<PAGE>

                                                                      Exhibit 13

--------------------------------------------------------------------------------
                              PCB HOLDING COMPANY
--------------------------------------------------------------------------------

                               TABLE OF CONTENTS



                                                             Page


Letter to Stockholders.................................        1
Selected Financial and Other Data......................      2-3
Management's Discussion and Analysis of
  Financial Condition and Results of Operations........     4-10
Independent Auditor's Report...........................       11
Consolidated Financial Statements......................    12-15
Notes to Consolidated Financial Statements.............    16-29
Board of Directors.....................................       30
Corporate Information..................................       31


                            BUSINESS OF THE COMPANY

          PCB HOLDING COMPANY (the Company) is the holding company of Peoples
Community Bank (the Bank).

          The Bank's savings accounts are insured up to applicable legal limits
by the Federal Deposit Insurance Corporation through the Savings Association
Insurance Fund.  The Bank is a member of the Federal Home Loan Bank System.  The
Bank conducts its operations through its main office located at 819 Main Street,
Tell City, Indiana.   The telephone number is (812) 547-7094.

          The Bank is a community-oriented financial institution offering
traditional financial services primarily to residents of Perry County, Indiana,
and, to a lesser extent, contiguous counties.  The Bank's primary business is
attracting deposits from the general public and using those funds to originate
one-to-four family residential mortgage loans.   The Bank also purchases
participation interests in multi-family and commercial real estate loans
originated by other financial institutions and secured by properties located
throughout Indiana.  To a lesser extent, the Bank originates multi-family loans,
commercial real estate loans, residential construction loans and consumer loans.
The Bank invests excess liquidity primarily in U.S. government and agency
securities, corporate notes and, to a lesser extent, mortgage-backed securities.
<PAGE>

                              PCB HOLDING COMPANY
                                819 Main Street
                           Tell City, Indiana  47586



                              TO OUR SHAREHOLDERS


Fellow Shareholders of PCB Holding Company,

I am pleased to present to you the second Annual Report of PCB Holding Company.

We have completed our first full year after our conversion.  Although much of
the year was spent upgrading all systems for Y2K, we have been committed to
continuing expanding our services.  Our new ATM is in place and should be fully
operational within a few weeks.  We have expanded our lending services by
offering a wider variety of consumer loans and are in the process of installing
new software, which will give us access to the technological advances of the new
millennium.

During this year we intend to investigate the possibility of branching as well
as the installation of off site ATMs.  As a community-oriented financial
institution, we are dedicated to serving the financial service needs of
consumers in our market area with the highest quality customer service.  With
this mission in mind, we will continue to expand our services and improve those
services we now offer.

The enclosed Annual Report indicates an increase in profits from 1998.  We hope
to continue this trend as we grow and expand.

We thank you for your support and interest.


Sincerely,



Carl D. Smith
President-Chief Executive Officer

                                       1
<PAGE>

--------------------------------------------------------------------------------
                       SELECTED FINANCIAL AND OTHER DATA
--------------------------------------------------------------------------------

The financial data presented below is qualified in its entirety by the more
detailed financial data appearing elsewhere herein, including the Company's
audited financial statements. The following tables set forth certain information
concerning the financial position and results of operations of the Company at
the dates indicated.

<TABLE>
<CAPTION>

FINANCIAL CONDITION DATA:                                                At December 31,
                                              ------------------------------------------------------------------------

                                                   1999         1998        1997          1996             1995
                                                -----------  ----------  -----------  -------------  -----------------
<S>                                             <C>          <C>         <C>          <C>            <C>
                                                                           (In thousands)

Total assets                                       $28,374      $25,439      $21,989       $22,247             $24,115
Loans receivable, net                               24,054       20,930       19,296        19,837              19,987
Mortgage-backed securities, held to maturity             -            -           20            27                  34
Mortgage-backed securities, available for sale           -            -            -             -                 475
Other debt securities available for sale             1,113        1,532        1,319           812                 701
Cash and interest bearing deposits (1)               2,539        2,366          752           977               2,298
Deposits                                            20,464       19,517       19,846        20,194              20,648
Advances from Federal Home Loan Bank                 2,000            -            -             -               1,400
Stockholders' equity, substantially restricted       5,834        5,850        2,092         2,018               2,036

<CAPTION>
OPERATING DATA:                                                     Year Ended December 31,
                                              ------------------------------------------------------------------------
                                                    1999         1998         1997          1996                1995
                                                   -------      -------      -------       -------             -------
                                                                          (In thousands)

Interest income                                    $ 1,876      $ 1,731      $ 1,646       $ 1,726             $ 1,756
Interest expense                                     1,023        1,035        1,107         1,143               1,161
                                                ------------------------------------------------------------------------
Net interest income                                    853          696          539           583                 595
Provision for loan losses                                6            -            -             8                   4
                                                ------------------------------------------------------------------------
Net interest income after provision
   for loan losses                                     847          696          539           575                 591

Non-interest income                                     29            8            7            12                  12
Non-interest expense (2)                               671          542          448           612                 527
                                                ------------------------------------------------------------------------

Income (loss) before income taxes                      205          162           98           (25)                 76

Income tax expense (credit)                             80           53           28            (8)                 18
                                                ------------------------------------------------------------------------

   Net Income (Loss)                               $   125      $   109      $    70       $   (17)            $    58
                                                ========================================================================

PER SHARE DATA:
Net income - basic                                   $0.32        $0.27          N/A           N/A                 N/A
Net income - diluted                                  0.31          N/A          N/A           N/A                 N/A
Dividends                                             0.16         0.05          N/A           N/A                 N/A
</TABLE>

(1)  Includes interest bearing deposits in other depository institutions.
(2)  Includes one-time SAIF assessment of $135,000 in 1996.


                                       2
<PAGE>

--------------------------------------------------------------------------------
                 SELECTED FINANCIAL AND OTHER DATA - CONTINUED
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                               At or For Year Ended December 31,
                                              --------------------------------------------------------------------

                                                   1999         1998         1997          1996           1995
                                                -----------  -----------  -----------  ------------  --------------
<S>                                             <C>          <C>          <C>          <C>           <C>
SELECTED FINANCIAL RATIOS:

Performance Ratios:
Return on average assets (1)                          0.47%        0.45%        0.31%        -0.07%           0.24%
Return on average equity (2)                          2.13%        2.70%        3.23%        -0.78%           2.73%
Dividend payout ratio                                51.46%       18.20%           -             -               -
Average equity as a percent of average assets        21.95%       16.80%        9.46%         9.36%           8.78%
Interest rate spread (3)                              2.11%        2.13%        1.97%         2.14%           2.14%
Net interest margin (4)                               3.24%        2.95%        2.43%         2.59%           2.54%
Average interest-earning assets to
   average interest-bearing liabilities             129.00%      118.86%      109.19%       108.83%         108.08%
Non-interest expense as a
   percent of average total assets                    2.39%        2.26%        1.95%         2.63%           2.18%

Capital Ratios:
Tangible                                             14.70%       15.90%        9.59%         9.16%           8.64%
Core                                                 14.70%       15.90%        9.59%         9.16%           8.64%
Risk-based                                           25.09%       30.43%       18.16%        17.63%          14.89%

Asset Quality Ratios:
Nonperforming loans as a percent
   of loans receivable, net (5)                       0.43%        0.14%           -          0.42%           0.22%
Nonperforming assets as a
   percent of total assets (6)                        0.37%        0.11%           -          0.37%           0.19%
Allowance for loan losses as a percent
   of gross loans receivable                          0.22%        0.24%        0.26%         0.26%           0.22%
Allowance for loan losses as a
   percent of nonperforming loans                    51.92%      175.86%         N/M         62.65%          97.76%
Net charge-offs  as a percent of
   average outstanding loans                          0.01%           -         0.01%            -            0.06%
</TABLE>

(1)   Net income divided by average total assets.
(2)   Net income divided by average total retained earnings.
(3)   Difference between weighted average yield on interest-earnings assets and
      weighted average cost of interest-bearing liabilities.
(4)   Net interest income as a percentage of average interest-earning assets.
(5)   Nonperforming loans consist of loans accounted for on a nonaccrual basis
      and accruing loans 90 days or more past due.
(6)   Nonperforming assets consist of nonperforming loans and real estate
      acquired in settlement of loans, but exclude restructured loans.


                                       3
<PAGE>

--------------------------------------------------------------------------------
                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS
--------------------------------------------------------------------------------
General

     PCB HOLDING COMPANY (the Company) is the parent to its wholly owned
subsidiary, Peoples Community Bank (the Bank).  The Bank is a community-oriented
financial institution that offers traditional financial services primarily to
residents of Perry County, Indiana, and, to a lesser extent, contiguous
counties.   The Bank's primary business is attracting deposits from the general
public and using those funds to originate one-to-four family residential
mortgage loans.  The Bank's lending activity also includes multi-family
residential loans, commercial real estate loans and consumer loans.  The Bank
invests excess liquidity primarily in U.S. government and agency securities,
corporate notes and, to a lesser extent, mortgage-backed securities.

     Management's discussion and analysis of financial condition and results of
operations is intended to assist in understanding the financial condition and
results of operations of the Company and the Bank.  The information contained in
this section should be read in conjunction with the consolidated financial
statements and the accompanying notes to consolidated financial statements
included elsewhere in this report.

Operating Strategy

     The Bank's results of operations depend primarily on net interest income,
which is the difference between the income earned on its interest-earning
assets, such as loans and investments, and the cost of its interest-bearing
liabilities, consisting of deposits and, if utilized, borrowings from the
Federal Home Loan Bank of Indianapolis.  The Bank's net income is also affected
by, among other things, fee income, provisions for loan losses, operating
expenses and income tax provisions.  The Bank's results of operations are also
significantly affected by general economic and competitive conditions,
particularly changes in market interest rates, government legislation and
policies concerning monetary and fiscal affairs, housing and financial
institutions and the intended actions of the regulatory authorities.

     The Bank's current business strategy is to operate as a well capitalized,
locally owned community bank.  This strategy has been implemented in recent
years by controlling growth, emphasizing the origination of residential mortgage
loans in the Bank's primary market area, improving asset quality, controlling
operating expenses, and expanding customer services.

Comparison of Financial Condition at December 31, 1999 and 1998

     Total assets increased 11.5% from $25.4 million at December 31, 1998 to
$28.4 million at December 31, 1999, primarily as a result of an increase in
loans receivable, net, which was funded by growth in deposits and advances from
the Federal Home Loan Bank.

     Loans receivable, net, were $24.1 million at December 31, 1999, compared to
$20.9 million at December 31, 1998, a 14.9% increase.  This increase resulted
primarily from increases in residential real estate mortgage loans of $2.3
million and consumer loans of $900,000.

     Other debt securities available for sale, which are primarily U.S.
government agency obligations, decreased 27.3% from $1.5 million at December 31,
1998 to $1.1 million at December 31, 1999. During 1999, the Bank had maturities
of other debt securities of $350,000 and purchases of $250,000. The Bank also
had sales of other debt securities with a carrying value of $250,000.

     Cash and interest bearing deposits with banks increased from $2.4 million
at December 31, 1998 to $2.5 million at December 31, 1999. The Bank increased
the levels of working cash in connection with contingency planning for the Year
2000 date change.

                                       4
<PAGE>

     Total deposits increased from $19.5 million at December 31, 1998 to $20.5
million at December 31, 1999 primarily as a result of the growth in demand and
time deposit accounts.  The Bank began offering several types of demand deposit
accounts in the fourth quarter of 1998.

Comparison of Operating Results for the Years Ended December 31, 1999 and 1998

     Net income.  Net income was $125,000 for 1999, compared to $109,000 for
1998.  The increase in net income for 1999 compared to 1998 resulted primarily
from an increase in net interest income, offset by an increase in non-interest
expense.

     Net interest income.  Net interest income increased 23% from $696,000 in
1998 to $853,000 for 1999 as a result of an increase in total interest income
and a decrease in interest expense.  The average yield on interest-earning
assets decreased from 7.34% for 1998 to 7.10% for 1999 as a result of a lower
yields on the loan and securities portfolios. The average balance of total
interest-earning assets was $23.6 million for 1998 compared to $26.4 million for
1999.  The higher average balance in 1999 reflects the completion of the
Company's stock offering in July 1998 and the growth in the loan portfolio.  The
average cost of interest-bearing liabilities decreased from 5.21% for 1998 to
4.97% for 1999 as a result of a general decline in market interest rates. The
average balance of total interest-bearing liabilities increased from $19.9
million for 1998 to $20.5 million for 1999 primarily as a result of borrowing
from the Federal Home Loan Bank.  The interest rate spread for 1998 was 2.13%
compared to 2.11% for 1999.  For further information see "Average Balance
Sheets" below.  The changes in interest income and interest expense resulting
from changes in volume and changes in rates for 1999 and 1998 are shown in the
schedule captioned "Rate/Volume Analysis" included herein.

     Provision for loan losses.  The provision for loan losses was $6,000 for
the year ended December 31, 1999.  The Bank made no provision for loan losses in
1998.  Provisions for loan losses are charges to earnings to bring the total
allowance for loan losses to a level considered adequate by management to
provide for probably known and inherent loan losses based on management's
evaluation of the collectibility of the loan portfolio, including the nature of
the portfolio, credit concentrations, trends in historical loss experience,
specific impaired loans, and economic conditions.  In determining the adequacy
of the allowance for loan losses, the Bank reviews all loans quarterly, and
loans are assigned a risk weighting based on asset classification.  The
provision for loan losses for 1999 resulted from the growth in the loan
portfolio and net charge-offs of $3,000.  The allowance for loan losses was
$54,000 and $51,000 at December 31, 1999 and 1998, respectively.  Management has
deemed this amount as adequate on those dates based on its best estimate of
probable known and inherent loan losses.  At December 31, 1999, non-performing
loans totaled $104,000 or .37% of total assets.

     Non-interest income.  Non-interest income was $29,000 for the year ended
December 31, 1999 and $8,000 for the year ended December 31, 1998.  The increase
is primarily the result of the introduction of service charges on deposit
accounts in late 1998.

     Non-interest expense.  Non-interest expense totaled $671,000 for the year
ended December 31, 1999 compared to $542,000 for 1998.   The increase for 1999
compared to 1998 resulted primarily from increases in compensation and benefits
of $52,000 and an increase in other non-interest expenses of $59,000.  During
the quarter ended December 31, 1999, the Bank sold an available for sale debt
security and realized a loss of $25,000.  Other non-interest expenses increased
in 1999 as compared to 1998 primarily as a result of increases in advertising
costs, data processing fees, professional fees and other expenses of operating
as a public company.

     Income tax expense.  Income tax expense increased from $53,000 for 1998 to
$80,000 for 1999 as a result of higher income before income taxes.  The
effective tax rate for 1999 was 39.0% compared to 32.8% for 1998 due to the
effect of the graduated federal tax rates.

                                       5
<PAGE>

--------------------------------------------------------------------------------
                            AVERAGE BALANCE SHEETS
--------------------------------------------------------------------------------

The following table sets forth certain information for the periods indicated
regarding average balances of assets and liabilities as well as the total dollar
amounts of interest income from average interest earning assets and interest
expense on average interest bearing liabilites and average yields and costs.
Such yields and costs for the periods indicated are derived by dividing income
or expense by the average balances of assets or liabilities, respectively, for
the periods presented.
Average balances are derived from daily balances.

<TABLE>
<CAPTION>

                                                                      Year ended December 31,
                                               ---------------------------------------------------------------------------
                                                               1999                             1998
                                               ---------------------------------------------------------------------------
                                                                         Average                          Average
                                                                         -------                          -------
                                                   Average               Yield/        Average            Yield/
                                                 ------------            -------       -------            -------
                                                   Balance     Interest   Cost         Balance  Interest   Cost
                                                 ------------  --------  -------       -------  --------  -------
                                                                      (Dollars in Thousands)
<S>                                              <C>           <C>       <C>           <C>      <C>       <C>
Interest earning assets:
   Loans receivable, net (1)                          $22,702    $1,690     7.44%      $19,769    $1,518     7.68%
   Investment securities (2)                            1,379        72     5.20%        1,602        94     5.85%
   Federal Home Loan Bank stock                           196        16     8.16%          196        16     8.16%
   Interest bearing deposits with banks                 2,116        97     4.58%        2,031       103     5.07%
                                                    ---------    ------     -----       ------    ------     -----
     Total interest earning assets                     26,393     1,875     7.10%       23,598     1,731     7.34%
                                                    ---------    ------                 ------    ------
Non-interest earning assets                               408                                        414
                                                    ---------                                     ------
     Total assets                                     $26,801                                    $24,012
                                                    =========                                    =======

Interest bearing liabilities:
   Savings and interest bearing demand
    deposits                                          $ 4,069       129     3.17%      $ 3,781       122     3.23%
   Time deposits                                       15,634       850     5.44%       16,073       913     5.68%
                                                    ---------    ------     -----      -------    ------     -----
     Total deposits                                    19,703       979     4.97%       19,854     1,035     5.21%
                                                    ---------    ------     -----      -------    ------     -----
   FHLB advances                                          756        42     5.56%            -         -        -
                                                    ---------    ------     -----      -------    ------     -----
     Total interest bearing liabilities                20,459     1,021     4.99%       19,854     1,035     5.21%
                                                    ---------    ------                -------    ------
Non-interest bearing liabilities                          459                              124
                                                    ---------                          -------
     Total liabilities                                 20,918                           19,978

Stockholders' equity                                    5,883                            4,034
                                                    ---------                          -------
   Total liabilities and stockholders' equity         $26,801                          $24,012
                                                    =========                          =======


Net interest income                                              $  854                           $  696
                                                              =========                          =======
Interest rate spread                                                        2.11%                            2.13%
                                                                        =========                          =======
Net interest margin                                                         3.24%                            2.95%
                                                                        =========                          =======
Ratio of average interest earning assets

   to average interest bearing liabilities                                129.00%                          118.86%
                                                                        =========                          =======
</TABLE>
----------------------------------------------------------
(1) Average loans receivable includes non-performing loans. Interest income does
    not include interest on loans 90 days or more past due.
(2) Includes debt securities classified as available for sale and mortgage-
    backed securities classified as held to maturity.

                                       6
<PAGE>

--------------------------------------------------------------------------------
                         RATE/VOLUME ANALYSIS
--------------------------------------------------------------------------------

The following table sets forth the effects of changing rates and volumes on
interest income and interest expense. Information is provided with respect to
(i) effects on interest income attributable to changes in volume (changes in
volume multiplied by prior rate); (ii) effects attributable to changes in rate
(changes in rate multiplied by prior volume); and (iii) effects attributable to
changes in rate and volume (change in rate multiplied by changes in volume).

<TABLE>
<CAPTION>

                                                                                   1999 Compared to 1998
                                                                                 Increase (Decrease) Due to
                                                                --------------------------------------------------------------------
                                                                                                      Rate/
                                                                                                      -----
                                                                     Rate            Volume          Volume           Net
                                                                -------------   --------------  --------------  --------------
                                                                                      (In thousands)
              <S>                                                <C>              <C>            <C>             <C>
             Interest earning assets:
               Loans receivable, net                               $ (47)              $226            $ (7)           $172
               Investment securities                                 (10)               (13)              1             (22)
               Federal Home Loan Bank stock                            -                  -               -               -
               Interest bearing deposits with banks                  (10)                 4               -              (6)
                                                                -------------   --------------  --------------  --------------
                 Total net change in income
                   on interest earning assets                        (67)               217              (6)            144
                                                                -------------   --------------  --------------  --------------
             Interest bearing liabilities:
               Savings and interest bearing
                 demand deposits                                      (2)                 9               -               7
               Time deposits                                         (39)               (25)              1             (63)
               FHLB advances                                           -                  -              42              42
                                                                -------------   --------------  --------------  --------------
                 Total net change in expense
                   on interest bearing liabilities                   (41)               (16)             43             (14)
                                                                -------------   --------------  --------------  --------------
                 Net change in net interest income                  $(26)              $233            $(49)           $158
                                                                =============   ==============  ==============  ==============
</TABLE>

                                       7
<PAGE>

Liquidity and Capital Resources

     The Bank's primary sources of funds are deposits and proceeds from loan
repayments and prepayments, and from the sale and maturity of securities.  The
Bank may also borrow from the Federal Home Loan Bank of Indianapolis.  While
loan repayments and maturities and sales of securities are predictable sources
of funds, deposit flows and mortgage prepayments are greatly influenced by
market interest rates, general economic conditions and competition.  At December
31, 1999, the Bank had cash and interest-bearing deposits with banks of $2.5
million and securities available for sale with a fair value of $1.1 million.
At December 31, 1999, the Bank also had an available, but undrawn, credit line
of $1.9 million from the Federal Home Loan Bank of Indianapolis.

     The Bank's primary investing activity is the origination of one-to-four
family mortgage loans and, to a lesser extent, consumer, multi-family,
commercial real estate and residential construction loans.  The Bank also
invests in U.S. government and agency securities, corporate notes and, to a
lesser extent, mortgage-backed securities.

     The Bank must maintain an adequate level of liquidity to ensure the
availability of sufficient funds to support loan growth and deposit withdrawals,
to satisfy financial commitments and to take advantage of investment
opportunities.  At December 31, 1999, the Bank had total commitments to extend
credit of $887,000.  See Note 11 of Notes to Consolidated Financial Statements.
At December 31, 1999, the Bank had certificates of deposit scheduled to mature
within one year of $8.1 million.  Historically, the Bank has been able to retain
a significant amount of its deposits as they mature.

     Current Office of Thrift Supervision (OTS) regulations require the Bank to
maintain an average daily balance of liquid assets (cash and eligible
investments) equal to at least 4.0% of the average daily balance of its net
withdrawable deposits and short-term borrowings.  Historically, the Bank has
maintained liquidity levels in excess of regulatory requirements.

     The Bank is required to maintain specific amounts of capital pursuant to
OTS requirements.  As of December 31, 1999, the Bank was in compliance with all
regulatory capital requirements in effect as of such date with tangible, core
and risk-based capital ratios of 14.7%, 14.7% and 25.1%, respectively.

Effect of Inflation and Changing Prices

     The financial statements and related financial data presented herein have
been prepared in accordance with generally accepted accounting principles, which
generally require the measurement of financial position and operating results in
terms of historical dollars, without considering the changes in relative
purchasing power of money over time due to inflation.  The primary impact of
inflation is reflected in the increased cost of the Bank's operations.  Unlike
most industrial companies, virtually all the assets and liabilities of the Bank
are monetary in nature.  As a result, interest rates generally have a more
significant impact on the Bank's performance than do general levels of
inflation.  Interest rates do not necessarily move in the same direction or to
the same extent as the prices of goods and services.

Market Risk Analysis

     Qualitative Aspects of Market Risk.  The Bank's principal financial
objective is to achieve long-term profitability while reducing its exposure to
fluctuating market interest rates.  The Bank has sought to reduce the exposure
of its earnings to changes in market interest rates by attempting to manage the
mismatch between asset and liability maturities and interest rates.  In order to
reduce the exposure to interest rate fluctuations, the Bank has developed
strategies to manage its liquidity, shorten its effective maturities of certain
interest-earning assets and increase the interest rate sensitivity of its asset
base.  Management has sought to decrease the average maturity of its assets by
increasing the origination of short-term consumer loans, all of which are
retained by the Bank for its portfolio.  The Bank relies on retail deposits as
its primary source of funds.  Management believes retail deposits, compared to
brokered deposits, reduce the effects of interest rate fluctuations because they
generally represent a more stable source of funds.

                                       8
<PAGE>

     Quantitative Aspects of Market Risk.  The Bank does not maintain a trading
account for any class of financial instrument nor does the Bank engage in
hedging activities or purchase high-risk derivative instruments.  Furthermore,
the Bank is not subject to foreign currency exchange rate risk or commodity
price risk.

     The Bank uses interest rate sensitivity analysis to measure its interest
rate risk by computing changes in NPV (net portfolio value) of its cash flows
from assets, liabilities and off-balance sheet items in the event of a range of
assumed changes in market interest rates.  NPV represents the market value of
portfolio equity and is equal to the market value of assets minus the market
value of liabilities, with adjustments made for off-balance sheet items.  This
analysis assesses the risk of loss in market risk sensitive instruments in the
event of a sudden and sustained 100 to 400 basis point increase or decrease in
market interest rates with no effect given to any steps that management might
take to counter the effect of that interest rate movement.  Using data compiled
by the OTS, the Bank receives a report which measures interest rate risk by
modeling the change in NPV over a variety of interest rate scenarios.  This
procedure for measuring interest rate risk was developed by the OTS to replace
the "gap" analysis (the difference between interest-earning assets and interest-
bearing liabilities that mature or reprice within a specific time period).

     The following table is provided by the OTS and sets forth the change in the
Bank's NPV at December 31, 1999, based on OTS assumptions, that would occur in
the event of an immediate change in interest rates, with no effect given to any
steps that management might take to counteract that change.
<TABLE>
<CAPTION>

                                 At December 31, 1999
--------------------------------------------------------------------------------
            Net Portfolio Value
         ----------------------------              Net Portfolio Value as a
 Change        Dollar    Dollar    Percent   Percent of Present Value of Assets
 In Rates      Amount    Change     Change      NPV Ratio          Change (bp)
------------  -------  ---------  --------  -----------------   ----------------
<S>             <C>      <C>        <C>       <C>                <C>

 300bp       $2,428   $(1,480)      (37)%             9.59%              (453)
 200bp        3,007      (954)      (24)             11.29               (283)
 100bp        3,514      (447)      (11)             12.84               (128)
static        3,961         -         -              14.12                  -
(100)bp       4,270       309         8              14.92                 80
(200)bp       4,473       512        13              15.38                126
(300)bp       4,653       691        17              15.75                164

</TABLE>

     The above table indicates that in the event of a sudden and sustained
increase in prevailing market interest rates, the Bank's NPV would be expected
to decrease, and that in the event of a sudden and sustained decrease in
prevailing market interest rates, the Bank's NPV would be expected to increase.

     Certain assumptions utilized by the OTS in assessing the interest rate risk
of savings associations within the Bank's region were utilized in preparing the
preceding table.  These assumptions relate to interest rates, loan prepayment
rates, deposit decay rates, and the market values of certain assets under
differing interest rate scenarios, among others.

     As with any method of measuring interest rate risk, certain shortcomings
are inherent in the method of analysis presented in the foregoing table.  For
example, although certain assets and liabilities may have similar maturities or
periods to repricing, they may react in different degrees to changes in market
interest rates.  Also, the interest rates on certain types of assets and
liabilities may fluctuate in advance of changes in market interest rates, while
interest rates on other types may lag behind changes in market rates.
Additionally, certain assets, such as adjustable-rate mortgage loans, have
features which restrict changes in interest rates on a short-term basis and over
the life of the asset.  Further, in the event of a change in interest rates,
expected rates of prepayments on loans and early withdrawals from certificates
could deviate significantly from those assumed in calculating the table.

                                       9
<PAGE>

Year 2000 Issues

          The year 2000 issue exists because many computer systems and
applications use two-digit date fields to designate a year.  Date-sensitive
systems may recognize the year 2000 as 1900, or not at all.  This inability to
recognize or properly treat the year 2000 may cause erroneous results, ranging
from system malfunctions to incorrect or incomplete processing.  As a user of
computers, computer software and equipment utilizing embedded microprocessors,
failure to resolve year 2000 issues could cause substantial disruption of the
Bank's business and could have a material adverse effect on the Bank's business,
financial condition or results of operations.

          The Bank established a year 2000 committee in 1997.  The committee
developed and implemented a comprehensive plan to make all information and non-
information technology assets year 2000 compliant.  The committee provides
periodic reports to the Board of Directors in order to assist the directors in
their year 2000 readiness oversight role.

          While there can be no assurances that the Bank's year 2000 plan has
effectively addressed the year 2000 issue, the Bank has not been notified, and
is unaware of, any vendor or service provider problems related to year 2000 and
all systems have performed properly since January 1, 2000.  Likewise, the Bank
is unaware of any year 2000 issues that have impaired the ability of the Bank's
borrowers to repay their debt.

                                       10
<PAGE>

                        [Monroe Shine Logo Letterhead]
                                 MONROE SHINE
                   KNOWLEDGE FOR TODAY...VISION FOR TOMORROW
          222 EAST MARKET STREET, P.O. BOX 1407, NEW ALBANY, IN 47150
                     PHONE: 812.945.2311*FAX: 812.945.2603



                          Independent Auditor's Report



The Board of Directors
PCB Holding Company
Tell City, Indiana

We have audited the accompanying consolidated balance sheets of PCB Holding
Company and Subsidiary as of December 31, 1999 and 1998, and the related
consolidated statements of income, stockholders' equity and cash flows for the
years then ended.  These consolidated financial statements are the
responsibility of the Company'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 generally accepted auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the consolidated financial statements are
free of material misstatement.  An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the consolidated 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 PCB Holding Company
and Subsidiary as of December 31, 1999 and 1998, and the results of their
operations and their cash flows for the years then ended in conformity with
generally accepted accounting principles.



/s/ Monroe Shine
---------------------------
Monroe Shine
January 18, 2000

                                       11
<PAGE>

                       PCB HOLDING COMPANY AND SUBSIDIARY
                          CONSOLIDATED BALANCE SHEETS
                           DECEMBER 31, 1999 AND 1998
<TABLE>
<CAPTION>


                                                                1999           1998
                                                            -------------  -------------
<S>                                                         <C>            <C>
ASSETS
  Cash and due from banks                                    $   229,761    $    43,327
  Interest bearing deposits with banks                         2,308,724      2,322,875
  Securities available for sale, at fair value                 1,113,197      1,531,994
  Loans, net                                                  24,054,245     20,929,684
  Federal Home Loan Bank stock, at cost                          196,100        196,100
  Premises and equipment                                         227,765        218,271
  Accrued interest receivable:
    Loans                                                        128,675        111,323
    Securities and other                                          26,475         36,463
  Other assets                                                    89,355         49,066
                                                             -----------    -----------

        Total Assets                                         $28,374,297    $25,439,103
                                                             ===========    ===========

LIABILITIES
  Deposits:
    Non-interest bearing demand deposits                     $   173,348    $    13,844
    Savings and interest bearing demand deposits               3,748,590      4,005,692
    Time deposits                                             16,542,278     15,497,155
                                                             -----------    -----------
        Total deposits                                        20,464,216     19,516,691

  Advances from Federal Home Loan Bank                         2,000,000              -
  Accrued interest payable on deposits                             6,151          5,990
  Accrued expenses and other liabilities                          69,986         66,480
                                                             -----------    -----------
        Total Liabilities                                     22,540,353     19,589,161
                                                             -----------    -----------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY
  Preferred stock of $.01 par value per share
    Authorized 1,000,000 shares; none issued                           -              -
  Common stock of $.01 par value per share
    Authorized 4,000,000 shares; issued 412,620 shares
      (396,750 shares in 1998)                                     4,126          3,967
  Additional paid-in capital                                   3,814,458      3,655,917
  Retained earnings-substantially restricted                   2,259,595      2,198,860
  Accumulated other comprehensive income-
    net unrealized loss on securities available for sale         (51,495)        (8,802)
  Unearned stock compensation                                   (144,152)             -
  Treasury stock, at cost - 4,600 shares                         (48,588)             -
                                                             -----------    -----------
        Total Stockholders' Equity                             5,833,944      5,849,942
                                                             -----------    -----------

        Total Liabilities and Stockholders' Equity           $28,374,297    $25,439,103
                                                             ===========    ===========
</TABLE>

                                       12
<PAGE>

                       PCB HOLDING COMPANY AND SUBSIDIARY
                 CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
                     YEARS ENDED DECEMBER 31, 1999 AND 1998

<TABLE>
<CAPTION>


                                                                        Accumulated     Unearned
                                            Additional                     Other          Stock
                                   Common     Paid-In      Retained    Comprehensive     Compen-     Treasury
                                    Stock     Capital      Earnings        Income        sation       Stock        Total
<S>                                <C>      <C>          <C>           <C>             <C>          <C>         <C>

Balances at January 1, 1999         $    -   $        -   $2,109,721        $(18,202)   $       -    $      -    $2,091,519

COMPREHENSIVE INCOME
Net income                               -            -      108,976               -            -           -       108,976
Other comprehensive income:
 Change in unrealized loss on
  securities available for sale,
  net of deferred income tax
  expense of $6,166                      -            -            -           9,400            -           -         9,400
 Less:  reclassification
  adjustment                                                                                                              -
                                                                                                                 ----------
  Total comprehensive
   income                                                                                                           118,376
                                                                                                                 ----------

Issuance of common stock             3,967    3,655,917            -               -            -           -     3,659,884

Cash dividends ($.05 per
  share)                                 -            -      (19,837)              -            -           -       (19,837)
                                   -------  -----------  -----------   -------------   ----------   ---------    ----------
Balances at December 31, 1998        3,967    3,655,917    2,198,860          (8,802)           -           -     5,849,942

COMPREHENSIVE INCOME
Net income                               -            -      125,177               -            -           -       125,117
Other comprehensive income:
 Change in unrealized loss on
  securities available for sale,
  net of deferred income tax
  benefit of $37,905                     -            -            -         (57,791)           -           -       (57,791)
 Less:  reclassification
  adjustment, net of deferred
  tax expense of $9,902                  -            -            -          15,098            -           -        15,098
                                                                                                                 ----------
    Total comprehensive
     income                                                                                                         82,424
                                                                                                                 ----------

Cash dividends ($.16 per
 share)                                  -            -      (64,382)              -            -           -       (64,382)

Purchase of treasury stock
 (4,600 shares)                          -            -            -               -            -     (48,588)      (48,588)

Issuance of 15,870 shares
 for stock compensation plan           159      158,541            -               -     (158,700)          -             -

Stock compensation expense               -            -            -               -       14,548           -        14,548
                                   -------  -----------  -----------   -------------   ----------   ---------    ----------

Balances at December 31, 1999       $4,126   $3,814,458   $2,259,595        $(51,495)   $(144,152)   $(48,588)   $5,833,944
                                   =======  ===========  ===========   =============   ==========   =========    ==========
</TABLE>

See notes to consolidated financial statements.

                                       13
<PAGE>

                       PCB HOLDING COMPANY AND SUBSIDIARY
                       CONSOLIDATED STATEMENTS OF INCOME
                     YEARS ENDED DECEMBER 31, 1999 AND 1998
<TABLE>
<CAPTION>


                                                           1999         1998
                                                         -----------  -----------
<S>                                                     <C>          <C>
INTEREST INCOME
 Loans:
  Real estate mortgage loans                              $1,587,175   $1,490,756
  Other loans                                                103,160       27,177
 Mortgage-backed securities                                        -          813
 Other debt securities                                        72,266       93,354
 Federal Home Loan Bank dividends                             15,688       15,703
 Interest bearing deposits with banks                         97,268      102,700
                                                          ----------   ----------
  Total interest income                                    1,875,557    1,730,503

INTEREST EXPENSE
 Deposits                                                    981,159    1,035,012
 Advances from Federal Home Loan Bank                         41,683            -
                                                          ----------   ----------
  Total interest expense                                   1,022,842    1,035,012
                                                          ----------   ----------

  Net interest income                                        852,715      695,491
 Provision for loan losses                                     6,000            -
                                                          ----------   ----------

 Net interest income after provision for loan losses         846,715      695,491

NON-INTEREST INCOME
 Service charges on deposit accounts                          16,622          220
 Other income                                                 12,630        7,989
                                                          ----------   ----------

  Total non-interest income                                   29,252        8,209
                                                          ----------   ----------

NON-INTEREST EXPENSES
 Compensation and benefits                                   370,856      319,123
 Occupancy and equipment                                      41,886       47,910
 Deposit insurance premiums                                   12,539       13,126
 Net realized loss on sale of securities                      25,000            -
 Other operating expenses                                    220,480      161,411
                                                          ----------   ----------
   Total non-interest expenses                               670,761      541,570
                                                          ----------   ----------

   Income before income taxes                                205,206      162,130

 Income tax expense                                           80,089       53,154
                                                          ----------   ----------

 Net income                                               $  125,117   $  108,976
                                                          ==========   ==========
 Net income per common share, basic                       $      .32   $      .27
                                                          ==========   ==========
 Net income per common share, diluted                     $      .31   $      N/A
                                                          ==========   ==========

</TABLE>

See notes to consolidated financial statements.

                                       14
<PAGE>

                       PCB HOLDING COMPANY AND SUBSIDIARY
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                     YEARS ENDED DECEMBER 31, 1999 AND 1998
<TABLE>
<CAPTION>


                                                                       1999          1998
                                                                   ------------  ------------
<S>                                                                <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES
 Net income                                                        $   125,117   $   108,976
 Adjustments to reconcile net income to net
  cash provided by operating activities:
   Amortization of premiums and accretion of discounts
    on securities, net                                                  (1,899)        3,981
   Net realized loss on sale of securities                              25,000             -
   Depreciation expense                                                 17,702        17,524
   Stock compensation expense                                           14,548             -
   Deferred income taxes (credit)                                      (11,094)       (1,995)
   Provision for loan losses                                             6,000             -
   Increase in accrued interest receivable                              (7,364)      (15,772)
   Increase (decrease) in accrued interest payable                         161          (184)
   Net change in other assets/liabilities                                2,314        43,866
                                                                   -----------   -----------
     Net Cash Provided By Operating Activities                         170,485       156,396
                                                                   -----------   -----------

CASH FLOWS FROM INVESTING ACTIVITIES
 Net (increase) decrease in interest bearing deposits with banks        14,151    (1,589,155)
 Proceeds from maturity of securities available for sale               350,000     1,735,022
 Purchases of securities available for sale                           (250,000)   (1,935,832)
 Proceeds from sale of securities available for sale                   225,000             -
 Principal collected on mortgage-backed securities                           -        20,162
 Net increase in loans receivable                                   (3,130,561)   (1,634,160)
 Purchase of premises and equipment                                    (27,196)      (37,755)
                                                                   -----------   -----------
  Net Cash Used By Investing Activities                             (2,818,606)   (3,441,718)
                                                                   -----------   -----------

CASH FLOWS FROM FINANCING ACTIVITIES
 Net increase (decrease) in demand and savings deposits                (97,598)      589,444
 Net increase (decrease) in time deposits                            1,045,123      (918,870)
 Advances from Federal Home Loan Bank                                2,000,000             -
 Proceeds from issuance of common stock                                      -     3,659,884
 Purchase of treasury stock                                            (48,588)            -
 Cash dividends paid                                                   (64,382)      (19,837)
                                                                   -----------   -----------
  Net Cash Provided By Financing Activities                          2,834,555     3,310,621

Net Increase in Cash and Due From Banks                                186,434        25,299

Cash and due from banks at beginning of year                            43,327        18,028
                                                                   -----------   -----------

Cash and Due From Banks at End Of Year                             $   229,761   $    43,327
                                                                   ===========   ===========
</TABLE>

See notes to consolidated financial statements.

                                       15
<PAGE>

                       PCB HOLDING COMPANY AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           DECEMBER 31, 1999 AND 1998



(1)  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     Nature of Operations

     PCB Holding Company  (the Company) was incorporated by Peoples Building and
     Loan Association (now known as Peoples Community Bank) (the Bank) in
     connection with a conversion from a federally chartered mutual savings and
     loan association to a federally chartered stock savings bank.  Upon
     consummation of the conversion and reorganization on July 1, 1998, the
     Company became the holding company for the Bank.

     The Bank provides a variety of banking services to customers through its
     office in Tell City, Indiana.  The Bank's primary source of revenue is
     single-family residential loans.

     Consolidation

     The consolidated financial statements include the accounts of the Company,
     the Bank and its wholly-owned subsidiary, Peoples Building and  Loan
     Service Corp., which was inactive in 1999 and 1998.  All material
     intercompany balances and transactions have been eliminated in
     consolidation.

     Statements of Cash Flows

     For purposes of the statements of cash flows, the Company has defined cash
     and cash equivalents as those amounts included in the balance sheet caption
     "Cash and due from banks."

     Use of Estimates

     The preparation of financial statements in conformity with generally
     accepted accounting principles requires management to make estimates and
     assumptions that affect the reported amounts of assets and liabilities and
     disclosure of contingent assets and liabilities at the date of the
     financial statements and the reported amounts of revenues and expenses
     during the reporting period.  Actual results could differ from those
     estimates.

     Material estimates that are particularly susceptible to significant change
     relate to the determination of the allowance for loan losses and the
     valuation of foreclosed real estate.  In connection with the determination
     of estimated losses on loan and foreclosed real estate, management obtains
     appraisals for significant properties.

     While management uses available information to recognize losses on loans
     and foreclosed real estate, further reductions in the carrying amounts of
     loans and foreclosed assets may be necessary based on changes in local
     economic conditions.  In addition, regulatory agencies, as an integral part
     of their examination process, periodically review the estimated losses on
     loans and foreclosed real estate.  Such agencies may require the Bank to
     recognize additional losses based on their judgments about information
     available to them at the time of their examination.  Because of these
     factors, it is reasonably possible the estimated losses on loans and
     foreclosed real estate may change materially in the near term.  However,
     the amount of the change that is reasonably possible cannot be estimated.

     Securities Available for Sale

     Securities available for sale consist of debt securities not classified as
     held to maturity and are stated at fair value.  Amortization of premium and
     accretion of discount are recognized in interest income using the interest
     method.  Unrealized gains and losses, net of tax, on securities available
     for sale are reported as a separate component of retained earnings until
     realized.  Gains and losses on the sale of securities available for sale
     are determined using the specific identification method.

     Securities Held to Maturity

     Debt securities, including mortgage-backed securities, for which the Bank
     has the positive intent and ability to hold to maturity are carried at
     cost, adjusted for amortization of premium and accretion of discount using
     the interest method over the remaining period to maturity, adjusted for
     anticipated prepayments.  Mortgage-backed securities represent
     participating interests in pools of long-term first mortgage loans
     originated and serviced by issuers of the securities.

                                       16
<PAGE>

                       PCB HOLDING COMPANY AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED
                           DECEMBER 31, 1999 AND 1998



(1 - continued)



     Loans

     Loans are stated at unpaid principal balances, less net deferred loan fees
     and the allowance for loan losses.  The Bank's real estate loan portfolio
     consists primarily of long-term loans collateralized by first mortgages on
     single-family residences and multi-family residential property located in
     the southern Indiana area and commercial real estate loans. In addition to
     real estate loans, the Bank makes consumer loans and loans secured by
     savings accounts.

     Loan origination fees and certain direct costs of underwriting and closing
     loans are deferred and the net fee or cost is recognized as an adjustment
     to interest income over the contractual life of the loans using the
     interest method.

     The accrual of interest is discontinued on a loan when, in the judgment of
     management, the probability of collection of interest is deemed to be
     insufficient to warrant further accrual.  The Bank does not accrue interest
     on loans past due 90 days or more except when the estimated value of
     collateral and collection efforts are deemed sufficient to ensure full
     recovery.  When a loan is placed on non-accrual status, previously accrued
     but unpaid interest is deducted from interest income.

     Subsequent receipts on nonaccrual loans, including specific impaired loans,
     are recorded as a reduction of principal, and interest income is only
     recorded once principal recovery is reasonably assured.

     The allowance for loan losses is maintained at a level which, in
     management's judgment, is adequate to absorb credit losses inherent in the
     loan portfolio.  The amount of the allowance is based on management's
     evaluation of the collectibility of the loan portfolio, including the
     nature of the portfolio, credit concentrations, trends in historical loss
     experience, specified impaired loans, and economic conditions.  Allowances
     for impaired loans are generally determined based on collateral values or
     the present value of estimated cash flows.  The allowance is increased by a
     provision for loan losses, which is charged to expense, and reduced by
     charge-offs, net of recoveries.  Changes in the allowance relating to
     impaired loans are charged or credited to the provision for loan losses.
     Because of uncertainties inherent in the estimation process, management's
     estimate of credit losses inherent in the loan portfolio and the related
     allowance may change in the near term.

     Foreclosed Real Estate

     Foreclosed real estate is carried at the lower of fair value minus
     estimated costs to sell or cost.  Costs of holding foreclosed real estate
     are charged to expense in the current period, except for significant
     property improvements, which are capitalized.  Valuations are periodically
     performed by management and an allowance is established by a charge to non-
     interest expense if the carrying value exceeds the fair value minus
     estimated costs to sell.  The net expense from operations of foreclosed
     real estate held for sale is reported in non-interest expense.

     Premises and Equipment

     The Bank uses the straight line and accelerated methods of computing
     depreciation at rates adequate to amortize the cost of the applicable
     assets over their useful lives.  Items capitalized as part of premises and
     equipment are valued at cost.  Maintenance and repairs are expensed as
     incurred.  The cost and related accumulated depreciation of assets sold, or
     otherwise disposed of, are removed from the related accounts and any gain
     or loss is included in earnings.

                                       17
<PAGE>

                       PCB HOLDING COMPANY AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED
                           DECEMBER 31, 1999 AND 1998



(1 - continued)


     Income Taxes

     Income taxes are provided for the tax effects of the transactions reported
     in the financial statements and consist of taxes currently due plus
     deferred taxes related primarily to differences between the basis of
     available for sale securities, allowance for loan losses, accumulated
     depreciation, and accrued income and expenses for financial and income tax
     reporting.  The deferred tax assets and liabilities represent the future
     tax return consequences of those differences, which will either be taxable
     or deductible when the assets and liabilities are recovered or settled.

     Advertising Costs

     Advertising costs are charged to operations when incurred.

     Stock-Based Compensation

     Under the provisions of SFAS No. 123, Accounting for Stock-Based
     Compensation, the Company will measure and recognize compensation cost
     related to stock-based compensation plans using the intrinsic value method
     and disclose the pro forma effect of applying the fair value method
     contained in SFAS No. 123.  Accordingly, no compensation cost will be
     charged against earnings for stock options granted under the Company's
     stock-based compensation plans.


(2)  DEBT SECURITIES


     Debt and equity securities have been classified in the balance sheets
     according to management's intent.

     The Bank's investment in debt securities at December 31, 1999 and 1998 is
     summarized as follows:

<TABLE>
<CAPTION>

                                               Gross       Gross
                                             Amortized   Unrealized    Unrealized        Fair
                                               Cost        Gains         Losses         Value
     <S>                                     <C>          <C>          <C>            <C>
     December 31, 1999:
       Securities available for sale:
         U.S. government agency               $1,198,468  $        -   $   (85,271)   $1,113,197
                                              ==========  ==========   ===========    ==========

     December 31, 1998:
       Securities available for sale:
         U.S. government agency               $1,446,953  $    6,396   $    20,855    $1,432,494
         Corporate notes                          99,616           -           116        99,500
                                              ----------  ----------   -----------    ----------

                                              $1,546,569  $    6,396   $    20,971    $1,531,994
                                              ==========  ==========   ===========    ==========
</TABLE>

     The amortized cost and fair value of debt securities as of December 31,
     1999 by contractual maturity, are shown below.

<TABLE>
<CAPTION>
                                                     Securities Available for Sale
                                                       Amortized         Fair
                                                         Cost           Value
<S>                                                    <C>            <C>
      Due after one year through five years            $  500,000     $  492,467
      Due after five years through ten years              100,000         92,394
      Due after ten years                                 598,468        528,336
                                                      ------------   ------------
                                                       $1,198,468     $1,113,197
                                                      ============   ============
</TABLE>

                                       18
<PAGE>

                       PCB HOLDING COMPANY AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED
                           DECEMBER 31, 1999 AND 1998


(3)  LOANS RECEIVABLE

     Loans receivable at December 31, 1999 and 1998 consisted of the following:

<TABLE>
<CAPTION>

                                                      1999           1998
                                                   ------------  ------------
<S>                                                <C>           <C>
Real estate mortgage loans:
 One to four family residential                    $20,218,584    $17,891,615
 Multi-family residential                              506,568        361,699
 Commercial real estate                                597,731        900,758
 Land                                                  510,116        654,006
 Residential construction                            1,210,494        980,000
Loan secured by savings accounts                       263,437        274,559
Consumer loans                                       1,399,111        453,884
                                                   -----------    -----------
                                                    24,706,041     21,516,521
                                                   -----------    -----------
Less:
 Deferred loan origination fees, net                    63,089         63,939
 Undisbursed portion of loans in process               535,072        472,096
 Allowance for loan losses                              53,635         50,802
                                                   -----------    -----------
                                                       651,796        586,837
                                                   -----------    -----------

  Loans receivable, net                            $24,054,245    $20,929,684
                                                   ===========    ===========

     An analysis of the allowance for loan losses is as follows:

       Beginning balances                          $    50,802    $    50,802
       Recoveries                                          243              -
       Loans charged-off                                (3,410)             -
       Provision for loan losses                         6,000              -
                                                   -----------    -----------
       Ending balances                             $    53,635    $    50,802
                                                   ===========    ===========
</TABLE>

    The Bank had no loans specifically classified as impaired at December 31,
    1999 and 1998.

    The bank has entered into loan transactions with certain directors, officers
    and their affiliates (related parties). In the opinion of management, such
    indebtedness was incurred in the ordinary course of business on
    substantially the same terms as those prevailing at the time for comparable
    transactions with other persons and does not involve more than normal risk
    of collectibility or present other unfavorable features.

    The following represents the aggregate activity for related party loans
    which exceeded $60,000 in total:

<TABLE>
<CAPTION>

<S>                                                    <C>
       Balance, December 31, 1998                       $290,301
       New loans                                         101,988
       Payments                                          (36,922)
                                                        --------

       Balance, December 31, 1999                       $355,367
                                                        ========
</TABLE>

(4) PREMISES AND EQUIPMENT

    Premises and equipment consisted of the following:

<TABLE>
<CAPTION>
                                                  1999        1998
                                                  ----        ----
  <S>                                           <C>         <C>
       Land and land improvements                $ 36,000   $ 36,000
       Office building                            378,705    373,194
       Furniture, fixtures and equipment          161,826    140,141
                                                 --------   --------

       Less accumulated depreciation              348,766    331,064
                                                 --------   --------

       Totals                                    $227,765   $218,271
                                                 ========   ========
</TABLE>

                                       19
<PAGE>

                       PCB HOLDING COMPANY AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED
                           DECEMBER 31, 1999 AND 1998



(5)  DEPOSITS

     The aggregate amount of time deposit accounts with balances of $100,000 or
     more was approximately $2,912,000 at December 31, 1999.

     At December 31, 1999, scheduled maturities of time deposits were as
     follows:

<TABLE>
<CAPTION>

     Year ending December 31:
<S>                                         <C>

         2000                                $ 8,083,329
         2001                                  3,471,676
         2002                                  2,082,742
         2003                                  2,058,105
         2004 and thereafter                     846,426
                                             -----------

           Total                             $16,542,278
                                             ===========
</TABLE>

     The Bank held deposits of approximately $548,000 and $552,000 for related
     parties at December 31, 1999 and 1998, respectively.

     Deposit account balances in excess of $100,000 are not federally insured.

     Interest expense on deposits is summarized as follows:

<TABLE>
<CAPTION>
                                                       1999        1998
                                                     ---------  -----------
<S>                                                  <C>        <C>

     Savings and interest bearing demand deposits     $131,100   $  121,671
     Time deposits                                     850,059      913,341
                                                      --------   ----------

      Totals                                          $981,159   $1,035,012
                                                      ========   ==========
</TABLE>

(6)  ADVANCES FROM FEDERAL HOME LOAN BANK

     At December 31, 1999, advances from the Federal Home Loan Bank were as
follows:

<TABLE>
<CAPTION>

<S>                                           <C>      <C>
                                                Rate      Amount
     Advances maturing:
      June 26, 2000                            5.88%   $ 1,000,000
      October 1, 2001                          6.36%     1,000,000
                                                       -----------
                                                       $ 2,000,000
                                                       ===========

</TABLE>

     The advances from the Federal Home Loan Bank of Indianapolis are secured
     under a blanket collateral agreement.  At December 31, 1999, eligible
     collateral included residential mortgage loans with a carrying value of
     $15,449,110, which were pledged as security under the agreement.

(7)  STOCK-BASED COMPENSATION PLANS

     The Company applies APB No. 25 and related interpretations in accounting
     for its stock-based compensation plans.  In accordance with SFAS No. 123,
     the Company elected to continue to apply the provisions of APB No. 25.
     However, pro forma disclosures as if the Company adopted the compensation
     cost recognition provisions of SFAS No. 123, are presented along with a
     summary of the plans and awards.

     Stock Options

     The Company's stock option plan provides for the granting of incentive and
     nonqualified stock options at exercise prices not less than the fair market
     value of the common stock on the date of grant.  All options granted under
     the plan shall become vested and exercisable at the rate determined by the
     Board of Directors at the date of grant.  Options granted under the plan
     expire not more than ten years after the date of grant.  Payment of the
     option price may be in cash or shares of common stock at fair market value
     on the exercise date.  Non-employee directors are eligible to receive only
     nonqualified stock options.

                                       20
<PAGE>

                       PCB HOLDING COMPANY AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED
                           DECEMBER 31, 1999 AND 1998



(7 - continued)

     The following is a summary of the stock options as of December 31, 1999 and
     the changes for the year then ended:

<TABLE>
<CAPTION>

                                         Number        Weighted Average
                                        of Shares       Exercise Price
<S>                                     <C>            <C>
     Outstanding at beginning of year          -                 -
     Granted                              31,734            $10.00
     Exercised                                 -                 -
     Forfeited                                 -                 -
                                          ------
     Outstanding at end of year           31,734             10.00
                                          ======
     Exercisable at end of year           21,816             10.00
                                          ======
</TABLE>

     For options outstanding at December 31, 1999, the weighted average
     remaining contractual life of the options was 9.5 years.

     For purposes of providing the pro forma disclosures required under SFAS No.
     123, the fair value of stock options granted for the year ended December
     31, 1999 was estimated at the date of grant using the Black-Scholes option
     pricing model.  The Black-Scholes option pricing model was originally
     developed for use in estimating the fair value of traded options which have
     different characteristics from the Company's employee stock options and
     require the use of highly subjective assumptions which can materially
     affect the fair value estimate.  As a result, management believes the
     Black-Scholes model may not necessarily provide a reliable measure of the
     fair value of employee stock options.

     The following assumptions were used for grants during the year ended
     December 31, 1999:

<TABLE>
<CAPTION>
     <S>                                           <C>
     Expected dividend yield                       1.59%
     Risk-free interest rate                       5.70%
     Expected volatility                           4.22%
     Expected life options                        10 years
     Weighted average fair value at grant date     $ 2.88

</TABLE>

     Had compensation cost for the stock-based compensation plan been determined
     in accordance with the fair value based accounting method provided by SFAS
     No. 123, the net income and net income per common share for the year ended
     December 31, 1999 would have been as follows:

     (In thousands, except per share amounts)

<TABLE>
<CAPTION>

<S>                                     <C>
     Pro forma net income                $ 87
     Pro forma net income per share:
      Basic                              $.22
      Diluted                            $.22
</TABLE>

     Restricted Stock Compensation Plan

     The Company established a restricted stock compensation plan as an
     encouragement for directors, officers and key employees to remain in the
     employment or service of the Company.  The shares granted under the plan
     are in the form of restricted stock vesting over a five-year period
     beginning with the date of grant of the award.  Since the stock issued is
     held in escrow by the Company before some or all of the services are
     performed, unearned compensation is recorded as a reduction of
     stockholder's equity.  Compensation expense is recognized pro rata over the
     period during which the shares are earned.  The maximum number of common
     shares available for issuance under the plan is 15,870 shares, all of which
     were awarded in 1999.  The terms of the restricted stock compensation plan
     included a provision whereby all unearned shares become fully vested upon a
     change in control.  Compensation expense recognized for the year ended
     December 31, 1999 was $14,548.

                                       21
<PAGE>

                       PCB HOLDING COMPANY AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED
                           DECEMBER 31, 1999 AND 1998




(8)  INCOME TAXES

     The components of income tax expense were as follows:

<TABLE>
<CAPTION>

                                                           1999       1998
                                                        ---------  ---------
<S>                                                     <C>        <C>

     Current                                            $ 91,183    $55,149
     Deferred                                            (11,094)    (1,995)
                                                        --------    --------

      Totals                                            $ 80,089    $53,154
                                                        ========    =======
</TABLE>

     Significant components of the Bank's deferred tax assets and liabilities as
     of December 31, 1999 and 1998 were as follows:

<TABLE>
<CAPTION>

                                                            1999       1998
                                                          ---------  ---------
<S>                                                       <C>        <C>
     Deferred tax assets (liabilities):
      Deferred loan fees and costs                        $ 19,877   $ 20,528
      Allowance for loan losses                             21,246     20,123
      Unrealized loss on securities available for sale      33,776      5,773
      Stock compensation plan                                5,762          -
      Cumulative effect of change to the accrual basis
       of accounting for tax reporting                     (18,407)   (27,611)
      Depreciation                                         (15,062)   (10,718)
                                                          --------

       Net deferred tax asset                             $ 47,192   $  8,095
                                                          ========   ========
</TABLE>

     The reconciliation of income tax expense with the amount which would have
     been provided at the federal statutory rate of 34 percent follows:

<TABLE>
<CAPTION>

<S>                                                        <C>        <C>
     Provision at federal statutory tax rate               $69,770   $ 55,124
     State income tax-net of federal tax benefit            14,269      9,445
     Effect of federal graduated rates                      (5,137)   (11,750)
     Other                                                   1,187        335
                                                           -------   --------

      Totals                                               $80,089   $ 53,154
                                                           =======   ========

      Effective tax rate                                      39.0%      32.8%
                                                           =======   ========
</TABLE>

     Prior to January 1, 1996, the Bank was permitted by the Internal Revenue
     Code to deduct from taxable income an annual addition to a statutory bad
     debt reserve subject to certain limitations.  Retained earnings at December
     31, 1999 include approximately $695,000 of cumulative deductions for which
     no deferred federal income tax liability has been recorded.  Reduction of
     these reserves for purposes other than tax bad debt losses or adjustments
     arising from carryback of net operating losses would create income for tax
     purposes subject to the then current corporate income tax rate.  The
     unrecorded deferred liability on these amounts was approximately $236,000
     at December 31, 1999.

     Federal legislation repealed the reserve method of accounting for bad debts
     by qualified thrift institutions for tax years beginning after December 31,
     1995.  As a result, the Bank will no longer be able to calculate the annual
     addition to the statutory bad debt reserve using the percentage-of-taxable-
     income.  Instead, the Bank will be required to compute its federal tax bad
     debt deduction based on actual loss experience over a period of years.  The
     legislation requires the Bank to recapture into taxable income over a six-
     year period its post-1987 additions to the statutory bad debt reserve,
     thereby generating additional tax liability.  The recapture may be
     suspended for up to two years, if during those years the Bank satisfies a
     residential loan requirement.  The Bank has no post-1987 reserves subject
     to recapture.

     The legislation also provided that the Bank will not be required to
     recapture its pre-1988 statutory bad debt reserves if it ceases to meet the
     qualifying thrift definitional tests and if the Bank continues to qualify
     as a "bank" under existing provisions of the Internal Revenue Code.

                                       22
<PAGE>

                       PCB HOLDING COMPANY AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED
                           DECEMBER 31, 1999 AND 1998



(9)  EMPLOYEE BENEFIT PLANS

     The Bank has a qualified contributory defined benefit plan that allows
     participating employees to make tax-deferred contributions under Internal
     Revenue Code Section 401(k).

     The Bank also has a qualified defined contribution money-purchase plan
     available to all eligible employees.  Contributions to the plan are based
     on a formula set forth in the plan documents.

     The Bank made contributions to these plans of $31,337 and $26,612 for 1999
     and 1998, respectively.

(10) CONCENTRATIONS OF CREDIT RISK

     At December 31, 1999, the Bank had concentrations of credit risk with a
     correspondence bank representing interest bearing deposits with banks in
     excess of federal deposit insurance limits of $442,000.

(11) COMMITMENTS AND CONTINGENCIES

     In the normal course of business, there are outstanding various commitments
     and contingent liabilities, such as commitments to extend credit and legal
     claims, which are not reflected in the financial statements.

<TABLE>
<CAPTION>

                                                              1999       1998
                                                            ---------  ---------
<S>                                                          <C>        <C>
     Mortgage loans:
      Variable rate                                          $324,000   $179,000
      Fixed rate                                               28,000     54,400

     Undisbursed home improvement loans in process             87,340     22,240
     Undisbursed portion of construction loans in process     447,741    449,866
                                                             --------   --------

      Total commitments to extend credit                     $887,081   $705,506
                                                             ========   ========
</TABLE>

(12) FINANCIAL INSTRUMENTS WITH OFF-BALANCE-SHEET RISK

     The Bank is a party to financial instruments with off-balance-sheet risk in
     the normal course of business to meet the financing needs of its customers.
     These financial instruments include commitments to extend credit and
     standby letters of credit.  These instruments involve, to varying degrees,
     elements of credit and interest rate risk in excess of the amounts
     recognized in the balance sheet.

     The Bank's exposure to credit loss in the event of nonperformance by the
     other party to the financial instruments for commitments to extend credit
     and standby letters of credit is represented by the contractual notional
     amount of those instruments (see Note 11).  The Bank uses the same credit
     policies in making commitments and conditional obligations as it does for
     on-balance-sheet instruments.

     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 or other termination
     clauses and may require payment of a fee.  Since many of the commitments
     are expected to expire without being drawn upon, the total commitment
     amounts do not necessarily represent future cash requirements.  The Bank
     evaluates each customer's creditworthiness on a case-by-case basis.  The
     amount and type of collateral obtained, if deemed necessary by the Bank
     upon extension of credit, varies and is based on management's credit
     evaluation of the counterparty.

     Standby letters of credit are conditional commitments issued by the Bank to
     guarantee the performance of a customer to a third party.  Standby letters
     of credit generally have fixed expiration dates or other termination
     clauses and may require payment of a fee.  The credit risk involved in
     issuing letters of credit is essentially the same as that involved in
     extending loan facilities to customers.  The Bank's policy for obtaining
     collateral, and the nature of such collateral, is essentially the same as
     that involved in making commitments to extend credit.

     The Bank has not been required to perform on any financial guarantees
     during the past two years.  The Bank has not incurred any losses on its
     commitments in either 1999 or 1998.

                                       23
<PAGE>

                       PCB HOLDING COMPANY AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED
                           DECEMBER 31, 1999 AND 1998


(13) STOCKHOLDERS' EQUITY

     Capital Stock

     As part of the conversion completed on July 1, 1998, the Bank became a
     wholly-owned subsidiary of the Company which offered common stock to
     certain current and former deposit and borrower customers of the Bank in a
     subscription offering.  The Company issued 396,750 shares of common stock
     with gross proceeds of $3,967,500 as a result of the offering.  Total
     expenses in connection with the conversion and offering amounted to
     $307,616 and were charged against the proceeds from the offering.

     Liquidation Account

     Upon completion of the conversion, the Bank established a liquidation
     account in an amount equal to its retained earnings at December 31, 1997
     totaling $2,091,519.  The liquidation account will be maintained for the
     benefit of depositors as of December 31, 1996 eligibility record date (or
     the March 31, 1998 supplemental eligibility record date) who maintain their
     deposits in the Bank after conversion.

     In the event of complete liquidation, and only in such an event, each
     eligible depositor will be entitled to receive a liquidation distribution
     from the liquidation account in the proportionate amount of the then
     current adjusted balance for deposits held, before any liquidation
     distribution may be made with respect to the stockholders.  Except for the
     repurchase of stock and payment of dividends by the Bank, the existence of
     the liquidation account does not restrict the use or application of
     retained earnings of the Bank.

     Dividends

     The payment of dividends by the Bank is subject to regulation by The Office
     of Thrift Supervision (OTS).  The Bank may not declare or pay a cash
     dividend or repurchase any of its capital stock if the effect thereof would
     cause the retained earnings of the Bank to be reduced below regulatory
     capital requirements imposed by the OTS.

(14) REGULATORY MATTERS

     The Bank is subject to various regulatory capital requirements administered
     by the OTS.  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
     Bank's financial statements.  Under capital adequacy guidelines and the
     regulatory framework for prompt corrective action, the Bank must meet
     specific capital guidelines that involve quantitative measures of the
     Bank's assets, liabilities, and certain off-balance-sheet items as
     calculated under regulatory accounting practices.  The Bank's capital
     amounts and classification are also subject to quantitative judgments by
     the regulators about components, risk weightings, and other factors.

     Quantitative measures established by regulation to ensure capital adequacy
     require the Bank to maintain minimum amounts and ratios (set forth in the
     table below) of tangible capital to adjusted total assets (as defined),
     Tier I (core) capital (as defined) to adjusted total assets, Tier I capital
     to risk-weighted assets (as defined), and of total risk-based capital (as
     defined) to risk-weighted assets.  Management believes, as of December 31,
     1999, the Bank meets all capital adequacy requirements to which it is
     subject.

     As of December 31, 1999, the most recent notification from the OTS
     categorized the Bank as well capitalized under the regulatory framework for
     prompt corrective action.  To be categorized as well capitalized, the Bank
     must maintain minimum total risk-based, Tier I risk-based, and Tier I
     leverage ratios as set forth in the table below.  There are no conditions
     or events since that notification that management believes have changed the
     Bank's categories.

                                       24
<PAGE>

                       PCB HOLDING COMPANY AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED
                           DECEMBER 31, 1999 AND 1998



(14 - continued)


     The Bank's actual capital amounts and ratios are also presented in the
     table.  No amount was deducted from capital for interest-rate risk in
     either year.

<TABLE>
<CAPTION>
                                                                              Minimum To Be Well
                                                                              Capitalized Under
                                                       Minimum For Capital    Prompt Corrective
                                          Actual       Adequacy Purposes:    Actions Provisions:
     (Dollars in thousands)           Amount   Ratio     Amount     Ratio      Amount     Ratio
<S>                                  <C>       <C>     <C>         <C>       <C>         <C>
     As of December 31, 1999:
      Total equity capital and
       ratio to total assets          $ 4,140   14.6%
      Adjustments to equity
       capital                             51
                                      -------

      Tangible capital and ratio
       to adjusted total assets       $ 4,191   14.7%      $  426      1.5%
                                      =======              ======

      Tier I (core) capital and
       ratio to adjusted total
       assets                         $ 4,191   14.7%      $1,137      4.0%      $1,421      5.0%
                                      =======              ======                ======

      Tier I capital and ratio
       to risk-weighted assets        $ 4,191   24.8%                            $1,015      6.0%
                                                                                 ======

      Allowance for loan losses            54
                                      -------

      Total risk-based capital
       and ratio to risk-weighted
       assets                         $ 4,245   25.1%      $1,353      8.0%      $1,692     10.0%
                                      =======              ======                ======

      Total assets                    $28,369
                                      =======

      Adjusted total assets           $28,420
                                      =======

      Risk-weighted assets            $16,916
                                      =======
</TABLE>

                                       25
<PAGE>

                       PCB HOLDING COMPANY AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED
                           DECEMBER 31, 1999 AND 1998


(14 - continued)

<TABLE>
<CAPTION>
                                                                              Minimum To Be Well
                                                                              Capitalized Under
                                                       Minimum For Capital    Prompt Corrective
                                          Actual       Adequacy Purposes:    Actions Provisions:
     (Dollars in thousands)           Amount   Ratio     Amount     Ratio      Amount     Ratio
<S>                                  <C>       <C>     <C>         <C>       <C>         <C>

     As of December 31, 1998:
      Total equity capital and
       ratio to total assets          $ 4,037   15.9%
      Adjustments to equity
       capital                              9
                                      -------

      Tangible capital and ratio
       to adjusted total assets       $ 4,046   15.9%      $  382      1.5%
                                      =======              ======

      Tier I (core) capital and
       ratio to adjusted total
       assets                         $ 4,046   15.9%      $1,018      4.0%      $1,272      5.0%
                                      =======              ======                ======

      Tier I capital and ratio
       to risk-weighted assets        $ 4,046   30.1%                            $  809      6.0%
                                                                                 ======

      Allowance for loan losses            51
                                      -------

      Total risk-based capital
       and ratio to risk-weighted
       assets                         $ 4,097   30.4%      $1,077      8.0%      $1,346     10.0%
                                      =======              ======                ======

      Total assets                    $25,439
                                      =======

      Adjusted total assets           $25,448
                                      =======

      Risk-weighted assets            $13,464
                                      =======
</TABLE>

(15) SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

<TABLE>
<CAPTION>

                                                         1999         1998
                                                      -----------  -----------
<S>                                                   <C>          <C>
     Cash payments for:
      Interest                                         $1,022,681   $1,035,196
      Taxes                                                92,752       39,763

     Noncash investing activity:
      Proceeds from sale of foreclosed real estate
       financing through loans                                  -       21,233

     Noncash financing activity:
      Issuance of common stock for stock
       compensation plan                                  158,700            -

</TABLE>

                                       26
<PAGE>

                       PCB HOLDING COMPANY AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED
                           DECEMBER 31, 1999 AND 1998



(16) SUPPLEMENTAL DISCLOSURE FOR EARNINGS PER SHARE

<TABLE>
<CAPTION>

                                                              1999       1998
                                                           ----------  ---------
<S>                                                        <C>         <C>
     Basic:
      Net income                                            $ 125,117   $108,976
                                                            =========  =========

      Shares:
       Weighted average common shares outstanding             396,750    396,750
                                                            =========  =========

       Net income per common share, basic                   $    0.32   $   0.27
                                                            =========  =========

      Diluted:
       Net income                                           $ 125,117
                                                            =========

       Shares:
       Weighted average common shares outstanding             396,750
       Add:  Dilutive effect of restricted share awards           686
                                                            ---------
       Weighted average common shares
        outstanding, as adjusted                              397,436
                                                            =========

         Net income per common share, diluted               $    0.31
                                                            =========
</TABLE>

     The Company had no potential dilutive common shares in 1998.

(17) DISCLOSURES ABOUT FAIR VALUE OF FINANCIAL INSTRUMENTS


     The carrying value and estimated fair value of financial instruments at
December 31 are as follows:

<TABLE>
<CAPTION>
                                                               1999                                1998
                                                             --------                             -------
                                                    Carrying              Fair              Carrying        Fair
                                                      Value               Value              Value         Value
                                                                     (In thousands)
<S>                                              <C>               <C>                   <C>              <C>
 Financial assets:
  Cash and due from banks                               $    230              $    230         $     43   $     43
  Interest bearing deposits with banks                     2,309                 2,309            2,323      2,323
  Securities available for sale                            1,113                 1,113            1,532      1,532
  Loans, net                                              24,054                23,768           20,930     21,498
  Federal Home Loan Bank stock                               196                   196              196        196

 Financial liabilities:
  Deposits                                               (20,464)              (20,328)         (19,517)   (19,705)
  Advances from Federal Home Loan
   Bank                                                   (2,000)               (1,991)               -          -

 Unrecognized financial instruments:
  Commitments to extend credit                                 -                   (13)               -         (3)

</TABLE>

     The following methods and assumptions were used to estimate the fair value
     of each class of financial instrument for which it is practicable to
     estimate that value:

     Cash and Short-Term Investments

     For cash and short-term investments, including cash and due from banks and
     interest bearing deposits with banks, the carrying value is a reasonable
     estimate of fair value.

                                       27
<PAGE>

                       PCB HOLDING COMPANY AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED
                           DECEMBER 31, 1999 AND 1998

(17 - continued)

     Debt and Equity Securities

     For debt securities, including mortgage-backed securities, the fair values
     are based on quoted market prices.  For restricted equity securities held
     for investment, the carrying amount is a reasonable estimate of fair value.

     Loans

     The fair value of loans is estimated by discounting the estimated future
     cash flows using the current rates at which loans would be made to
     borrowers with similar credit ratings and for the same remaining
     maturities.

     Deposits

     The fair value of savings and demand deposits is the amount payable on
     demand at the balance sheet date.  The fair value of fixed-maturity
     certificates of deposits is estimated by discounting the future cash flows
     using the rates currently offered for deposits of similar remaining
     maturities.

     Commitments to Extend Credit

     The majority of commitments to extend credit would result in loans with a
     market rate of interest if funded.  The  value of these commitments are the
     fees that would be charged to customers to enter into similar agreements.
     For fixed rate loan commitments, the fair value also considers the
     difference between current levels of interest rates and the committed
     rates.

(18) PARENT COMPANY CONDENSED FINANCIAL INFORMATION

     Condensed financial information for PCB Holding Company (parent company
     only) for the years ended December 31, 1999 and 1998 follows:

<TABLE>
<CAPTION>

                                     Balance Sheets


                                     (In thousands)
                                                         1999      1998
                                                        ------    ------
<S>                                                  <C>        <C>
Assets:
 Cash and interest bearing deposits                    $1,683      $1,817
 Investment in bank subsidiary                          4,140       4,037
 Other assets                                              11           -
                                                       ------      ------
                                                       $5,834      $5,854
                                                       ======      ======

Liabilities and Stockholders' Equity:
 Other liabilities                                     $    -           4
 Stockholders' equity                                   5,834       5,850
                                                       ------      ------
                                                       $5,834      $5,854
                                                       ======      ======

                                     Statements of Income

                                     (In thousands)
Interest income                                        $   36      $   20
Other operating expenses                                   69          15
                                                       ------      ------

 Income (loss) before income taxes and equity in
  undistributed net income of subsidiary                  (33)          5

 Income tax expense (benefit)                             (13)          2
                                                       ------      ------

 Income (loss) before equity in undistributed net
  income of subsidiary                                    (20)         3
 Equity in undistributed net income of subsidiary         145        106
                                                       ------      -----

   Net income                                          $  125     $  109
                                                       ======     ======
</TABLE>

                                       28
<PAGE>

                      PCB HOLDING COMPANY AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED
                           DECEMBER 31, 1999 AND 1998


(18 - continued)

<TABLE>
<CAPTION>

                           Statements of Cash Flows

                                (In thousands)
                                                           1999       1998
                                                         ------    -------
<S>                                                    <C>        <C>
 Net income                                              $  125    $   109
 Adjustments to reconcile net income to cash
  provided by operating activities:
   Stock compensation expense                                14          -
   Equity in undistributed net income of subsidiary        (145)      (106)
   Increase in other (used) assets/liabilities, net         (15)         4
                                                         ------    -------
 Net cash provided (used) by operating activities           (21)         7
                                                         ------    -------

 Investing Activities:
  Investment in bank subsidiary                               -     (1,830)

 Financing Activities:
  Proceeds from issuance of common stock                      -      3,660
  Purchase of treasury stock                                (49)         -
  Cash dividends paid                                       (64)       (20)
                                                         ------    -------
  Net cash provided (used) by financing activities         (113)     3,640
                                                         ------    -------

  Net cash increase (decrease) in cash                     (134)     1,817

  Cash at beginning of year                               1,817          -
                                                         ------    -------

  Cash at end of year                                    $1,683    $ 1,817
                                                         ======    =======
</TABLE>

                                       29
<PAGE>

--------------------------------------------------------------------------------
                          BOARD OF DIRECTORS/OFFICERS
--------------------------------------------------------------------------------

Directors

James L. Wittmer                      Daniel P. Lutgring
  Retired businessman and investor      Co-owner of Lutgring Bros., Inc.


Howard L. Traphagen                   Marion L. Ress
  Retired businessman                   Retired president and majority owner of
                                        Frederick Sheet Metal, Inc.

James G. Tyler                        Carl D. Smith
  Practicing attorney in Tell City,     President and Chief Executive Officer
  Indiana



Executive Officers

Carl D. Smith
  President and Chief Executive Officer

Clarke A. Blackford
  Vice-President and Treasurer

                                       30
<PAGE>

-------------------------------------------------------------------------------
                             CORPORATE INFORMATION
--------------------------------------------------------------------------------
General Counsel                   Independent Auditors

James G. Tyler                    Monroe Shine & Co., Inc.
717 Jefferson Street              222 East Market Street
P. O. Box 456                     P. O. Box 1407
Tell City, Indiana  47586         New Albany, Indiana  47151-1407

Special Counsel                   Transfer Agent

Muldoon, Murphy & Faucette LLP    Registrar and Transfer Company
5101 Wisconsin Ave., N.W.         10 Commerce Drive
Washington, DC  20016             Crawford, New Jersey  07016


Common Shares

The common shares of the Company are traded on the over-the-counter market
through the OTC-Bulletin Board under the symbol "PCBH."  As of December 31,
1999, the Company has 253 stockholders of record and 408,020 common shares
outstanding.  This does not reflect the number of persons whose shares are in
nominee or "street" name accounts through brokers.

Quarterly market price and dividend information per common share for 1999 is
provided below.

<TABLE>
<CAPTION>
                                 First  Second   Third    Fourth
<S>                              <C>    <C>     <C>      <C>

   Market price-end of period      $10    $ 10   $9-3/4   $10-1/2
   Dividends                         -     .08        -       .08

</TABLE>

Annual Meeting

The Annual Meeting of Stockholders will be held at 10:00 a.m., Monday, April 24,
2000, at the Hoosier Heights County Club, Highway 237, Tell City,  Indiana.

General Inquiries and Reports

The Company is required to file an Annual Report on Form 10-KSB for its fiscal
year ended December 31, 1999 with the Securities and Exchange Commission.
Copies of this annual report and the Company's quarterly reports on Form 10-QSB
may be obtained without charge by contacting:

Carl D. Smith
President and Chief Financial Officer
PCB Holding Company
819 Main Street
Tell City, Indiana  47586
(812) 547-7094

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