SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                   FORM 10-K/A
                                 Amendment No. 1


[ X ]    Annual Report Pursuant to Section 13 or 15(d) of the Securities
         Exchange Act of 1934

         For Fiscal Period Ended:  June 30, 1998
                                       Or

[   ]    Transition Report Pursuant  to  Section  13 or  15(d)  of  the
         Securities  Exchange Act of 1934 

         For the  transition period from ________ to _________

                           Commission File No: 0-18833

                           Chester Valley Bancorp Inc.
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             (Exact name of registrant as specified in its charter)


          Pennsylvania                                     23-2598554
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 (State or other jurisdiction of                        (I.R.S. Employer
 incorporation or organization)                       Identification No.)

   100 E. Lancaster Ave., Downingtown PA                     19335
   -------------------------------------                     -----
 (Address of principal executive offices)                  (Zip Code)

       Registrant's telephone number, including area code: (610) 269-9700

           Securities registered pursuant to Section 12(b) of the Act:
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                                 Not Applicable

           Securities registered pursuant to Section 12(g) of the Act:
                     Common Stock, $1.00 Par Value Per Share
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                                (Title of Class)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports)  and  (2)  has  been  subject  to such  filing
requirements for the past 90 days. YES [ X ]   NO   [  ]

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-B is not contained  herein,  and will not be contained,  to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated  by  reference in Part III of this Form 10-K or any  amendments  to
this Form 10-K. [ X ]
<PAGE>
State issuer's revenues for its most recent fiscal year.  $30,370,584

As of September 1, 1998, the aggregate  value of the 1,883,657  shares of Common
Stock  of the  registrant  which  were  issued  and  outstanding  on such  date,
excluding 444,685 shares held by all directors and officers of the registrant as
a group, was approximately  $54.63 million.  This figure is based on the closing
sales price of $29.00 per share of the registrant's Common Stock on September 1,
1998.

Number of shares of Common Stock outstanding as of September 1, 1998:  2,328,342
Transitional Small Business Disclosure Format.     YES   [  ]    NO  [ X ]


                       DOCUMENTS INCORPORATED BY REFERENCE

The following documents are incorporated by reference:

(1)      Portions of the Annual Report to  shareholders  for the year ended June
         30, 1998, are incorporated into Part II, Items 5 - 7 of this Form 10-K.

(2)      Portions of the Definitive  Proxy Statement for the 1998 annual meeting
         of  shareholders  are  incorporated  into Part III, Items 10-13 of this
         Form 10-K.

<PAGE>

ITEM 14.   EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K

(a)     The following documents are filed as part of this report:

        (1)   The following  financial  statements are incorporated by reference
              into  Item 8  hereof  from  pages 26 to 42 of the  Annual  Report,
              Exhibit 13 hereto:

                    Consolidated  Statements of Financial  Condition at June 30,
                    1998 and 1997

                    Consolidated  Statements of  Operations  for the Years Ended
                    June 30, 1998, 1997, and 1996

                    Consolidated  Statements  of  Stockholders'  Equity  for the
                    Years Ended June 30, 1998, 1997, and 1996

                    Consolidated  Statements  of Cash Flows for the Years  Ended
                    June 30, 1998, 1997, and 1996.

                    Notes to Consolidated Financial Statements.

        (2)    Financial  statement schedules for which provision is made in the
               applicable accounting  regulations of the SEC are omitted because
               of the absence of the conditions under which they are required or
               because the required information is set forth in the Consolidated
               Financial Statements or Notes thereto.


(b)     Reports on Form 8-K

        None


<PAGE>
(c)     The  following  exhibits  are filed as a part of this form 10-K and this
        list includes the Index to Exhibits.


                                Index to Exhibits

Number         Description of Documents
 

3a             Restated Articles of Incorporation**
3b             Bylaws, as amended***
4              Specimen Stock Certificate*
10a            Key Employee Stock Compensation Program, as amended**
10b            Employee Stock Ownership Plan**
10c            Employment Agreement By and Between the Holding Company, the Bank
               and Ellen Ann Roberts**
10e            Employment Agreement By and Between the Holding Company, the Bank
               and Colin N. Maropis*
10f            Employment Agreement By and Between the Holding Company, the Bank
               and Anthony J. Biondi**
10h            Amendment  No. 1 to the  Employment  Agreement By and Between the
               Holding Company, the Bank and Ellen Ann Roberts****
10j            Amendment  No. 1 to the  Employment  Agreement By and Between the
               Holding Company, the Bank and Colin N. Maropis ****
10k            Amendment  No. 1 to the  Employment  Agreement By and Between the
               Holding Company, the Bank and Anthony J. Biondi****
101            1997 Stock Option Plan*****
10m            1993 Stock Option Plan as Amended
13             Annual Report to Stockholders
21             Subsidiaries  of the  Registrant - Reference is made to Item,  1,
               Business - Subsidiaries," for the required information
23             Consent of Independent Auditors

(*)            Incorporated herein by reference from the Company's  Registration
               Statement on Form S-4 (33-30433) dated August 10, 1989

(**)           Incorporated herein by reference from the Company's Annual Report
               on Form 10-KSB for the year ended June 30, 1990

(***)          Incorporated herein by reference from the Company's Annual Report
               on Form 10-KSB for the year ended June 30, 1991

(****)         Incorporated herein by reference from the Company's Annual Report
               on Form 10-KSB for the year ended June 30, 1992

(*****)        Incorporated herein by reference from the Company's Annual Report
               on Form 10-KSB for the year ended June 30, 1997


<PAGE>

                                   SIGNATURES

        Pursuant to the  requirements  of Section 13 or 15(d) of the  Securities
Exchange Act of 1934,  the  Registrant has duly caused this amended report to be
signed on its behalf by the undersigned, thereunto duly authorized.

                                             CHESTER VALLEY BANCORP INC.


November 6, 1998                         By: /s/  Ellen Ann Roberts
                                             ----------------------
                                             Ellen Ann Roberts
                                             Director, Chairman of the Board and
                                             Chief Executive Officer