<PAGE>   1

                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-KSB

(Mark One)
[X]  ANNUAL REPORT UNDER SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT OF
     1934

For the fiscal year ended December 31, 2000

[ ]  TRANSITION REPORT UNDER SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT
     OF 1934

For the transition period from ____________________ to ______________________

Commission File Number 000-24255

                                GLB BANCORP, INC.
             (Exact Name of Registrant as Specified in its Charter)

                  Ohio                                   31-1529973
    (State or Other Jurisdiction of         (I.R.S. Employer Identification No.)
     Incorporation of Organization)

    7001 Center Street, Mentor, Ohio                       44060
(Address of Principal Executive Offices)                 (Zip Code)

                                 (440) 974-0000
              (Registrant's Telephone Number, including Area Code)

Securities registered pursuant to Section 12 (b) of the Act:  NONE
Securities registered pursuant to Section 12 (g) of the Act:  Common Stock,
                                                              without par value

Indicate whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12
months (or for such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for the past 90
days. Yes  X   No___
          ---
Indicate if disclosure of delinquent filers in response to Item 405 of
Regulation S-B is not contained herein, will not be contained, to the
registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any amendment to
this Form 10-KSB. [X]

State issuer's revenues for the most recent fiscal year. $9,985,632.

State the aggregate market value of the voting and non-voting common equity held
by non-affiliates computed by reference to the price at which the common equity
was sold, or the average bid and asked price of such common equity, as of a
specified date within the past 60 days. As of March 26, 2001, 2,133,906 shares
of Common Stock of the Registrant were outstanding. The aggregate market value
of the voting stock held by non-affiliates was $11,350,243 upon the trading
price of $8.125 per share.

Documents incorporated by References:
Portions of the 2000 Annual report-Part II
Portions of the Proxy Statement for the 2001 Annual Meeting (to be filed in
 April 2001)- Part III

Transitional Small Business Disclosure Format Yes     No  X
                                                  ---    ---
<PAGE>   2

                                GLB BANCORP, INC.

                                TABLE OF CONTENTS

         Part I                                               Page No.

Item 1.  Description of Business                              3-15

Item 2.  Description of Property                              15

Item 3.  Legal Proceedings                                    15

Item 4.  Submission of Matters to a Vote
           of Security Holders                                15

         Part II

Item 5.  Market for the Registrant's
           Common Stock and Related
            Stockholder Matters                               16

Item 6.  Management Discussion and
           Analysis of Financial Condition
           and Results of Operations                          16

Item 7.  Financial Statements                                 16

Item 8.  Changes In and Disagreements
           with Accountants on Accounting
           and Financial Disclosures                          16

         Part III

Item 9.  Directors, Executive Officers,
           Promoters and Control Persons:
           Compliance With Section 16 (a)
           of the Exchange Act                                17

Item 10 Executive Compensation                                17

Item 11. Security Ownership of Certain
           Beneficial Owners and Management                   17

Item 12. Certain Relationships and
            Related Party Transactions                        17
Item 13. Exhibits and Reports on
            Form 8-K                                          17-20


                                       2
<PAGE>   3


                                     PART I

ITEM 1. DESCRIPTION OF BUSINESS

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.

GENERAL

         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
Corporation was incorporated on March 5, 1997 for the purpose of becoming the
holding company for the Bank. The holding company reorganization of the Bank was
completed on September 12, 1997. With its main office located at 7001 Center
Street, Mentor, Ohio 44060, the Bank is the only commercial bank headquartered
in Lake County, Ohio. The Corporation provides a focused core of banking
services, primarily for individuals and small to medium-sized businesses.

         The Corporation's lending activities focus primarily on secured lending
for residential and commercial real estate. Most of the Corporation's loans are
secured by first mortgages or junior mortgages on various types of real estate,
including single-family residential, multi-family residential, mixed use,
commercial, developed and undeveloped real estate. The Corporation generally
does not offer commercial loans secured exclusively by accounts receivable and
inventory.

         The Corporation offers a broad array of deposit products, including
checking and savings accounts and certificates of deposit. Although the
Corporation attempts to be competitive with other financial institutions in its
market area, the Corporation generally sets its interest rates on deposits based
on those offered by the leading commercial banks in the area, rather than those
offered by the leading thrift institutions.

         The Corporation also maintains relationships with correspondent banks
and other independent financial banking institutions to provide other services
as requested by customers, including loan participations in circumstances in
which the requested loan amount exceeds the Corporation's legal lending limit.

COMPETITION

         There are many bank, savings bank, savings association, and credit
union offices located within Great Lakes Bank's primary market area. The Bank
faces strong competition both in originating loans and in attracting deposits.
Some of the competitors offer products and services that are not offered by the
Bank. Some of the competitors are not subject to the same kind and amount of
regulatory restrictions and supervision to which Great Lakes Bank is subject.
Because Great Lakes Bank is a community bank that is considerably smaller than
other commercial lenders in the area, the Bank's legal lending limit does not
allow it to make commercial loans in amounts many competitors can offer. Great
Lakes Bank may from time to time accommodate loan volumes in

                                       3

<PAGE>   4

excess of its lending limit through the sale of participations in loans to other
banks.

         Being the only commercial bank headquartered in Lake County, Great
Lakes Bank seeks to take competitive advantage of its local orientation. It
competes for loans principally through responsiveness to customers and its
ability to communicate effectively with them and understand and address their
needs. Great Lakes Bank competes for deposits principally by offering customers
personal attention, a variety of banking services, attractive rates, and
strategically located banking facilities. Great Lakes Bank seeks to provide high
quality banking service to professionals and small and mid-sized businesses, as
well as individuals, emphasizing quick and flexible responses to customer
demands.

LENDING ACTIVITIES

         Great Lakes Bank is an active lender in Lake and Geauga Counties. The
Bank's overall investment philosophy is to lend as much money as possible in the
community within appropriate capital and risk limits. The Bank offers customers
a variety of loans. While providing residential, commercial, and consumer loans,
the Bank specializes in real estate lending with 87.3% of total loans being
secured by real estate.

Loan Portfolio Composition. The following table sets forth the composition of
the loan portfolio in dollar amounts and in percentages at December 31, 2000,
1999, and 1998.

<TABLE>
<CAPTION>
                                                                           DECEMBER 31,
                                              ----------------------------------------------------------------------------
                                                          2000                      1999                      1998
                                              ------------------------  -------------------------- ------------------------
                                                  AMOUNT       PERCENT     AMOUNT        PERCENT     AMOUNT         PERCENT
                                              ------------------------  -------------------------  ------------------------
<S>                                          <C>               <C>      <C>              <C>       <C>              <C>
Type of Loan:
    Residential real estate ..............   $  44,954,193       42.4%  $ 37,053,118       42.4%   $ 28,059,900       46.5%
    Residential construction .............       4,342,188        4.1%     5,250,015        6.1%      5,398,818        8.9%
    Commercial real estate and other .....      43,136,917       40.7%    34,904,601       39.9%     23,083,967       38.3%
    Commercial construction ..............      11,267,258       10.6%    10,182,301       11.6%      5,248,703        8.7%
    Consumer .............................       7,104,179        6.7%     5,658,611        6.5%      3,625,487        6.0%
                                             -------------------------  ------------------------   ------------------------

Total loans ..............................     110,804,735      104.5%    93,048,646      106.5%     65,416,875      108.4%

Less:
    Undisbursed loans in process .........      (3,846,120)      -3.6%    (4,885,876)      -5.7%     (4,489,532)      -7.4%
    Unamortized loan origination fees, net        (110,975)      -0.1%      (124,897)      -0.1%       (114,464)      -0.2%
    Allowance for loan losses ............        (892,851)      -0.8%      (625,371)      -0.7%       (482,418)      -0.8%
                                             -------------------------  ------------------------   ------------------------

Net loans ................................   $ 105,954,789      100.0%  $ 87,412,502      100.0%   $ 60,330,461      100.0%
                                             =========================  ========================   ========================
</TABLE>


         The following table presents maturity information for the loan
portfolio at December 31, 2000. The table does not include prepayments or
scheduled principal repayments. Adjustable-rate mortgage loans are shown as
maturing based on contractual maturities.


                                       4
<PAGE>   5

<TABLE>
<CAPTION>
                                                                          YEAR ENDED DECEMBER 31, 2000
                                             ---------------------------------------------------------------------------------------
                                                                           COMMERCIAL
                                             RESIDENTIAL   RESIDENTIAL     REAL ESTATE   COMMERCIAL
                                             REAL ESTATE   CONSTRUCTION    AND OTHER     CONSTRUCTION    CONSUMER         TOTAL
                                             ---------------------------------------------------------------------------------------
<S>                                          <C>           <C>            <C>            <C>             <C>         <C>
Amount Due:

Due in one year or less..................... $          0  $          0      8,199,707   $  4,341,640   $ 1,037,987  $   13,579,334
Due after one year through five years.......      552,805             0      7,625,461        971,950     1,696,851      10,847,067
Due after five years........................   44,401,389     4,342,189     27,311,748      5,953,667     4,369,341      86,378,334
                                             ---------------------------------------------------------------------------------------
    Total amount due........................ $ 44,954,194  $  4,342,189   $ 43,136,916   $ 11,267,257   $ 7,104,179     110,804,735
                                             ======================================================================-----------------

Less:
     Undisbursed loans in process...........                                                                             (3,846,120)
     Unamortized loan origination fees, net.                                                                               (110,975)
     Allowance for loan losses..............                                                                               (892,851)
Net loans...................................                                                                         $  105,954,789
                                                                                                                     ==============
</TABLE>

         The following table shows the dollar amount of all loans due after
December 31, 2000 that have predetermined interest rates and the dollar amount
of all loans due after December 31, 2000 that have floating or adjustable
interest rates.

                                               DECEMBER 31, 2000
                                -----------------------------------------------
                                                  FLOATING OR
                                  FIXED RATES   ADJUSTABLE RATES      TOTAL
                                -----------------------------------------------

Residential real estate ........ $  25,646,490  $  19,307,704     $  44,954,194
Residential construction .......       388,622      3,953,567         4,342,189
Commercial real estate and other     6,884,198     36,252,718        43,136,916
Commercial construction ........     1,621,040      9,646,217        11,267,257
Consumer .......................     3,544,730      3,559,449         7,104,179
                                -----------------------------------------------

Total .......................... $  38,085,080  $  72,719,655     $ 110,804,735
                                ===============================================


         In order to control interest rate risk the Bank is an active seller in
the secondary mortgage market. Fixed rate mortgage loans are generally sold.
Total proceeds from the sale of mortgage loans during 2000 were $4,776,168.
Mortgage servicing is usually retained by the Bank to ensure better customer
service.

         As a community bank, Great Lakes Bank also makes "non conforming"
mortgage loans that cannot be sold in the secondary market because the loan
amount is too large or it doesn't qualify for other reasons such as property
type, credit history or documentation requirements. The Bank, utilizing prudent
underwriting criteria will generally make these loans on an adjustable rate
basis and keep them in the Bank's portfolio. By following this strategy, the
Bank is able to control interest rate risk while still providing customers with
mortgage money that may not be available elsewhere.

         Construction lending continues to make up a significant portion of the
Bank's lending efforts. Great Lakes Bank offers a variety of construction loan
products including "construction/permanent" loans to homeowners, residential
construction loans to builders, and commercial construction loans to contractors
and business owners. The Bank's commitment to construction lending means
increased growth and vitality in the communities the Bank serves as well as
profitable, short-term loans that can be converted to mortgages for sale in the
secondary market or kept in the Bank's portfolio. Construction loans represent a
significant portion of the Bank's overall business.

                                       5

<PAGE>   6

                                                       DECEMBER 31, 2000
                                               -----------------------------
                                                TOTAL DOLLAR        PERCENT
TYPE OF CONSTRUCTION LOANS                          AMOUNT          OF TOTAL
----------------------------------------------------------------------------

Residential Construction ...................... $ 4,342,189           27.8%
Builder Loans .................................   4,876,640           31.3%
Commercial Construction .......................   5,418,667           34.7%
Acquisition and Development ...................     971,950            6.2%
                                               -----------------------------

       Total Construction Loans ............... $15,609,446          100.0%
                                               =============================

         Great Lakes Bank is also active in commercial lending. In Lake County,
the primary service area, there are numerous small and medium-sized business
establishments, including light industrial, manufacturing, retail and service
businesses. The Bank makes commercial loans to these enterprises for general
business purposes, most of which loans are secured by real estate. Although
commercial loans generally bear somewhat more risk than single-family
residential mortgage loans, commercial loans tend to be higher yielding, tend to
have shorter terms and generally provide for interest-rate adjustments as
prevailing rates change. The Bank has been placing more emphasis on its
commercial loan products and expects to continue doing so in the future with its
"Business Bankers" who work specifically with existing and prospective
commercial customers.

         During 2000, Commercial real estate and construction lending increased
20.7% over 1999 levels with residential real estate and construction lending
increasing at a lesser percent of 16.5% over 1999 values. Despite competitive
pressures being strong in the area of commercial lending, we have been able to
increase the commercial composition of our portfolio without lowering our
underwriting standards. Loans are graded by loan officers before presentation
for approval utilizing the Bank's relatively new loan grading system.

         Great Lakes Bank is also an active consumer lender offering a variety
of installment loan products including auto loans, boat financing, savings
secured loans, credit cards and second mortgages. In the area of consumer loans,
the Bank has been particularly successful with its "Great Line" product, a home
equity line of credit that gives the borrower flexibility and a lower interest
rate and provides the Bank with a secured loan that adjusts with market interest
rates. The Bank uses a "teaser rate" promotion for this product to try and
increase the use of the Great Line by customers, with the rate adjusting to
prime after 6 months. This product continues to bring us new business increasing
by $773 thousand from 2000 to 1999.

         Great Lakes Bank believes that there are significant market
opportunities for increased lending within its market area. The Bank will
continue to emphasize personal service and flexibility in lending while looking
for high quality loans that are properly priced and secured.


                                       6
<PAGE>   7



                                                            DECEMBER 31, 2000
                                                      --------------------------
                                                        TOTAL DOLLAR     PERCENT
TYPE OF CONSUMER LOANS                                      AMOUNT      OF TOTAL
-------------------------------------------------------------------------------

Home Equity Loans ....................................   $  854,755      12.0%
Home Equity Lines of Credit ..........................    3,559,449      50.1%
Automobile Loans .....................................    1,211,856      17.1%
Boat Loans ...........................................      276,443       3.9%
Passbook Loans .......................................      107,973       1.5%
Other Secured Consumer Loans .........................      647,339       9.1%
Credit Cards and Other Unsecured Consumer Loans ......      446,364       6.3%
                                                      --------------------------

    Total Consumer Loans .............................   $7,104,179     100.0%
                                                      ==========================

NONPERFORMING LOANS

         A loan is considered by Great Lakes Bank to be nonperforming when it is
90 days or more delinquent or, if sooner, when the Bank has determined that
repayment of the loan in full is unlikely. Late charges on residential mortgages
are assessed if a payment is not received by the 15th day after the due date,
and on installment loans, late charges are assessed if a payment is not received
by the 10th day following the due date. Immediately thereafter, any borrower
whose payment is not received by the proper time is mailed a past due notice.
The borrower will be contacted by telephone if the delinquency continues to the
30th day. Late charges generally do not apply to Great Lakes Bank's commercial
loans. With payments generally due on the first of each month, a commercial
borrower will be contacted if a loan payment has not been received by the tenth
day of the month. Credit card statement processing is undertaken by a third
party under contract with Great Lakes Bank. Past due notices are generated
automatically, depending on the stage of delinquency of the card holder, with
chargeoffs occurring after 120 days.

         It is the Bank's policy to cease accruing interest on any loan where
the principal and/or interest remains unpaid for 90 days or more, unless the
loan is for a one-to-four family residential dwelling or is well collateralized.
There was one commercial loan totaling $66,427 on nonaccrual status at December
31, 2000 and no loans on nonaccrual status at December 31, 1999, respectively.

         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 effective 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. There were no impaired
loans at December 31, 2000 and 1999, respectively.

         Not categorized as nonperforming loans are certain potential problem
loans that management believes are adequately secured and for which no material
loss is expected, but as to which certain circumstances could cause the
borrowers to be unable to comply with the existing loan repayment terms at some
future date. Problem loans are classified as "watch", "special mention",
"substandard" and "doubtful". These potential problem loans totaled
approximately $4,890,140 at December 31, 2000 compared to $2,393,512 at December
31, 1999. The majority of these loans in 2000 were in the "watch" category
totaling approximately $4.5 million.


                                       7
<PAGE>   8

     The following table summarizes nonperforming assets by category.

<TABLE>
<CAPTION>
                                                               YEAR ENDED DECEMBER 31,
                                                  ----------------------------------------------
                                                        2000            1999           1998
                                                  --------------  --------------  --------------
<S>                                                <C>             <C>             <C>
Residential family real estate:
  Nonaccrual ...................................   $          0    $          0    $          0
  Past due 90 days or more .....................         93,714           4,267               0
Commercial real estate and other:
  Nonaccrual ...................................         66,427               0               0
  Past due 90 days or more .....................        206,260               0          46,486
Consumer:
  Nonaccrual ...................................              0               0               0
  Past due 90 days or more .....................         12,765          59,608             994
                                                   ------------    ------------    ------------
      Total nonperforming loans ................        379,166          63,875          47,480
Other Real Estate owned ........................              0               0               0
                                                   ------------    ------------    ------------
      Total nonperforming assets ...............   $    379,166    $     63,875    $     47,480
                                                   ============    ============    ============

Loans outstanding, net .........................   $105,954,789    $ 87,412,502    $ 60,330,461
Allowance for loans losses .....................   $    892,851    $    625,371    $    482,418
Allowance for loan losses to total loans, net ..           0.84%           0.72%           0.80%
Nonperforming loans to total loans, net ........           0.36%           0.07%           0.08%
Nonperforming loans to total assets ............           0.29%           0.05%           0.05%
Allowance for loan losses to nonperforming loans          235.5%          979.1%        1,016.0%
</TABLE>

ALLOWANCE FOR LOAN LOSSES

         The amount of the allowance for loan losses is based on management's
systematic detailed analysis of risks inherent in the various segments of the
loan portfolio, whereby the loan portfolio is reviewed generally and delinquent
loan accounts are analyzed individually, on a monthly basis. Consideration is
given to the types of loans in the portfolio and the overall risk inherent in
the portfolio, as well as, evaluation of individual loans, account status,
payment history, ability to repay and probability of repayment. During the year
ended December 31, 2000, management conducted reviews of the established reserve
percentages used in calculating the required allowance for loan losses at the
end of each quarter. These reviews were conducted using the historical losses
the Bank had experienced according to type of loan along with the most currently
available national and regional industry data on chargeoffs.

         Although management believes that it uses the best information
available to make such determinations and that the allowance for loan losses is
adequate at December 31, 2000, future adjustments to the allowance may be
necessary. Net earnings could be affected, if circumstances or economic
conditions differ substantially from the assumptions used in making the initial
determinations. Additionally, as an integral part of the examination process
bank regulatory agencies periodically review Great Lakes Bank's allowance for
loan losses.

         The Allowance for loan losses on December 31, 2000 was $892,851, 0.84%
of total loans, compared to $625,371, or 0.72% at December 31, 1999. The
provision for loan losses charged to operating expense was $367,500 and $151,000
in 2000 and 1999, respectively. Management's decision to increase the provision
by 143.4% was the result of portfolio growth with net loans increasing 21.2%
from 1999 to 2000, the increase in net charge offs to average loans of 0.09%
from 1999 to 2000 and the increase in nonperforming loans to total net loans
from 0.07% at December 31, 1999 to 0.36% at December 31, 2000.

                                       8
<PAGE>   9

         The following is a summary of Great Lakes Bank's loan loss experience
and selected ratios for the periods presented.

<TABLE>
<CAPTION>
                                                            YEAR ENDED DECEMBER 31,
                                              -------------------------------------------------
                                                     2000             1999             1998
                                              ----------------  --------------  ---------------
<S>                                             <C>             <C>             <C>
Allowance for loan losses (beginning of year)   $    625,371    $    482,418    $    402,534

Loans charged off:
    Residential real estate .................              0               0               0
    Commercial real estate and other ........         50,000           3,185          14,406
    Construction ............................              0               0               0
    Consumer ................................         54,712          23,284          28,478
                                                ------------    ------------    ------------

    Total loans charged off .................        104,712          26,469          42,884

Recoveries of loans previously charged off:
    Residential  real estate ................              0               0               0
    Commercial real estate and other ........          2,906           2,009               0
    Construction ............................              0               0               0
    Consumer ................................          1,786          16,413           2,768
                                                ------------    ------------    ------------

   Total recoveries .........................          4,692          18,422           2,768
                                                ------------    ------------    ------------

Net loans charged off .......................        100,020           8,047          40,116

Provision for loan losses ...................        367,500         151,000         120,000
                                                ------------    ------------    ------------

Allowance for loan losses (end of year) .....   $    892,851    $    625,371    $    482,418
                                                ============    ============    ============


Average loans outstanding, net ..............   $ 96,859,625    $ 75,499,457    $ 55,649,657
Loans outstanding, net ......................   $105,954,789    $ 87,412,502    $ 60,330,461

Net charge offs to average loans ............           0.10%           0.01%           0.07%
</TABLE>

         With Great Lakes Bank's emphasis on real estate secured lending,
delinquencies and chargeoffs are below industry norms. The Bank had 0.10% of net
chargeoffs to average loans at December 31, 2000 compared to 0.01% at December
31, 1999. The increase in net chargoffs was due to one commercial loan for
$50,000 and several loans to one consumer loan customer for $24,360 and numerous
credit card customer chargeoffs. Great Lakes Bank is committed to a
conservative, secured approach to lending that we anticipate will result in
continued low charge off rates.


                                       9
<PAGE>   10

         The following table sets forth the allocation of Great Lakes Bank's
allowance for loan losses by category and the percent of loans in each category
to total loans at the dates indicated. The portion of the allowance for loan
losses allocated to each category does not represent the total available for
future losses that may occur within the loan category because the total loan
loss allowance is a valuation reserve applicable to the entire loan portfolio.
Great Lakes Bank has specific loan reserves with the remaining reserve allocated
based on loan types.

<TABLE>
<CAPTION>
                                                            YEAR ENDED DECEMBER 31,
                                -------------------------------------------------------------------------------
                                          2000                        1999                      1998
                                --------------------------  ------------------------- -------------------------
                                              PERCENT OF                PERCENT OF             PERCENT OF
                                               LOANS TO                  LOANS TO               LOANS TO
                                    AMOUNT    TOTAL LOANS    AMOUNT    TOTAL LOANS    AMOUNT   TOTAL LOANS
                                   -----------------------------------------------------------------------
<S>                                <C>         <C>           <C>       <C>            <C>      <C>
Type of loan
  Residential real estate ........ $124,300      13.9%       $ 85,050       13.60%    $111,052      42.89%
  Commercial real estate and other  565,020      63.3%        375,223       60.00%     285,094      35.29%
  Construction ...................   96,100      10.8%         66,915       10.70%      21,949      16.28%
  Consumer .......................  107,431      12.0%         98,183       15.70%      64,323       5.54%
                                   -----------------------------------------------------------------------
      Total ...................... $892,851    100.00%       $625,371      100.00%    $482,418     100.00%
                                   =======================================================================
</TABLE>

SECURITIES

         The Corporation classifies its securities as either held to maturity or
available-for-sale. Securities may be in interest-bearing deposits, U. S.
Government and agency obligations, state and local government obligations and
government-guaranteed, mortgage-backed securities. Great Lakes Bank generally
does not invest in securities that are rated less than investment grade by a
nationally recognized statistical rating organization. A goal of the
Corporation's investment policy is to limit interest-rate risk. GLB Bancorp's
operations independent of Great Lakes Bank consist principally of investments in
a small number of financial institutions or financial institution holding
companies, which investments are treated as available-for-sale and represent
less than 5% of the outstanding shares of those institutions or holding
companies.

         The following table sets forth the carrying value of the Corporation's
investment portfolio at the dates indicated.

<TABLE>
<CAPTION>
                                                          YEAR ENDED DECEMBER 31,
                                               ------------------------------------------------
                                                   2000            1999             1998
                                               --------------- ---------------- ---------------
<S>                                           <C>              <C>               <C>
Securities Available-for-Sale:

    Equity Securities......................   $4,535,270       $4,512,090        $2,791,814

Securities Held to Maturity:

    U.S. Treasury and other U.S.
    Government agency obligations..........   $1,988,971       $2,000,233        $2,007,742
</TABLE>


                                       10
<PAGE>   11

         The following table sets forth the scheduled maturities of held to
maturity securities at December 31, 2000.


<TABLE>
<CAPTION>
                                                                           WEIGHTED AVERAGE
                                                           AMOUNT                YIELD
                                                   --------------------    ----------------

<S>                                                     <C>                      <C>
Due in one year or less .......................         $  997,502               5.56%
Due from one year to five years ...............            991,469               5.72%
                                                   --------------------
    Total .....................................         $1,988,971
                                                   ====================
</TABLE>

SOURCES OF FUNDS
DEPOSITS

         Savings deposits are a major source of funds. Great Lakes Bank offers a
number of alternatives for depositors designed to attract both commercial and
regular consumer checking and savings customers, including regular and money
market savings accounts, NOW accounts, and a variety of fixed-maturity,
fixed-rate certificates with maturities ranging from seven days to 60 months.
The Bank also provides travelers' checks, official checks, money orders, ATM
services, and IRA accounts. Great Lakes Bank also offers a large-balance deposit
account product known as the "Golden Passbook Account" at an attractive rate of
interest for a relatively low minimum balance of $2,500.

         The Bank has also had great success in developing a commercial checking
account business. Great Lakes Bank's commercial checking account offers a
simple, inexpensive flat rate service fee for most small businesses instead of
the complicated "per transaction" method used by many financial institutions.

         The Bank's most substantial deposits were investors Messrs. Jerome T.
and Richard M. Osborne, individually and with affiliated companies and immediate
family members. Their combined total deposits were approximately $7.4 million as
of December 31, 2000, $8.3 million as of December 31, 1999 and $6.7 million as
of December 31, 1998.


                                       11
<PAGE>   12

         The distribution of deposit accounts by type and rate is set forth in
the following tables as of the indicated dates.

<TABLE>
<CAPTION>
                                                                            DECEMBER 31,
                                    ------------------------------------------------------------------------------------------
                                                  2000                          1999                           1998
                                    ----------------------------- -----------------------------  -----------------------------
                                                 AVERAGE                       AVERAGE                        AVERAGE
                                       AMOUNT     YIELD   PERCENT    AMOUNT     YIELD   PERCENT     AMOUNT     YIELD   PERCENT
                                    ----------------------------- -----------------------------  -----------------------------
<S>                                 <C>           <C>      <C>    <C>          <C>       <C>     <C>            <C>     <C>
Noninterest bearing
  demand
    Deposit .................       $16,973,088   0.00%    18.8%  $16,526,276  0.00%     20.1%   $12,886,078    0.00%   18.8%
Interest bearing demand
    Deposit .................        10,879,750   1.46%    12.0%    9,116,668  1.44%     11.1%     7,154,389    2.23%   10.4%
Savings .....................        42,697,244   3.74%    47.3%   41,940,268  3.69%     51.1%    35,144,171    3.76%   51.2%
                                    ----------------------------- -----------------------------  -----------------------------

Total Transaction accounts ..        70,550,082            78.1%   67,583,212            82.3%    55,184,638            80.4%

Certificates:

4.00% and less...............                --             0.0%       92,061             0.1%        74,665             0.1%
4.01% -- 5.00%...............         2,693,253             3.0%    6,957,454             8.5%     3,556,146             5.2%
5.01% -- 6.00%...............         6,408,086             7.1%    4,275,620             5.2%     6,652,027             9.7%
6.01%  -  7.00%..............        10,034,286            11.1%    2,243,348             2.7%     2,170,829             3.1%
7.01% -- 8.00%...............           618,143             0.7%      992,968             1.2%     1,016,821             1.5%
                                    ----------------------------- -----------------------------  -----------------------------
Total Certificate accounts...        19,753,768    5.63%   21.9%   14,561,451  5.32%     17.7%    13,470,488   5.62%    19.6%
                                    ----------------------------- -----------------------------  -----------------------------
Total Deposits...............       $90,303,850    3.85%  100.0%  $82,144,663  3.80%    100.0%   $68,655,126   4.06%   100.0%
                                    ============================= =============================  =============================
</TABLE>


         The following table sets forth the amount of time deposits that are
$100,000 or more, including certificates of deposit, by time remaining until
maturity.
                                                            DECEMBER 31, 2000
                                                          ----------------------

               Three months or less.....................     $     1,389,346
               Four months through six months...........             675,623
               Seven months through twelve months.......           2,844,876
               Over twelve months.......................           1,131,414
                                                            -----------------

                   Total................................     $     6,041,259
                                                            =================

BORROWINGS

Deposits, repayment of loan principal and federal funds are the primary source
of funds for the Corporation's lending activities and other general business
purposes. However, during periods when the supply of lendable funds or funds
available for general business purposes cannot meet the demand for loans or such
general business purposes, the Bank may obtain funds through loans (advances)
from the FHLB. The FHLB generally limits advances to 25% of assets with a total
borrowing limit of 40% of assets from all borrowing sources. Advances are
collateralized by any combination of the following assets and collateralization
rates: one- to four-family first mortgage loans, not past due greater than 90
days, pledged on a blanket basis at 135% of the advance amount,


                                       12
<PAGE>   13

specifically identified mortgage loans at 135% of the advance amount and
various types of investment and mortgage-backed securities at rates ranging from
101-110% of the advance amount. FHLB stock owned by the Bank is pledged as
additional collateral but is not available as primary collateral.


                                                YEAR ENDED DECEMBER 31,
                                       -----------------------------------------
                                           2000          1999            1998
                                       ------------  -------------  ------------
Maximum amount outstanding:
FHLB advances..........................$12,543,900   $10,500,000    $ 9,000,000


Average amount of FHLB advances and
other borrowings outstanding .......... 10,631,258     9,294,355      7,512,097

Weighted average interest rate of total
Borrowings based on period ended ......       6.51%         6.60%          6.78%

         The following table sets forth certain information as to FHLB advances
and other borrowings at the dates indicated.

<TABLE>
<CAPTION>
                                                                      DECEMBER 31,
                               -------------------------------------------------------------------------------------------
                                           2000                           1999                           1998
                               ------------------------------ ------------------------------ -----------------------------
                                                  WEIGHTED                       WEIGHTED                       WEIGHTED
                                                   AVERAGE                       AVERAGE                        AVERAGE
                                       AMOUNT     INTEREST           AMOUNT      INTEREST         AMOUNT        INTEREST
                                                    RATE                          RATE                            RATE
                               ------------------------------ ------------------------------ -----------------------------
<S>                              <C>                <C>         <C>               <C>        <C>                 <C>
FHLB advances.................   $    12,543,900    6.51%       $   10,500,000    6.60%      $   9,000,000       6.78%
                               ------------------             ------------------             ---------------
Total borrowings..............   $    12,543,900                $   10,500,000               $   9,000,000
                               ==================             ==================             ===============
</TABLE>

EMPLOYEES

As of December 31, 2000, the Bank had 70 full-time and 26 part-time employees.
None of the Bank's employees are represented by any collective bargaining group.
Management considers its employee relations to be good. The Holding Company
currently has no paid employees.

REGULATION AND SUPERVISION

         The Corporation is a bank holding company within the meaning of the
Bank Holding Company ("BHC") Act. As such, the Corporation is subject to
regulation, supervision and examination by the Board of Governors of the Federal
Reserve Bank of Cleveland. The Corporation is required to file annual reports
with the FRB and to provide the FRB such additional information as the FRB may
require. The Act requires the prior approval of the Federal Reserve Board for a
bank holding company to acquire or hold more than a 5% voting interest in any
bank and restricts interstate banking activities.

         The Bank is an Ohio-chartered commercial bank. The deposits of the Bank
are insured to a maximum of $100,000 per depositor through the Bank Insurance
Fund ("BIF") administered by the FDIC. As a state-chartered, non-member bank,
the Bank is primarily regulated by the FDIC and the Division.

         The Corporation and the Bank are extensively regulated under federal
and

                                       13
<PAGE>   14

state law. These federal and state laws are intended to protect depositors,
not shareholders. Federal and state laws applicable to bank holding companies
and banks regulate, among other things, the range of permissible business
activities, investments, reserves against deposits, capital levels, lending
activities and practices, the nature and amount of collateral for loans,
establishment of branches, mergers, dividends, and a variety of other important
matters.

         The Federal Deposit Insurance Corporation Improvement Act of 1991
("FDICIA") expanded significantly the authority of federal agencies to regulate
the activities of federal and state banks and their holding companies. The FRB
and the FDIC have extensive authority to prevent and to remedy unsafe and
unsound practices and violations of applicable laws by depository institutions
and their holding companies. The agencies may assess civil money penalties,
issue cease-and-desist or removal orders, seek injunctions, and publicly
disclose such actions.

         The Securities and Exchange Commission issued Regulation FD during
2000. Regulation FD significantly impacts company disclosure practices. It
established affirmative disclosure requirements for public corporations to
widely, rather than selectively, disseminate nonpublic information. It seeks to
increase investor confidence in the integrity of the capital markets through
full and fair disclosure.

BANK HOLDING COMPANY REGULATION

         The BHC Act also prohibits a bank holding company, with certain
exceptions, from acquiring more than five percent of the voting shares of any
Corporation that is not a bank and from engaging in any business other than
banking or managing or controlling banks. Under the BHC Act, the Federal Reserve
is authorized to approve the ownership of shares by a bank holding company in
any Corporation, the activities of which the Federal Reserve has determined to
be so closely related to banking or to managing or controlling banks as to be a
proper incident thereto. The Federal Reserve has by regulation determined that
certain activities are closely related to banking within the meaning of the BHC
Act. These activities include: operating a savings association, mortgage
company, finance company, or credit card company; performing certain data
processing operations; providing investment and financial advice; and acting as
an insurance agent for certain types of credit-related insurance.

         It is the FRB's policy that bank holding companies serve as a source of
strength for their subsidiary banking institutions. The FRB considers the
adequacy of a bank holding company's capital on essentially the same
risk-adjusted basis as capital adequacy is determined by the FDIC at the bank
subsidiary level. In the case of a bank holding company with less than $150
million in total consolidated assets, the FRB's regulations provide that the
capital adequacy requirements will generally be applied on a bank-only (rather
than consolidated) basis. In general, bank holding companies are required to
maintain a minimum ratio of total capital to risk-weighted assets of 8% and Tier
1 capital (consisting principally of shareholders' equity) of at least 4%. Bank
holding companies are also subject to a leverage ratio requirement. The minimum
required leverage ratio for the highest rated companies is 3%. The minimum
required leverage ratio for all other bank holding companies is 4% or higher.

         As a bank holding company subject to regulation by the FRB, the
Corporation must comply with policy statements issued by the FRB. The FRB's
policy statement governing payment of cash dividends provides that a bank
holding company should not pay cash dividends on common stock unless (i) the
organization's net income for the past year is sufficient to fully fund the
dividends and (ii) the prospective rate of earnings retention appears consistent
with the organization's capital needs, asset quality and overall financial
condition. For small bank holding companies (those with less than $150 million
in assets), the FRB's position is that such companies should not pay dividends
so long as they have a debt-to-equity ratio of 1:1 or greater.

         The Gramm-Leach-Bliley Act (the "Act") was enacted into law on November
12, 1999. It repeals key

                                       14
<PAGE>   15

provisions of the Glass Steagall Act to permit commercial banks to affiliate
with investment banks, substantially modifies the Bank Holding Company Act of
1956 to permit companies that own commercial banks to engage in any type of
financial activity, and allows subsidiaries of banks to engage in a broad range
of financial acitivites that are not permitted by banks themselves. The result
is that banks of all sizes will be able to offer a wide range of financial
products and services without the prior restraints of outdated laws. Also,
banking companies and other financial service companies, such as insurance and
securities companies will be able to combine more readily. Other important
provisions include restrictions on the privacy of customer information,
increased access to the Federal Home Loan Bank System by community banks, and
changes to the requirements imposed by the Community Reinvestment Act. Effective
March 11, 2000, Financial Holding Companies could be established, whereby banks,
other depository institutions, insurance companies and securities firms could
enter into combinations that would permit a single financial service
organization to offer customers a more complete array of products and services.
At this time, GLB Bancorp has not elected this option.

ITEM 2.  DESCRIPTION OF PROPERTIES

The Corporation conducts its business at its main office headquartered in
Mentor, Ohio and its ten branches located in Lake County (one opened in August
2000). The Corporation owns four of its offices and leases seven offices. The
total net book value of the Corporation's premises and equipment was $3,103,020
at December 31, 2000. See Note 4 of Notes to Consolidated Financial Statements
Exhibit 13.

Listed below are the branches of the Bank and their locations:

        BRANCH                           LOCATION                   OWNED/LEASED
--------------------------------------------------------------------------------

Main Office                  7001 Center Street, Mentor                Owned
Heisley                      9365 Mentor Avenue, Mentor                Owned
Painesville Township         1522 Mentor Avenue, Mentor                Leased
Wickliffe                    29933 Euclid Avenue, Wickliffe            Leased
Willoughby                   38600 Lakeshore Boulevard, Willoughby     Owned
Willoughby Hills             28500 Chardon Road, Willoughby Hills      Leased
Mentor Lakeshore             7742 Lakeshore Boulevard, Mentor          Owned
Eastlake                     34580 Lakeshore Boulevard, Eastlake       Leased
Painesville                  58 South Park Place, Painesville          Leased
Downtown Willoughby          4012 Erie St, Willoughby                  Leased
Madison                      6550 N. Ridge Road, Madison               Leased

ITEM 3.  LEGAL PROCEEDINGS

The nature of the Bank's business generates a certain amount of litigation
involving matters arising in the ordinary course of business. However, 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. In addition, no proceedings are pending nor are any known to be
threatened or contemplated by anyone against the Bank by government authorities
or others.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None

                                     PART II

                                       15
<PAGE>   16

ITEM 5. MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED STOCKHOLDER MATTERS

         The Corporation's common stock is currently traded on the Nasdaq Small
Cap Market. The approximate number of shareholders at December 31, 2000 was 172
which does not include the number of persons whose stock is held in nominee or
"street name" accounts through brokers.

         The Corporation and the Bank have paid no dividends to shareholders in
the past nor does the Corporation anticipate paying any dividends in the near
future. The Corporation's current philosophy to grow through branch expansion
and acquisitions has made a limited amount of capital available, particularly
with the guidelines established by federal bank regulatory authorities requiring
capital levels to be above certain levels and regulatory guidelines which could
limit the amounts subsidiaries can pay as dividends and the amount of dividends
which holding companies and their subsidiaries may pay.

         The following table shows the high and low sales prices of GLB common
stock for 1999 and 2000.

                                                 GLB COMMON STOCK PRICE
                                             -----------------------------
                                                 HIGH             LOW
                                             -------------   -------------
1999:      First Quarter.....................   $12.25          $10.00
           Second Quarter....................   $11.38          $ 9.50
           Third Quarter.....................   $10.50          $ 8.13
           Fourth Quarter....................   $10.00          $ 8.06

2000:      First Quarter.....................   $ 9.00          $ 7.00
           Second Quarter....................   $ 8.88          $ 7.06
           Third Quarter.....................   $11.00          $ 7.50
           Fourth Quarter....................   $10.00          $ 7.06

ITEM 6. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS

The Management's Discussion and Analysis is incorporated by reference to the
Annual Report to Shareholders for the year ended December 31, 2000, included
here with as Exhibit 13.

ITEM 7. FINANCIAL STATEMENTS

The Financial Statements are incorporated by reference to the Annual Report to
Shareholders for the year ended December 31, 2000 as Exhibit 13.

ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURES

None


                                       16
<PAGE>   17

                                    PART III

ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS: COMPLIANCE
WITH SECTION 16 (a) OF THE EXCHANGE ACT

The information concerning Directors and Executive officers of the Registrant is
incorporated by reference from the Corporation's Definitive Proxy Statement to
be filed with the Securities and Exchange Commission in April 2001.

ITEM 10. EXECUTIVE COMPENSATION

The information concerning Executive Compensation of the Registrant is
incorporated by reference from the Corporation's Definitive Proxy Statement to
be filed with the Securities and Exchange Commission in April 2001.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The information concerning Security Ownership of Certain Beneficial Owners and
Management of the Registrant is incorporated by reference from the Corporation's
Definitive Proxy Statement to be filed with the Securities and Exchange
Commission in April 2001.

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS

The information concerning Certain Relationships and Related Party Transactions
of the Registrant is incorporated by reference from the Corporation's Definitive
Proxy Statement to be filed with the Securities and Exchange Commission in April
2001.

ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K

(a)    Exhibits

<TABLE>
<CAPTION>
EXHIBIT
NUMBER                                  DESCRIPTION

<S>      <C>      <C>
*        3.a      Amended and Restated Articles of Incorporation of GLB Bancorp,  Inc. (incorporated by reference
                  to Exhibit 3.a to the Registration Statement on Form SB-2 filed by GLB Bancorp, Inc. on March
                  20, 1998, Commission File No. 333-48387)
*        3.b      Code of Regulations, as amended, of GLB Bancorp, Inc. (incorporated by reference to Exhibit 3.b
                  to the Registration Statement on Form SB-2 filed by GLB Bancorp, Inc. on March 20, 1998,
                  Commission File No. 333-48387)
**       4        Instruments defining the rights of holders
**       9        Voting trust agreement
*        10.a     1998 Stock Option and Incentive Plan of GLB Bancorp, Inc. (incorporated by reference to Exhibit
                  10.a to the Registration Statement on Form SB-2 filed by GLB Bancorp, Inc. on March 20, 1998,
                  Commission File No. 333-48387)
*        10.b     Indenture of Lease dated March 1, 1998 between Richard M. Osborne, Trustee, and Great Lakes Bank,
                  for the 58 South Park Place branch (Painesville, Ohio) (incorporated by reference to Exhibit 10.b
                  to the Registration Statement on Form SB-2 filed by GLB Bancorp, Inc. on March
</TABLE>

                                       17
<PAGE>   18

<TABLE>
<S>      <C>      <C>
                  20, 1998, Commission File No. 333-48387)
*        10.c     Indenture of Lease dated May 1, 1997 between Richard M. Osborne, Trustee, and Great Lakes Bank, for
                  the 29933 Euclid Avenue branch (Wickliffe, Ohio) (incorporated by reference to Exhibit 10.c to the
                  Registration Statement on Form SB-2 filed by GLB Bancorp, Inc. on March 20, 1998, Commission File No.
                  333-48387)
*        10.d     Indenture of Lease dated October 30, 1999 between Shoreway Circle, Inc. and Great Lakes Bank for the
                  34580 Lakeshore Blvd branch (Mentor, Ohio) (incorporated by reference to Exhibit 10.g to the 10KSB
                  filed by GLB Bancorp, Inc. on March 29, 2000, Commission File No. 24255)
*        10.e     Federal Home Loan Bank of Cincinnati Blanket Agreement for Advances and Security Agreement, dated July
                  22, 1996 (incorporated by reference to Exhibit 10.e to the Registration Statement on form SB-2 filed by
                  GLB Bancorp, Inc. on March 20, 1998, Commission File No. 333-48387)
*        10.f     Lease Agreement by and between Great Lakes Bank and Collinwood Properties Co., LLC dated September 16,
                  1998, for the 28500 Chardon Road branch (Willoughby Hills, Ohio) (incorporated by reference to Exhibit
                  10.f included in Part II of GLB Bancorp, Inc.'s Form S-4 Registration Statement on February 4, 1999,
                  Commission File No. 333-71771)
*        10.g     Indenture of Lease dated December 15, 1998 between First Merit Bank and Great Lakes Bank for the 4012
                  Erie Street branch (Willoughby, Ohio) (incorporated by reference to Exhibit 10.g to the 10KSB filed by
                  GLB Bancorp, Inc. on March 29, 2000, Commission File No. 24255)
         10.h     Indenture of Lease dated May 1, 2000 between Wiles and Victor, Inc. and Great Lakes Bank for the 6550
                  N. Ridge Rd. branch (Madison, Ohio)
***      11       Statement re: computation of per share earnings
***      13       GLB Bancorp, Inc.'s Annual Report to Shareholders for the year ended December 31, 2000
**       16       Letter on change in certifying accountant
**       18       Letter on change in accounting principles
*        21       Subsidiaries of GLB Bancorp, Inc. (incorporated herein by reference to Exhibit 21 included in Part II of
                  GLB Bancorp, Inc.'s Form S-4 Registration Statement (commission File No. 333-71771) filed on February 4,
                  1999)
**       22       Published report regarding matters submitted to vote
**       23       Consent of experts and counsel
**       24       Power of Attorney
</TABLE>



*        Incorporated by reference
**       Not applicable
***      Filed herewith

(b)      No reports on Form 8-K were filed this quarter.


                                       18
<PAGE>   19

                                   SIGNATURES
                                   ----------

Pursuant to the requirements of Sections 13 and 15 (d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
                                                 GLB BANCORP, INC.

By: /s/   Richard T. Flenner, Jr.                    Date: March 20, 2001
          -----------------------                          --------------
           Richard T. Flenner, Jr., President,ceo
           (Duly Authorized Representative)

By: /s/   Cheryl J. Mihitsch                         Date: March 20, 2001
          ------------------                               --------------
           Cheryl J. Mihitsch, Treasurer
           (Duly Authorized Representative)

         Pursuant to the Requirements of the Securities Exchange Act of 1934,
This Report has Been Signed Below by the Following Persons On Behalf of the
Registrant and in the Capacities and On the Dates Indicated.

By: /s/   Jerome T. Osborne                          Date: March 20, 2001
          -----------------                                --------------
           Jerome T. Osborne,
           Chairman of the Board

By: /s/   Richard M. Osborne                         Date: March 20, 2001
          ------------------                               --------------
           Richard M. Osborne,
           Vice Chairman of the Board

By: /s/   Richard T. Flenner, Jr.                    Date: March 20, 2001
          -----------------------                          --------------
           Richard T. Flenner, Jr., Director
           President,ceo

By: /s/  George X. Mechir                            Date: March 20, 2001
         ----------------                                  --------------
          George X. Mechir, Director

By: /s/   George C. Lott                             Date: March 20, 2001
          --------------                                   --------------
           George C. Lott, Director

By: /s/   Thomas J. Smith                            Date: March 20, 2001
          ---------------                                  --------------
           Thomas J. Smith, Director

By: /s/   Edward R. Pike                             Date: March 20, 2001
          --------------                                   --------------
           Edward R. Pike, Director

By: /s/   Joseph T. Svete                            Date: March 20, 2001
          ---------------                                  --------------
           Joseph T. Svete, Director

By: /s/   Jim Brown                                  Date: March 20, 2001
          ---------                                        --------------
           Jim Brown, Director

By: /s/  Thomas Wheeler                              Date: March 20, 2001
         --------------                                    --------------
          Thomas Wheeler, Director

By: /s/  James V. Fryan                              Date: March 20, 2001
         --------------                                    --------------
          James V. Fryan, Director

                                       19