                --        6,003,000
Securities available for sale                          3,631,037      3,785,897
Other assets                                              67,711        387,590
                                                     --------------------------
Total assets                                         $27,295,670     26,846,707
                                                     ==========================

Liabilities:
Accrued expenses and other liabilities               $    85,681         56,271

Shareholders' equity:
Common stock                                           5,336,265      5,334,765
Additional paid-in capital                            19,156,530     19,152,715
Retained earnings                                      2,711,797      2,786,798
Accumulated other comprehensive income (loss)              5,397       (483,842)
                                                     --------------------------

Total shareholders' equity                            27,209,989     26,790,436
                                                     --------------------------

Total liabilities and shareholders' equity           $27,295,670     26,846,707
                                                     ==========================



                             GLB Bancorp, Inc. 2001

                                       36

<PAGE>


GLB Bancorp, Inc. and Subsidiary
Notes to Consolidated Financial Statements
December 31, 2001, 2000, and 1999


<TABLE>
<CAPTION>

Condensed Statement of Operations                       2001         2000          1999
<S>                                                <C>              <C>           <C>
Investment income                                  $  188,834       147,299       110,006
Interest income                                       400,524       723,005       616,016
Other income                                               13           317          --
Impairment loss on securities available for sale     (907,411)         --            --
Operating expenses                                   (192,777)      (68,084)     (291,435)
                                                   ---------------------------------------
                                                     (510,817)      802,537       434,587
Income tax expense                                    120,536      (265,520)     (151,554)
                                                   ---------------------------------------

Income before equity in
  undistributed earnings of Bank                     (631,353)      537,017       283,033

Equity in undistributed earnings of Bank              556,352       601,560       428,208
                                                   ---------------------------------------
Net income (loss)                                  $  (75,001)    1,138,577       711,241
                                                   =======================================
</TABLE>



<TABLE>
<CAPTION>

Condensed Statement of Cash Flows                                   2001            2000             1999
<S>                                                              <C>               <C>             <C>
Net cash flows from operating activities:
Net income (loss)                                               $   (75,001)     1,138,577          711,241

Adjustments to reconcile net income to
net cash provided (used) by operating
activities:
Equity in undistributed earnings of Bank                           (556,352)      (601,560)        (428,208)
Impairment loss on securities available for sale                    907,411           --               --
(Increase) decrease in other assets                                  56,567        (76,020)        (277,671)
Increase (decrease) in accrued expenses
  and other liabilities                                              29,410        (54,126)         (69,551)
                                                                ---------------------------------------------

Net cash provided (used) by operating activities                    362,035        406,871          (64,189)
                                                                ---------------------------------------------

Cash flows from investing activities:
Purchases of securities available for sale                           --              --          (1,443,627)
Loan to Bank                                                         --         (6,003,000)           --
Repayment to Bank                                                 6,003,000           --              --
Additional investment in Bank                                        --         (1,000,000)      (1,000,000)
                                                                ---------------------------------------------

Net cash provided (used) by investing activities                  6,003,000     (7,003,000)      (2,443,627)
                                                                ---------------------------------------------

Cash flows from financing activities:
Net proceeds from issuance of common stock                            5,315           --              --
Net increase (decrease) in cash
  and cash equivalents                                            6,370,350     (6,596,129)      (2,507,816)
Cash and cash equivalents at beginning of year                    5,103,232     11,699,361       14,207,177
                                                               ---------------------------------------------
Cash and cash equivalents at end of year                       $ 11,473,582      5,103,232       11,699,361
                                                               =============================================
</TABLE>


                             GLB Bancorp, Inc. 2001

                                       37

<PAGE>


Mission Statement

As a community bank in Lake County, Great Lakes Bank is committed to providing
financial services that benefit our customers and improve the quality of the
communities we serve.



                                     [MAP]
<TABLE>

<S>                                                      <C>
Mentor                                                   Willoughby Hills
*Main Office: 7001 Center Street - 440-974-0000          *28500 Chardon Road - 440-516-1700
*9365 Mentor Avenue - 440-974-3000
*7742 Lakeshore Boulevard - 440-209-2012                 Madison
                                                         *6550 N. Ridge Road - 440-417-0065
Painesville
*1522 Mentor Avenue - 440-354-2175                       Wickliffe
*58 South Park Place - 440-354-7599                      *29933 Euclid Avenue - 440-585-1840

Willoughby                                               Eastlake
*38600 Lakeshore Boulevard - 440-269-2100                *34580 Lakeshore Boulevard - 440-602-5100
*4012 Erie Street - 440-602-3414
                                                         Concord
                                                         *7529 Crile Road - 440-392-3730
</TABLE>

<PAGE>




[GLBK LOGO]
Stock Listing Symbol

GLB Bancorp. Inc.
7001 Center Street
Mentor, Ohio 44060