UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549





FORM 10-K



|x | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ------------------------------------------------------------------------------------

For the fiscal year ended: June 30, 2011

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.: 0-22444





WVS Financial Corp.

(Exact name of registrant as specified in its charter)



|                                                               |  |                                        
|-------------------------------------------------------------- |  | ---------------------------------------
|Pennsylvania                                                   |  | 25-1710500                             
|(State or other jurisdiction of
incorporation or organization) |  | (I.R.S. Employer Identification Number)
|                                                               | 
|9001 Perry Highway Pittsburgh, Pennsylvania                    |  | 15237                                  
|(Address of Principal Executive Offices)                       |  | (Zip Code)                             

Registrants telephone number, including area code: (412) 364-1911

Securities registered pursuant to Section 12(b) of the Act:



|                                       |  |                                       
|-------------------------------------- |  | --------------------------------------
|Common Stock, par value $.01 per share |  | The NASDAQ Global Market SM           
|(Title of Class)                       |  | (Name of exchange on which registered)

Securities registered pursuant to Section 12(g) of the Act:

None





Indicate by check mark if the
registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act.    Yes   ̈    No  x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.    Yes   ̈    No  x

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 report(s), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No   ̈

Indicate by check mark whether the registrant has submitted electronically and posted on its
corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was
required to submit and post such files).    Yes   ̈    No   ̈

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K 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 amendment to this Form 10-K.  x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller
reporting company. See definition of accelerated filer, large accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act. (Check one):



|                        |  |   |  |                           |  |  
|----------------------- |  | - |  | ------------------------- |  | -
|Large accelerated filer |  |  ̈ |  | Accelerated filer         |  |  ̈
|                        |  |   | 
|Non-accelerated filer   |  |  ̈ |  | Smaller reporting company |  | x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Act).    Yes   ̈    No  x

As of December 31, 2010, the aggregate value of the 1,504,222 shares of Common Stock of the registrant issued and outstanding on such date, which excludes 533,708 shares held by all directors and
officers of the registrant as a group, was approximately $13.7 million. This figure is based on the last known trade price of $9.09 per share of the registrants Common Stock on December 31, 2010.

Number of shares of Common Stock outstanding as of September 12, 2011: 2,057,930





DOCUMENTS INCORPORATED BY REFERENCE

List hereunder the following documents incorporated by reference and the Part of the Form 10-K into which the document is incorporated:



|(1) | Portions of the Annual Report to Stockholders for the fiscal year ended June 30, 2011 are incorporated into Part II.
|--- | --------------------------------------------------------------------------------------------------------------------

|(2) | Portions of the definitive proxy statement for the 2011 Annual Meeting of Stockholders are incorporated into Part III.
|--- | ----------------------------------------------------------------------------------------------------------------------









---

FORWARD-LOOKING STATEMENTS

In the normal course of business, we, in an effort to help keep our shareholders and the public informed about our operations, may from
time to time issue or make certain statements, either in writing or orally, that are or contain forward-looking statements, as that term is defined in the U.S. federal securities laws. Generally, these statements relate to business plans or
strategies, projected or anticipated benefits from acquisitions made by or to be made by us, projections involving anticipated revenues, earnings, profitability or other aspects of operating results or other future developments in our affairs or the
industry in which we conduct business. Forward-looking statements may be identified by reference to a future period or periods or by the use of forward-looking terminology such as anticipated, believe, expect,
intend, plan, estimate or similar expressions.

Although we believe that the anticipated
results or other expectations reflected in our forward-looking statements are based on reasonable assumptions, we can give no assurance that those results or expectations will be attained. Forward-looking statements involve risks, uncertainties and
assumptions (some of which are beyond our control), and as a result actual results may differ materially from those expressed in forward-looking statements. Factors that could cause actual results to differ from forward-looking statements include,
but are not limited to, the following, as well as those discussed elsewhere herein:



| |  |  | our investments in our businesses and in related technology could require additional incremental spending, and might not produce expected deposit and
loan growth and anticipated contributions to our earnings;
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | general economic or industry conditions could be less favorable than expected, resulting in a deterioration in credit quality, a change in the
allowance for loan and lease losses or a reduced demand for credit or fee-based products and services;
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | changes in the interest rate environment could reduce net interest income and could increase credit losses;
| | - |  | -----------------------------------------------------------------------------------------------------------



| |  |  | the conditions of the securities markets could change, which could adversely affect, among other things, the value or credit quality of our assets, the
availability and terms of funding necessary to meet our liquidity needs and our ability to originate loans and leases;
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | changes in the extensive laws, regulations and policies governing financial holding companies and their subsidiaries could alter our business
environment or affect our operations;
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | the potential need to adapt to industry changes in information technology systems, on which we are highly dependent, could present operational issues
or require significant capital spending;
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | competitive pressures could intensify and affect our profitability, including as a result of continued industry consolidation, the increased
availability of financial services from non-banks, technological developments such as the internet or bank regulatory reform;
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | acts or threats of terrorism and actions taken by the United States or other governments as a result of such acts or threats, including possible
military action, could further adversely affect business and economic conditions in the United States generally and in our principal markets, which could have an adverse effect on our financial performance and that of our borrowers and on the
financial markets and the price of our common stock.
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

You should not put undue reliance on any forward-looking statements.
Forward-looking statements speak only as of the date they are made, and we undertake no obligation to update them in light of new or future events except to the extent required by federal securities laws.



2



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PART I.



|Item 1. | Business.
|------- | ---------

WVS
Financial Corp. (WVS, the Company, us or we) is the parent holding company of West View Savings Bank (West View or the Savings Bank). The Company was organized in July 1993 as a
Pennsylvania-chartered unitary bank holding company and acquired 100% of the common stock of the Savings Bank in November 1993.

West View Savings Bank is a Pennsylvania-chartered, FDIC-insured stock savings bank conducting business from six offices in the North
Hills suburbs of Pittsburgh. The Savings Bank converted from the mutual to the stock form of ownership in November 1993. The Savings Bank had no subsidiaries at June 30, 2011.

Lending Activities

General. At June 30, 2011, the
Companys net portfolio of loans receivable totaled $50.0 million, as compared to $56.3 million at June 30, 2010. Net loans receivable comprised 21.8% of the Companys total assets at June 30, 2011, as compared to 15.9% at
June 30, 2010. The principal categories of loans in the Companys portfolio are single-family and multi-family residential real estate loans, commercial real estate loans, construction loans, consumer loans, land acquisition and
development loans and commercial loans. Substantially all of the Companys mortgage loan portfolio consists of conventional mortgage loans, which are loans that are neither insured by the Federal Housing Administration (FHA) nor
partially guaranteed by the Department of Veterans Affairs (VA). Historically, the Companys lending activities have been concentrated in single-family residential and land development and construction loans secured by properties
located in its primary market area of northern Allegheny County, southern Butler County and eastern Beaver County, Pennsylvania.

On occasion, the Company has also purchased whole loans and loan participations secured by properties located outside of its primary market area but predominantly in Pennsylvania. All of the
Companys mortgage loans are secured by properties located in Pennsylvania. Moreover, substantially all of the Companys non-mortgage loan portfolio consists of loans made to residents and businesses located in the Companys primary
market area.

Federal regulations impose limitations on the aggregate amount of loans that a savings institution can make to
any one borrower, including related entities. The permissible amount of loans-to-one borrower follows the national bank standard for all loans made by savings institutions, which generally does not permit loans-to-one borrower to exceed 15% of
unimpaired capital and surplus. Loans in an amount equal to an additional 10% of unimpaired capital and surplus also may be made to a borrower if the loans are fully secured by readily marketable securities. At June 30, 2011, the Savings
Banks limit on loans-to-one borrower was approximately $4.6 million. The Companys general policy has been to limit loans-to-one borrower, including related entities, to $2.0 million although this general limit may be exceeded based on
the merit of a particular credit. At June 30, 2011, the Companys five largest loans or groups of loans-to-one borrower, including related entities, ranged from an aggregate of $2.0 million to $4.8 million, with a $3.6 million group of
loans-to-one borrower secured by real estate located in the Companys primary market area and investments pledged by the borrower. The remainder of the groups of loans-to-one borrower are secured primarily by real estate located in the
Companys primary market area. Included in this range are undisbursed loan proceeds (i.e. loans in process) ranging from $0 thousand to $2.9 million. Related outstanding disbursed principal balances on the Companys five largest loans or
group of loans-to-one borrower, including related entities, ranged from an aggregate of $2.0 million to $3.5 million.



3



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Loan Portfolio Composition. The following table sets forth the composition of
the Companys net loans receivable portfolio by type of loan at the dates indicated.



|                                   |  |                        |        |   |      |  |        |        |  |   |        |   |  |        |        |   |   |   |        |        |  |  |        |   |  |        |        |   |   |  |        |   |  |   |        |   |  |  |        |  
|---------------------------------- |  | ---------------------- | ------ | - | ---- |  | ------ | ------ |  | - | ------ | - |  | ------ | ------ | - | - | - | ------ | ------ |  |  | ------ | - |  | ------ | ------ | - | - |  | ------ | - |  | - | ------ | - |  |  | ------ | -
|                                   |  | At June 30,            |       
|                                   |  | 2011                   |        |   | 2010 |  |        | 2009   |  |   | 2008   |   |  | 2007   |       
|                                   |  | Amount                 |        |   | %    |  |        | Amount |  |   | %      |   |  | Amount |        |   | % |   |        | Amount |  |  | %      |   |  | Amount |        |   | % | 
|                                   |  | (Dollars in Thousands) |       
|Real estate loans:                 |  |                        |        |   |      |  |        |        |  |   |        |   |  |        |        |   |   |   |        |        |  |  |        |   |  |        |        |   |   |  |        |   |  |   |        |   |  |  |        |  
|Single-family                      |  | $                      | 14,984 |   |      |  | 29.60  | %      |  | $ | 17,247 |   |  |        | 30.24  | % |   | $ | 14,989 |        |  |  | 25.44  | % |  | $      | 16,020 |   |   |  | 27.85  | % |  | $ | 16,997 |   |  |  | 27.67  | %
|Multi-family                       |  |                        | 5,365  |   |      |  | 10.60  |        |  |   | 5,636  |   |  |        | 9.88   |   |   |   | 4,814  |        |  |  | 8.17   |   |  |        | 5,644  |   |   |  | 9.81   |   |  |   | 5,162  |   |  |  | 8.40   |  
|Commercial                         |  |                        | 7,732  |   |      |  | 15.27  |        |  |   | 7,635  |   |  |        | 13.39  |   |   |   | 9,179  |        |  |  | 15.58  |   |  |        | 6,622  |   |   |  | 11.51  |   |  |   | 7,699  |   |  |  | 12.55  |  
|Construction                       |  |                        | 11,569 |   |      |  | 22.85  |        |  |   | 10,059 |   |  |        | 26.41  |   |   |   | 14,942 |        |  |  | 25.37  |   |  |        | 13,453 |   |   |  | 23.39  |   |  |   | 14,991 |   |  |  | 24.40  |  
|Land acquisition and development   |  |                        | 2,947  |   |      |  | 5.82   |        |  |   | 2.718  |   |  |        | 4.77   |   |   |   | 1,439  |        |  |  | 2.44   |   |  |        | 1,991  |   |   |  | 3.46   |   |  |   | 2,194  |   |  |  | 3.57   |  
|                                   |  |                        |        |   |      |  |        |        |  |   |        |   |  |        |        |   |   |   |        |        |  |  |        |   |  |        |        |   |   |  |        |   |  |   |        |   |  |  |        |  
|Total real estate loans            |  |                        | 42,593 |   |      |  | 84.14  |        |  |   | 48,295 |   |  |        | 84.69  |   |   |   | 45,363 |        |  |  | 77.00  |   |  |        | 43,730 |   |   |  | 76.02  |   |  |   | 47,043 |   |  |  | 76.57  |  
|                                   |  |                        |        |   |      |  |        |        |  |   |        |   |  |        |        |   |   |   |        |        |  |  |        |   |  |        |        |   |   |  |        |   |  |   |        |   |  |  |        |  
|Consumer loans:                    |  |                        |        |   |      |  |        |        |  |   |        |   |  |        |        |   |   |   |        |        |  |  |        |   |  |        |        |   |   |  |        |   |  |   |        |   |  |  |        |  
|Home equity                        |  |                        | 4,494  |   |      |  | 8.88   |        |  |   | 4,866  |   |  |        | 8.53   |   |   |   | 8,413  |        |  |  | 14.28  |   |  |        | 8,732  |   |   |  | 15.18  |   |  |   | 9,858  |   |  |  | 16.04  |  
|Other                              |  |                        | 322    |   |      |  | 0.64   |        |  |   | 280    |   |  |        | 0.49   |   |   |   | 1,034  |        |  |  | 1.76   |   |  |        | 737    |   |   |  | 1.28   |   |  |   | 551    |   |  |  | 0.90   |  
|                                   |  |                        |        |   |      |  |        |        |  |   |        |   |  |        |        |   |   |   |        |        |  |  |        |   |  |        |        |   |   |  |        |   |  |   |        |   |  |  |        |  
|Total consumer loans               |  |                        | 4,816  |   |      |  | 9.52   |        |  |   | 5,146  |   |  |        | 9.02   |   |   |   | 9,447  |        |  |  | 16.04  |   |  |        | 9,469  |   |   |  | 16.46  |   |  |   | 10,409 |   |  |  | 16.94  |  
|                                   |  |                        |        |   |      |  |        |        |  |   |        |   |  |        |        |   |   |   |        |        |  |  |        |   |  |        |        |   |   |  |        |   |  |   |        |   |  |  |        |  
|Commercial loans                   |  |                        | 3,210  |   |      |  | 6.34   |        |  |   | 3,585  |   |  |        | 6.29   |   |   |   | 4,102  |        |  |  | 6.96   |   |  |        | 4,328  |   |   |  | 7.52   |   |  |   | 3,988  |   |  |  | 6.49   |  
|                                   |  |                        |        |   |      |  |        |        |  |   |        |   |  |        |        |   |   |   |        |        |  |  |        |   |  |        |        |   |   |  |        |   |  |   |        |   |  |  |        |  
|                                   |  |                        | 50,623 |   |      |  | 100.00 | %      |  |   | 57,026 |   |  |        | 100.00 | % |   |   | 58,912 |        |  |  | 100.00 | % |  |        | 57,527 |   |   |  | 100.00 | % |  |   | 61,440 |   |  |  | 100.00 | %
|                                   |  |                        |        |   |      |  |        |        |  |   |        |   |  |        |        |   |   |   |        |        |  |  |        |   |  |        |        |   |   |  |        |   |  |   |        |   |  |  |        |  
|                                   |  |                        |        |   |      |  |        |        |  |  
|Less:                              |  |                        |        |   |      |  |        |        |  |   |        |   |  |        |        |   |   |   |        |        |  |  |        |   |  |        |        |   |   |  |        |   |  |   |        |   |  |  |        |  
|Net deferred loan origination fees |  |                        | (41    | ) |      |  |        |        |  |   | (66    | ) |  |        |        |   |   |   | (102   | )      |  |  |        |   |  |        | (94    | ) |   |  |        |   |  |   | (104   | ) |  |  |        |  
|Allowance for loan losses          |  |                        | (630   | ) |      |  |        |        |  |   | (645   | ) |  |        |        |   |   |   | (662   | )      |  |  |        |   |  |        | (956   | ) |   |  |        |   |  |   | (986   | ) |  |  |        |  
|                                   |  |                        |        |   |      |  |        |        |  |   |        |   |  |        |        |   |   |   |        |        |  |  |        |   |  |        |        |   |   |  |        |   |  |   |        |   |  |  |        |  
|Net loans receivable               |  | $                      | 49,952 |   |      |  |        |        |  | $ | 56,315 |   |  |        |        |   |   | $ | 58,148 |        |  |  |        |   |  | $      | 56,477 |   |   |  |        |   |  | $ | 60,350 |   |  |  |        |  
|                                   |  |                        |        |   |      |  |        |        |  |   |        |   |  |        |        |   |   |   |        |        |  |  |        |   |  |        |        |   |   |  |        |   |  |   |        |   |  |  |        |  

Contractual Maturities. The following table sets forth the scheduled contractual maturities
of the Companys loans and mortgage-backed securities at June 30, 2011. The amounts shown for each period do not take into account loan prepayments and normal amortization of the Companys loan portfolio.



|                                                   |  |                        |        |  |              |   |       |            |  |   |              |  |  |                               |        |  |                                  |   |       |                           |  |   |       |  |  |   |        |  |  |   |         | 
|-------------------------------------------------- |  | ---------------------- | ------ |  | ------------ | - | ----- | ---------- |  | - | ------------ |  |  | ----------------------------- | ------ |  | -------------------------------- | - | ----- | ------------------------- |  | - | ----- |  |  | - | ------ |  |  | - | ------- | 
|                                                   |  | Real Estate Loans      |        |  |              |   |       |            |  |   |              | 
|                                                   |  | Single-family          |        |  | Multi-family |   |       | Commercial |  |   | Construction |  |  | Landacquisitionanddevelopment |        |  | Consumerloans andcommercialloans |   |       | Mortgage-backedsecurities |  |   | Total | 
|                                                   |  | (Dollars in Thousands) |       
|Amounts due in:                                    |  |                        |        |  |              |   |       |            |  |   |              |  |  |                               |        |  |                                  |   |       |                           |  |   |       |  |  |   |        |  |  |   |         | 
|One year or less                                   |  | $                      | 6      |  |              | $ |      |            |  | $ |             |  |  | $                             | 6,780  |  |                                  | $ | 232   |                           |  | $ | 4,646 |  |  | $ |       |  |  | $ | 11,664  | 
|After one year through five years                  |  |                        | 850    |  |              |   | 1,304 |            |  |   | 1,087        |  |  |                               | 4,481  |  |                                  |   | 2,394 |                           |  |   | 403   |  |  |   |       |  |  |   | 10,519  | 
|After five years                                   |  |                        | 14,128 |  |              |   | 4,061 |            |  |   | 6,645        |  |  |                               | 308    |  |                                  |   | 321   |                           |  |   | 2,977 |  |  |   | 70,568 |  |  |   | 99,008  | 
|                                                   |  |                        |        |  |              |   |       |            |  |   |              |  |  |                               |        |  |                                  |   |       |                           |  |   |       |  |  |   |        |  |  |   |         | 
|Total(1)                                           |  | $                      | 14,984 |  |              | $ | 5,365 |            |  | $ | 7,732        |  |  | $                             | 11,569 |  |                                  | $ | 2,947 |                           |  | $ | 8,026 |  |  | $ | 70,568 |  |  | $ | 121,191 | 
|                                                   |  |                        |        |  |              |   |       |            |  |   |              |  |  |                               |        |  |                                  |   |       |                           |  |   |       |  |  |   |        |  |  |   |         | 
|                                                   |  |                        |        |  |              |  
|Interest rate terms on amounts due after one year: |  |                        |        |  |              |   |       |            |  |   |              |  |  |                               |        |  |                                  |   |       |                           |  |   |       |  | 
|Fixed                                              |  | $                      | 13,193 |  |              | $ | 2,456 |            |  | $ | 4,032        |  |  | $                             | 1,188  |  |                                  | $ | 626   |                           |  | $ | 2,014 |  |  | $ |       |  |  | $ | 23,509  | 
|Adjustable                                         |  |                        | 1,785  |  |              |   | 2,909 |            |  |   | 3,700        |  |  |                               | 3,601  |  |                                  |   | 2,089 |                           |  |   | 1,366 |  |  |   | 70,568 |  |  |   | 86,018  | 
|                                                   |  |                        |        |  |              |   |       |            |  |   |              |  |  |                               |        |  |                                  |   |       |                           |  |   |       |  |  |   |        |  |  |   |         | 
|Total                                              |  | $                      | 14,978 |  |              | $ | 5,365 |            |  | $ | 7,732        |  |  | $                             | 4,789  |  |                                  | $ | 2,715 |                           |  | $ | 3,380 |  |  | $ | 70,568 |  |  | $ | 109,527 | 
|                                                   |  |                        |        |  |              |   |       |            |  |   |              |  |  |                               |        |  |                                  |   |       |                           |  |   |       |  |  |   |        |  |  |   |         | 



|(1) | Does not include adjustments relating to the allowance for loan losses, accrued interest, deferred fee income and unearned discounts.
|--- | -------------------------------------------------------------------------------------------------------------------------------------



4



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Scheduled contractual principal repayments do not reflect the actual maturities of loans.
The average maturity of loans is substantially less than their average contractual terms because of prepayments and due-on-sale clauses. The average life of mortgage loans tends to increase when current mortgage loan rates are substantially higher
than rates on existing mortgage loans and, conversely, decrease when rates on existing mortgages are substantially higher than current mortgage loan rates (due to refinancings of adjustable-rate and fixed-rate loans at lower rates).

The Company has from time to time renewed commercial real estate loans and speculative construction (single-family) loans due to slower
than expected sales of the underlying collateral. Commercial real estate loans are generally renewed at a contract rate that is the greater of the market rate at the time of the renewal or the original contract rate. Loans secured by speculative
single-family construction or developed lots are generally renewed for an additional six month term with monthly payments of interest. Subsequent renewals, if necessary, are generally granted for an additional twelve month term; principal
amortization is required. Land acquisition and development loans are generally renewed for an additional twelve month term with monthly payments of interest.

At June 30, 2011, the Company had approximately $5.4 million of renewed commercial real estate and construction loans. The $5.4 million in aggregate disbursed principal that has been renewed is
comprised of: single-family speculative construction loans totaling $4.2 million, land acquisition and development loans totaling $293 thousand and multi-family construction loans totaling $905 thousand. Management believes that the previously
discussed whole loans will self-liquidate during the normal course of business, though some additional rollovers may be necessary. All of the loans that have been rolled over are in compliance with all loan terms, including the receipt of all
required payments, and are considered performing loans.

Origination, Purchase and Sale of Loans. Applications
for residential real estate loans and consumer loans are accepted at all of the Companys offices. Applications for commercial real estate loans are taken only at the Companys Franklin Park office. Loan applications are primarily
attributable to existing customers, builders, walk-in customers and referrals from both real estate loan brokers and existing customers.

All processing and underwriting of real estate and commercial business loans is performed solely at the Companys loan division at the Franklin Park office. The Company believes this centralized
approach to approving such loan applications allows it to process and approve such applications faster and with greater efficiency. The Company also believes that this approach increases its ability to service the loans. The Savings Banks
Director of Retail Lending and Senior Vice President have lending authorities ranging from $5 thousand (unsecured loans) to $300 thousand (loans secured by first mortgage liens). With the approval of the Savings Banks President, the individual
lending authorities range from $25 thousand (unsecured), $500 thousand (loans secured by non-real estate collateral), $750 thousand (first and second mortgages) and $2 million on commercial and secured builder lines of credit. All loan applications
are required to be ratified by the Companys Loan Committee, comprised of both outside directors and management, which meets at least monthly.

Historically, the Company has originated substantially all of the loans retained in its portfolio. Substantially all of the residential real estate loans originated by the Company have been under terms,
conditions and documentation which permit their sale to the Fannie Mae and other investors in the secondary market. Although West View has not been a frequent seller of loans in the secondary market, the Savings Bank is on the Fannie Mae approved
list of sellers/servicers. The Company has held most of the loans it originates in its own portfolio until maturity, due, in part, to competitive pricing conditions in the marketplace for origination by nationwide lenders and portfolio lenders. The
Company has not originated sub-prime, no documentation or limited documentation loans.

The Company has not been an aggressive
purchaser of loans. However, the Company may purchase whole loans or loan participations in those instances where demand for new loan originations in the Companys market area is insufficient or to increase the yield earned on the loan
portfolio. Such loans are generally presented to the Company from contacts primarily at other financial institutions, particularly those



5



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which have previously done business with the Company. At June 30, 2011, $421 thousand or 0.8% of the Companys net loans receivable consisted of single-family mortgage whole loans
purchased from another financial institution.

The Company requires that all purchased loans be underwritten in accordance
with its underwriting guidelines and standards. The Company reviews loans, particularly scrutinizing the borrowers ability to repay the obligation, the appraised value and the loan-to-value ratio. Servicing of loans or loan participations
purchased by the Company generally is performed by the seller, with a portion of the interest being paid by the borrower retained by the seller to cover servicing costs. At June 30, 2011, $421 thousand or 0.8% of the Companys net loans
receivable were being serviced for the Company by others.

The following table shows origination, purchase and sale activity
of the Company with respect to loans on a consolidated basis during the periods indicated.



|                                              |  |                                   |        |   |      |   |        |      |  |   |        |  
|--------------------------------------------- |  | --------------------------------- | ------ | - | ---- | - | ------ | ---- |  | - | ------ | -
|                                              |  | At or For the Year Ended June 30, |       
|                                              |  | 2011                              |        |   | 2010 |   |        | 2009 | 
|                                              |  | (Dollars in Thousands)            |       
|                                              |  |                                   |       
|Net loans receivable beginning balance        |  | $                                 | 56,315 |   |      | $ | 58,148 |      |  | $ | 56,477 |  
|Real estate loan originations                 |  |                                   |        |   |      |   |        |      |  |   |        |  
|Single-family(1)                              |  |                                   | 1,577  |   |      |   | 798    |      |  |   | 2,709  |  
|Multi-family(2)                               |  |                                   |       |   |      |   |       |      |  |   | 491    |  
|Commercial                                    |  |                                   | 665    |   |      |   | 1,880  |      |  |   | 576    |  
|Construction                                  |  |                                   | 1,246  |   |      |   | 10,515 |      |  |   | 6,494  |  
|Land acquisition and development              |  |                                   | 1,365  |   |      |   | 2,469  |      |  |   | 1,560  |  
|                                              |  |                                   |        |   |      |   |        |      |  |   |        |  
|Total real estate loan originations           |  |                                   | 4,853  |   |      |   | 15,662 |      |  |   | 11,830 |  
|                                              |  |                                   |        |   |      |   |        |      |  |   |        |  
|                                              |  |                                   |       
|Home equity                                   |  |                                   | 699    |   |      |   | 1,105  |      |  |   | 1,306  |  
|Commercial                                    |  |                                   |       |   |      |   |       |      |  |   | 150    |  
|Other                                         |  |                                   | 35     |   |      |   | 120    |      |  |   | 45     |  
|                                              |  |                                   |        |   |      |   |        |      |  |   |        |  
|Total loan originations                       |  |                                   | 5,587  |   |      |   | 16,887 |      |  |   | 13,331 |  
|                                              |  |                                   |        |   |      |   |        |      |  |   |        |  
|Disbursements against available credit lines: |  |                                   |        |   |      |   |        |      |  |   |        |  
|Home equity                                   |  |                                   | 1,897  |   |      |   | 1,748  |      |  |   | 1,898  |  
|Other                                         |  |                                   |       |   |      |   |       |      |  |   | 1      |  
|Commercial                                    |  |                                   | 135    |   |      |   | 117    |      |  |   | 596    |  
|Purchase of whole loans and participations    |  |                                   |       |   |      |   |       |      |  |   |       |  
|                                              |  |                                   |        |   |      |   |        |      |  |   |        |  
|Total originations and purchases              |  |                                   | 7,619  |   |      |   | 18,752 |      |  |   | 15,826 |  
|                                              |  |                                   |        |   |      |   |        |      |  |   |        |  
|Less:                                         |  |                                   |        |   |      |   |        |      |  |   |        |  
|Loan principal repayments                     |  |                                   | 19,906 |   |      |   | 18,633 |      |  |   | 16,358 |  
|Sales of whole loans (3)                      |  |                                   |       |   |      |   |       |      |  |   |       |  
|Sales of participation interests (4)          |  |                                   |       |   |      |   |       |      |  |   |       |  
|Transferred to real estate owned              |  |                                   | 235    |   |      |   |       |      |  |   |       |  
|Change in loans in process                    |  |                                   | (6,118 | ) |      |   | 2,005  |      |  |   | (1,917 | )
|Other, net(5)                                 |  |                                   | (41    | ) |      |   | (53    | )    |  |   | (286   | )
|                                              |  |                                   |        |   |      |   |        |      |  |   |        |  
|Net increase (decrease)                       |  | $                                 | (6,363 | ) |      | $ | (1,833 | )    |  | $ | 1,671  |  
|                                              |  |                                   |        |   |      |   |        |      |  |   |        |  
|                                              |  |                                   |       
|Net loans receivable ending balance           |  | $                                 | 49,952 |   |      | $ | 56,315 |      |  | $ | 58,148 |  
|                                              |  |                                   |        |   |      |   |        |      |  |   |        |  



|(1) | Consists of loans secured by one-to-four family properties.
|--- | -----------------------------------------------------------

|(2) | Consists of loans secured by five or more family properties.
|--- | ------------------------------------------------------------

|(3) | Loans sold included servicing rights.
|--- | -------------------------------------

|(4) | As of June 30, 2011, loans serviced for others totaled approximately $100 thousand.
|--- | -----------------------------------------------------------------------------------

|(5) | Includes reductions for net deferred loan origination fees and the allowance for loan losses.
|--- | ---------------------------------------------------------------------------------------------



6



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Real Estate Lending Standards. All financial institutions are required to
adopt and maintain comprehensive written real estate lending policies that are consistent with safe and sound banking practices. These lending policies must reflect consideration of the Interagency Guidelines for Real Estate Lending Policies
(Guidelines) adopted by the federal banking agencies in December 1992. The Guidelines set forth uniform regulations prescribing standards for real estate lending. Real estate lending is defined as an extension of credit secured by liens
on interests in real estate or made for the purpose of financing the construction of a building or other improvements to real estate, regardless of whether a lien has been taken on the property.

The policies must address certain lending considerations set forth in the Guidelines, including loan-to-value (LTV) limits,
loan administration procedures, underwriting standards, portfolio diversification standards, and documentation, approval and reporting requirements. These policies must also be appropriate to the size of the institution and the nature and scope of
its operations, and must be reviewed and approved by the Board of Directors at least annually. The LTV ratio framework, with a LTV ratio being the total amount of credit to be extended divided by the appraised value of the property at the time the
credit is originated, must be established for each category of real estate loans. If not a first lien, the lender must combine all senior liens when calculating this ratio. The Guidelines, among other things, establish the following supervisory LTV
limits: raw land (65%); land development (75%); construction (commercial, multi-family and non-residential) (80%); improved property (85%); and one-to-four family residential (owner-occupied) (no maximum ratio; however any LTV ratio in excess of 90%
should require appropriate mortgage insurance or readily marketable collateral). Consistent with its conservative lending philosophy, the Companys LTV limits are generally more restrictive than those in the Guidelines: raw land (60%); land
development (70%); construction (commercial - 75%; multi-family - 75%; speculative residential - 75%); 1  2 family residential properties (80%); multi-family residential (75%); and commercial real estate (75%).

Single-Family Residential Real Estate Loans. Historically, savings institutions such as the Company have concentrated their
lending activities on the origination of loans secured primarily by first mortgage liens on existing single-family residences. At June 30, 2011, $15.0 million or 29.6% of the Companys total loan portfolio consisted of single-family
residential real estate loans, substantially all of which are conventional loans. The decrease of $2.3 million in single-family residential real estate loans during fiscal 2011 was primarily the result of pay downs on single-family residential real
estate loans. Single-family loan originations totaled $1.6 million and increased $779 thousand or 97.6% during the fiscal year ended June 30, 2011, when compared to fiscal 2010. The Company believes that overall loan originations increased in
fiscal 2011 due to increases in refinancing activity based on low interest rates. Due to low levels of market interest rates, the Company continued to offer shorter duration consumer, home equity, construction loans, land acquisition and development
loans and commercial loans.

The Company historically has originated fixed-rate loans with terms of up to 30 years. Although
such loans are originated with the expectation that they will be maintained in the portfolio, these loans are originated generally under terms, conditions and documentation that permit their sale in the secondary market. The Company also makes
available single-family residential adjustable-rate mortgages (ARMs), which provide for periodic adjustments to the interest rate, but such loans have never been as widely accepted in the Companys market area as the fixed-rate
mortgage loan products. The ARMs currently offered by the Company have up to 30-year terms and an interest rate, which adjusts in accordance with one of several indices.

At June 30, 2011, approximately $13.2 million or 88.1% of the single-family residential loans in the Companys loan portfolio consisted of loans which provide for fixed rates of interest.
Although these loans generally provide for repayments of principal over a fixed period of 15 to 30 years, it is the Companys experience that because of prepayments and due-on-sale clauses, such loans generally remain outstanding for a
substantially shorter period of time.

The Company is permitted to lend up to 100% of the appraised value of real property
securing a residential loan; however, if the amount of a residential loan originated or refinanced exceeds 90% of the appraised value, the Company is required by state banking regulations to obtain private mortgage insurance on the portion of the
principal amount that exceeds 75% of the appraised value of the security property. Prior to the global financial crisis experienced during fiscal 2009, which continued throughout fiscal 2010 and 2011, and pursuant to underwriting guidelines adopted
by the Board of Directors, private mortgage insurance was obtained on residential loans for which loan-to-value ratios exceed 80% according to the following schedule:



7



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loans exceeding 80% but less than 90% - 25% coverage; loans exceeding 90% but less than 95% - 30% coverage; and loans exceeding 95% through 100% - 35% coverage. During the global financial crisis
of fiscal 2009, the major PMI companies were downgraded by the rating agencies with respect to financial capacity and claims payment ability. Accordingly, the Board of Directors amended the Companys underwriting guidelines to preclude the use
of PMI until the PMI companies regain their financial footing. No loans are made in excess of 80% of appraised value.

Property appraisals on the real estate and improvements securing the Companys single-family residential loans are made by
independent appraisers approved by the Board of Directors. Appraisals are performed in accordance with federal regulations and policies. The Company obtains title insurance policies on most of the first mortgage real estate loans originated. If
title insurance is not obtained or is unavailable, the Company obtains an abstract of title and a title opinion. Borrowers also must obtain hazard insurance prior to closing and, when required by the United States Department of Housing and Urban
Development, flood insurance. Borrowers may be required to advance funds, with each monthly payment of principal and interest, to a loan escrow account from which the Company makes disbursements for items such as real estate taxes and mortgage
insurance premiums as they become due.

Multi-Family Residential and Commercial Real Estate Loans. The Company
originates mortgage loans for the acquisition and refinancing of existing multi-family residential and commercial real estate properties. At June 30, 2011, $5.4 million or 10.6% of the Companys total loan portfolio consisted of loans
secured by existing multi-family residential real estate properties, which represented a decrease of $271 thousand or 4.8% from fiscal 2010. Of the $5.4 million, approximately $2.9 million or 53.7% provide for an adjustable rate of interest, while
approximately $2.5 million or 46.3% are fixed rate loans.

At June 30, 2011, $7.7 million or 15.3% of the Companys
loan portfolio consisted of loans secured by existing commercial real estate properties, which represented an increase of $97 thousand or 1.3% from June 30, 2010. Of the $7.7 million, approximately $3.7 million or 47.9% provide for an
adjustable rate of interest, while approximately $4.0 million or 52.1% are fixed rate loans. The Company has not emphasized commercial real estate lending due to continued economic weakness in fiscal 2011.

The majority of the Companys multi-family residential loans are secured primarily by 5 to 20 unit apartment buildings, while
commercial real estate loans are secured by office buildings, a fitness facility, small retail establishments and a church. These types of properties constitute the majority of the Companys commercial real estate loan portfolio. The
Companys multi-family residential and commercial real estate loan portfolio consists primarily of loans secured by properties located in its primary market area.

Although terms vary, multi-family residential and commercial real estate loans generally are amortized over a period of up to 15 years (although some loans amortize over a 20 year period) and mature in 5
to 15 years. The Company will originate these loans either with fixed or adjustable interest rates which generally is negotiated at the time of origination. Loan-to-value ratios on the Companys commercial real estate loans are currently
limited to 75% or lower. As part of the criteria for underwriting multi-family residential and commercial real estate loans, the Company generally imposes a debt coverage ratio (the ratio of net cash from operations before payment of the debt
service to debt service) of at least 125%. If the borrower has insufficient stand-alone financial capacity, the Savings Bank will either obtain personal guarantees on its multi-family residential and commercial real estate loans from the principals
of the borrower and, if these cannot be obtained, to impose more stringent loan-to-value, debt service and other underwriting requirements.

At June 30, 2011 the Companys multi-family residential and commercial real estate loan portfolio consisted of approximately 45 loans with an average principal balance of $291 thousand. At
June 30, 2011, the Company had no multi-family residential real estate or commercial real estate loans that were classified as non-accrual loans.

Construction Loans. For many years, the Company has been active in originating loans to construct primarily single-family residences, and, to a much lesser extent, loans to acquire and
develop real estate for construction of residential properties. These construction lending activities generally are limited to the Companys primary market area. At June 30, 2011, construction loans amounted to approximately $11.6 million
or 22.8% of the Companys total loan portfolio, which represented an increase of $1.5 million or 15.0% from June 30, 2010. The increase was principally due to increased draws on speculative construction loans.



8



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As of June 30, 2011, the Companys portfolio of construction loans consisted primarily of $9.9 million of loans for the construction of single-family residential real estate.
Construction loan originations totaled $1.2 million and decreased by $9.3 million or 88.2% during the fiscal year ended June 30, 2011, when compared to the same period in 2010. Due to the stagnant economy, a number of the Companys small
builders have experienced slow sales of their housing inventories. This slow down in sales also caused a substantially reduced number of new home starts which adversely impacted originations of new speculative construction loans.

Construction loans are made for the purpose of constructing a single-family residence. The Company will underwrite such loans to
individuals on a construction/permanent mortgage loan basis or to a builder/developer on a speculative (not pre-sold) construction mortgage loan basis. At June 30, 2011, approximately 100.0% of total outstanding construction loans were made to
local real estate builders and developers with whom the Company has worked for a number of years for the purpose of constructing primarily single-family residences. Upon application, credit review and analysis of personal and corporate financial
statements, the Company may grant local builders lines of credit up to designated amounts. These credit lines may be used for the purpose of construction of speculative residential properties. In some instances, lines of credit will also be granted
for purposes of acquiring finished residential lots and developing speculative residential properties thereon. Such lines generally have not exceeded $1.0 million, with the largest line totaling approximately $3.0 million. Once approved for a
construction line, a developer must still submit plans and specifications and receive the Companys authorization, including an appraisal of the collateral satisfactory to the Company, in order to begin utilizing the line for a particular
project. As of June 30, 2011, the Company also had $2.9 million or 5.8% of the total loan portfolio invested in land development loans, which consisted of 10 loans to 10 developers.

Speculative construction loans generally have maturities of 18 months, including one 6 month extension, with payments being made monthly
on an interest-only basis. Thereafter, the permanent financing arrangements will generally provide for either an adjustable or fixed interest rate, consistent with the Companys policies with respect to residential and commercial real estate
financing.

The Company intends to maintain its involvement in construction lending within its primary market area. Such loans
afford the Company the opportunity to increase the interest rate sensitivity of its loan portfolio. Commercial real estate and construction lending is generally considered to involve a higher level of risk as compared to single-family residential
lending, due to the concentration of principal in a limited number of loans and borrowers and the effects of general economic conditions on real estate developers and managers. Moreover, a construction loan can involve additional risks because of
the inherent difficulty in estimating both a propertys value at completion of the project and the estimated cost (including interest) of the project. The nature of these loans is such that they are generally more difficult to evaluate and
monitor. In addition, speculative construction loans to a builder are not necessarily pre-sold and thus pose a greater potential risk to the Company than construction loans to individuals on their personal residences. Depending upon local real
estate market conditions, the Company may begin to apply more stringent underwriting criteria on new construction loans and renewals. Specifically the Company may reduce its overall portfolio of construction loans through alteration, reduce loan to
value ratios to below 80%, or require higher credit profile of guarantors.

The Company has attempted to minimize the
foregoing risks by, among other things, limiting the extent of its commercial real estate lending generally and by limiting its construction lending to primarily residential properties. In addition, the Company has adopted underwriting guidelines
which impose stringent loan-to-value, debt service and other requirements for loans which are believed to involve higher elements of credit risk, by generally limiting the geographic area in which the Company will do business to its primary market
area and by working with builders with whom it has established relationships.

Consumer Loans. The Company
offers consumer loans, although such lending activity has not historically been a large part of its business. At June 30, 2011, $4.8 million or 9.5% of the Companys total loan portfolio consisted of consumer loans, which represented a
decrease of $330 thousand or 6.4% from fiscal 2010. The $330 thousand decrease was primarily attributable to pay downs on existing consumer loans. The consumer loans offered by the Company include home equity loans, home equity lines of credit,
automobile loans, loans secured by deposit accounts and personal loans. Approximately 93.3% of the Companys consumer loans are secured by real estate and are primarily obtained through existing and walk-in customers.



9



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The Company will originate either a fixed-rate, fixed term home equity loan, or a home
equity line of credit with a variable rate. At June 30, 2011, approximately 42.1% of the Companys home equity loans were at a fixed rate for a fixed term. Although there have been a few exceptions with greater loan-to-value ratios,
substantially all of such loans are originated with a loan-to-value ratio which, when coupled with the outstanding first mortgage loan, does not exceed 80%.

Commercial Loans. At June 30, 2011, $3.2 million or 6.3% of the Companys total loan portfolio consisted of commercial loans, which include loans secured by accounts receivable,
marketable investment securities, business inventory and equipment, and similar collateral. The $375 thousand or 10.5% decrease during fiscal 2011 was principally due to the repayments on the Companys commercial loan portfolio. The Company is
continuing to selectively develop this line of business in order to increase interest income and to attract compensating deposit account balances.

Loan Fee Income. In addition to interest earned on loans, the Company may receive income from fees in connection with loan originations, loan modifications, late payments, prepayments and
for miscellaneous services related to its loans. Income from these activities varies from period to period with the volume and type of loans made and competitive conditions.

The Companys loan origination fees are generally calculated as a percentage of the amount borrowed. Loan origination and commitment fees and all incremental direct loan origination costs are
deferred and recognized over the contractual remaining lives of the related loans on a level yield basis. Discounts and premiums on loans purchased are accreted and amortized in the same manner. In accordance with ASC Topic 310, the Company has
recognized $30 thousand, $76 thousand and $23 thousand of deferred loan fees during fiscal 2011, 2010 and 2009, respectively, in connection with loan refinancings, payoffs and ongoing amortization of outstanding loans. The decreased loan origination
fee income for fiscal year 2011 was principally attributable to the absence of a payoff in full of a commercial real estate loan with a high amount of deferred fees during fiscal 2010. Loans previously originated with lower or no loan origination
fees will reduce the recognition of associated deferred fee balances while loans originated with higher loan origination fees will increase the recognition of associated deferred fee balances.

Non-Performing Loans, Real Estate Owned, Troubled Debt Restructurings and Potential Problem Loans. When a borrower fails to
make a required payment on a loan, the Company attempts to cure the deficiency by contacting the borrower and seeking payment. Contacts are generally made on the fifteenth day after a payment is due. In most cases, deficiencies are cured promptly.
If a delinquency extends beyond 15 days, the loan and payment history is reviewed and efforts are made to collect the loan. While the Company generally prefers to work with borrowers to resolve such problems, when the account becomes 90 days
delinquent, the Company may institute foreclosure or other proceedings, as necessary, to minimize any potential loss.

Loans
are placed on non-accrual status when, in the judgment of management, the probability of collection of interest is deemed to be insufficient to warrant further accrual. When a loan is placed on non-accrual status, previously accrued but unpaid
interest is deducted from interest income. The Company normally does not accrue interest on loans past due 90 days or more. The Company may continue to accrue interest if, in the opinion of management, it believes it will collect on the loan.

Real estate acquired by the Company as a result of foreclosure or by deed-in-lieu of foreclosure is classified as real estate
owned until it is sold. When property is acquired, it is recorded at the lower of cost or fair value at the date of acquisition. Any subsequent write-down, if necessary, is charged to the allowance for losses on real estate owned. All costs incurred
in maintaining the Companys interest in the property are capitalized between the date the loan becomes delinquent and the date of acquisition. After the date of acquisition, all costs incurred in maintaining the property are expensed and costs
incurred for the improvement or development of such property are capitalized.

Potential problem loans are loans where
management has some doubt as to the ability of the borrower to comply with present loan repayment terms.



10



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The following table sets forth the amounts and categories of the Companys
non-performing assets, troubled debt restructurings and potential problem loans at the dates indicated.



|                                                                                                                                |  |                        |       |   |      |   |       |      |  |   |      |   |  |      |       |   |  |   |       |  
|------------------------------------------------------------------------------------------------------------------------------- |  | ---------------------- | ----- | - | ---- | - | ----- | ---- |  | - | ---- | - |  | ---- | ----- | - |  | - | ----- | -
|                                                                                                                                |  | At June 30,            |      
|                                                                                                                                |  | 2011                   |       |   | 2010 |   |       | 2009 |  |   | 2008 |   |  | 2007 |      
|                                                                                                                                |  | (Dollars in Thousands) |      
|Non-accruing loans:                                                                                                             |  |                        |       |   |      |   |       |      |  |   |      |   |  |      |       |   |  |   |       |  
|Real estate:                                                                                                                    |  |                        |       |   |      |   |       |      |  |   |      |   |  |      |       |   |  |   |       |  
|Single-family (1)                                                                                                               |  | $                      | 784   |   |      | $ | 1,018 |      |  | $ | 226  |   |  | $    | 232   |   |  | $ | 214   |  
|Commercial                                                                                                                      |  |                        |      |   |      |   |      |      |  |   |     |   |  |      | 972   |   |  |   | 972   |  
|Multi-family                                                                                                                    |  |                        |      |   |      |   |      |      |  |   | 465  |   |  |      |      |   |  |   |      |  
|Construction (2)                                                                                                                |  |                        | 1,024 |   |      |   | 289   |      |  |   | 235  |   |  |      | 355   |   |  |   |      |  
|Land Acquisition and Development                                                                                                |  |                        |      |   |      |   |      |      |  |   |     |   |  |      |      |   |  |   |      |  
|Consumer (3)                                                                                                                    |  |                        | 358   |   |      |   | 359   |      |  |   | 21   |   |  |      | 23    |   |  |   | 18    |  
|Commercial loans and leases                                                                                                     |  |                        |      |   |      |   |      |      |  |   | 6    |   |  |      |      |   |  |   |      |  
|                                                                                                                                |  |                        |       |   |      |   |       |      |  |   |      |   |  |      |       |   |  |   |       |  
|Total non-accrual loans                                                                                                         |  |                        | 2,166 |   |      |   | 1,666 |      |  |   | 953  |   |  |      | 1,582 |   |  |   | 1,204 |  
|                                                                                                                                |  |                        |       |   |      |   |       |      |  |   |      |   |  |      |       |   |  |   |       |  
|Accruing loans greater than 90 days                                                                                             |  |                        |       |   |      |   |       |      |  |   |      |   |  |      |       |   |  |   |       |  
|Delinquent                                                                                                                      |  |                        |      |   |      |   |      |      |  |   |     |   |  |      |      |   |  |   |      |  
|                                                                                                                                |  |                        |       |   |      |   |       |      |  |   |      |   |  |      |       |   |  |   |       |  
|Total non-performing loans                                                                                                      |  | $                      | 2,166 |   |      | $ | 1,666 |      |  | $ | 953  |   |  | $    | 1,582 |   |  | $ | 1,204 |  
|                                                                                                                                |  |                        |       |   |      |   |       |      |  |   |      |   |  |      |       |   |  |   |       |  
|Real estate owned                                                                                                               |  |                        | 235   |   |      |   |      |      |  |   |     |   |  |      |      |   |  |   | 2     |  
|                                                                                                                                |  |                        |       |   |      |   |       |      |  |   |      |   |  |      |       |   |  |   |       |  
|Total non-performing assets                                                                                                     |  | $                      | 2,401 |   |      | $ | 1,666 |      |  | $ | 953  |   |  | $    | 1,582 |   |  | $ | 1,206 |  
|                                                                                                                                |  |                        |       |   |      |   |       |      |  |   |      |   |  |      |       |   |  |   |       |  
|Troubled debt restructurings                                                                                                    |  | $                      |      |   |      | $ |      |      |  | $ |     |   |  | $    |      |   |  | $ |      |  
|                                                                                                                                |  |                        |       |   |      |   |       |      |  |   |      |   |  |      |       |   |  |   |       |  
|Potential problem loans                                                                                                         |  | $                      |      |   |      | $ |      |      |  | $ | 315  |   |  | $    | 342   |   |  | $ | 368   |  
|                                                                                                                                |  |                        |       |   |      |   |       |      |  |   |      |   |  |      |       |   |  |   |       |  
|Total non-performing loans and potential problem loans and troubled debt restructurings as a percentage of net loans
receivable |  |                        | 4.34  | % |      |   | 2.96  | %    |  |   | 2.18 | % |  |      | 3.41  | % |  |   | 2.60  | %
|                                                                                                                                |  |                        |       |   |      |   |       |      |  |   |      |   |  |      |       |   |  |   |       |  
|Total non-performing assets to total assets                                                                                     |  |                        | 1.05  | % |      |   | 0.47  | %    |  |   | 0.23 | % |  |      | 0.37  | % |  |   | 0.30  | %
|                                                                                                                                |  |                        |       |   |      |   |       |      |  |   |      |   |  |      |       |   |  |   |       |  
|Total non-performing assets, troubled debt restructurings and potential problem loans as a percentage of total
assets           |  |                        | 1.05  | % |      |   | 0.47  | %    |  |   | 0.30 | % |  |      | 0.45  | % |  |   | 0.39  | %
|                                                                                                                                |  |                        |       |   |      |   |       |      |  |   |      |   |  |      |       |   |  |   |       |  



|(1) | At June 30, 2011, non-accrual single-family residential real estate loans consisted of three loans.
|--- | ---------------------------------------------------------------------------------------------------

|(2) | At June 30, 2011, non-accrual construction loans consisted of two loans.
|--- | ------------------------------------------------------------------------

|(3) | At June 30, 2011, non-accrual consumer loans consisted of two loans.
|--- | --------------------------------------------------------------------

The $735 thousand increase in nonperforming assets during twelve months ended June 30, 2011 was primarily attributable to the classification to non-performing of two single-family construction loans
totaling $1.0 million, which was partially offset by the reclassification of one non-performing single-family residential real estate loan totaling $286 thousand.

The Company had two non-accrual construction loans totaling $1.0 million, three non-accrual single-family real estate loans totaling approximately $784 thousand and two non-accrual home equity lines of
credit totaling approximately $359 thousand at June 30, 2011. The loans are in various stages of collection.

At
June 30, 2011, the Company had two collateral dependent non-accrual construction loans totaling $1.0 million that were considered to be impaired.

The first impaired construction loan is almost entirely complete and currently being marketed for sale. The loan was originated as a construction loan to build a spec home with a well known and respected
builder within our market. At June 30, 2011, the loan was twelve months past due for interest. The borrower is working closely with management of the Company and recently agreed to change the listing real estate agency. Management has
interviewed several real estate agencies as part of this process and they all have indicated that sales of similar properties in this market support the asking price and that the property is in an affluent market that tends to take a little longer
to sell. The loans appraised value is $950 thousand, the current listing price is $925 thousand, and our book value is $701 thousand. The loan is considered impaired primarily due to its delinquency status. Management weighed several factors
in considering whether a discount to the appraised valuation was appropriate. In its analysis, management considered several qualitative factors including the length of time that the property has been on the market, the recent change in real estate
agents and the associated $25 thousand reduction in the listing price, and the limited number of



11



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buyers for homes in this price range. Based upon the significant difference between the loans $701 thousand book value and the homes current listing price of $925 thousand, management
has concluded that no specific allocation of the ALLL is needed as of June 30, 2011. The Company will continue to monitor marketing efforts with the builder and his new real estate agent.

The second impaired construction loan is substantially completed. The loan was originated as a construction loan to build a spec home
with a builder that has had a long relationship with the Company. The builder began to experience financial difficulties during the quarter ended December 31, 2010 which called into question his ability to complete the house. This loan was less
than thirty days delinquent as to interest at December 31, 2010. At June 30, 2011, the loan was six months delinquent as to interest and it became apparent to the Company that the builder was unable or unwilling to complete the project and
no payments were received on this account, and the builder has become less cooperative. The Company began foreclosure proceedings against this builder during the quarter ended March 31, 2011. The loans original As Completed
appraised value was $420 thousand and our book value at June 30, 2011 was $323 thousand. The Company is trying to negotiate interior access to the property to better assess what work remains to be completed and to obtain a new appraised
valuation. If negotiations for access are not successful, the Company will obtain access after the foreclosure process is completed. Based on the inspections performed by the Company related to construction draw requests, management believes the
property to be in excess of 75% completed. Discussions with real estate sales professionals indicate that newly constructed homes in the area are generally selling in a range of $360 - $400+ thousand. We currently anticipate a September 2011
sheriffs sale date. Management weighed several factors in considering whether a discount to the appraised valuation was appropriate. In its assessment, management placed considerable weight on the limited market for partially completed homes.
In addition, management consulted with a local real estate agent who confirmed a limited market segment for partially completed homes and the need for a higher than customary real estate commission to support the increased marketing efforts. In
addition, buyers such as other builders or contractors typically require a market discount in order to compensate them to complete construction and provide an acceptable profit margin. Finally, management had to use its best business judgment to
assess finishing costs to determine whether it would be better for the Company to finish the house and market the property to the consumer market segment and to gauge the reasonableness of any purchase offer from a builder or contractor. Based upon
these qualitative factors, management believes that is possible to receive less than its recorded book value of $323 thousand. Accordingly, the Company recorded a specific allocation of the ALLL to this particular credit totaling $67 thousand.
Management may adjust this specific ALLL allocation once the Company obtains internal access to the property for a new real estate appraisal and to better gauge buyer interest, including other builders and contractors.

During fiscal 2011, 2010 and 2009, approximately $154 thousand, $78 thousand and $26 thousand, respectively, of interest would have been
recorded on loans accounted for on a non-accrual basis and troubled debt restructurings if such loans had been current according to the original loan agreements for the entire period. These amounts were not included in the Companys interest
income for the respective periods. The amount of interest income on loans accounted for on a non-accrual basis and troubled debt restructurings that was included in income during the same periods amounted to approximately $17 thousand, $36 thousand
and $29 thousand, respectively.

Allowances for Loan Losses. The allowance for loan losses is established
through provisions for loan losses charged against income. Loans deemed to be uncollectible are charged against the allowance account. Subsequent recoveries, if any, are credited to the allowance. The allowance is maintained at a level believed
adequate by management to absorb estimated potential loan losses. Managements determination of the adequacy of the allowance is based on periodic evaluations of the loan portfolio considering past experience, current economic conditions,
composition of the loan portfolio and other relevant factors. This evaluation is inherently subjective, as it requires material estimates that may be susceptible to significant change.

The FDICs Revised Interagency Policy Statement on the Allowance for Loan and Lease Losses (ALLL) provides that an
institution must maintain an ALLL at a level that is appropriate to cover estimated credit losses on individually evaluated loans determined to be impaired, as well as estimated credit losses inherent in the remainder of the loan and lease
portfolio, and is consistent with generally accepted accounting principles (GAAP). The revised policy statement updates the previous guidance that describes the responsibilities of the board of directors, management, and bank examiners
regarding the ALLL, factors to be considered in the estimation of the ALLL, and the objectives and elements of an effective loan review system.



12



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Federal regulations require that each insured savings institution classify its assets on a
regular basis. In addition, in connection with examinations of insured institutions, federal examiners have authority to identify problem assets and, if appropriate, classify them. There are three classifications for problem assets:
substandard, doubtful and loss. Substandard assets have one or more defined weaknesses and are characterized by the distinct possibility that the insured institution will sustain some loss if the deficiencies are
not corrected. Doubtful assets have the weaknesses of those classified as substandard with the added characteristic that the weaknesses make collection or liquidation in full on the basis of currently existing facts, conditions and values
questionable, and there is a high possibility of loss. An asset classified as loss is considered uncollectible and of such little value that continuance as an asset of the institution is not warranted. Another category designated asset
watch is also utilized by the Bank for assets which do not currently expose an insured institution to a sufficient degree of risk to warrant classification as substandard, doubtful or loss. Assets classified as substandard or doubtful require
the institution to establish general allowances for loan losses. If an asset or portion thereof is classified as loss, the insured institution must either establish specific allowances for loan losses in the amount of 100% of the portion of the
asset classified loss, or charge-off such amount. General loss allowances established to cover possible losses related to assets classified substandard or doubtful may be included in determining an institutions regulatory capital, while
specific valuation allowances for loan losses do not qualify as regulatory capital.

The Companys general policy is to
internally classify its assets on a regular basis and establish prudent general valuation allowances that are adequate to absorb losses that have not been identified but that are inherent in the loan portfolio. The Company maintains general
valuation allowances that it believes are adequate to absorb losses in its loan portfolio that are not clearly attributable to specific loans. The Companys general valuation allowances are within the following general ranges: (1) 0% to 5%
of assets subject to special mention; (2) 5.00% to 100% of assets classified substandard; and (3) 50% to 100% of assets classified doubtful. Any loan classified as loss is charged-off. To further monitor and assess the risk characteristics
of the loan portfolio, loan delinquencies are reviewed to consider any developing problem loans. Based upon the procedures in place, considering the Companys past charge-offs and recoveries and assessing the current risk elements in the
portfolio, management believes the allowance for loan losses at June 30, 2011, is adequate.

The allowance for loan
losses at June 30, 2011 decreased $15 thousand to $630 thousand, from $645 thousand at June 30, 2010. The decreases in the allowance for loan losses was primarily attributable to a reduction of $165 thousand due to the reclassification to
performing status of a land loan, a reduction of $29 thousand due to the decrease in net loans receivable and performing loans within the portfolio, and a reduction of $23 thousand for a single family residential real estate loan transferred to real
estate owned, which were partially offset by an increase of $187 thousand for three construction loans and an increase of $15 thousand for one home equity line of credit classified as non-performing. The Company believes that the loan loss reserve
levels are prudent and warranted at this time due to the weakness of the national economy. The changes in prior years reflected a number of factors, the most significant of which were the changes in the Companys level of performing loans,
non-performing assets and the industry trend towards greater emphasis on the allowance method of providing for loan losses.



13



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The following table summarizes changes in the Companys allowance for loan losses and
other selected statistics for the periods indicated.



|                                                                       |  |                        |        |   |      |   |        |      |  |   |        |   |  |      |        |    |  |   |        |   
|---------------------------------------------------------------------- |  | ---------------------- | ------ | - | ---- | - | ------ | ---- |  | - | ------ | - |  | ---- | ------ | -- |  | - | ------ | --
|                                                                       |  | At June 30,            |       
|                                                                       |  | 2011                   |        |   | 2010 |   |        | 2009 |  |   | 2008   |   |  | 2007 |       
|                                                                       |  | (Dollars in Thousands) |       
|                                                                       |  |                        |        |   |     
|Average net loans                                                      |  | $                      | 54,276 |   |      | $ | 58,241 |      |  | $ | 57,776 |   |  | $    | 58,458 |    |  | $ | 58,062 |   
|                                                                       |  |                        |        |   |      |   |        |      |  |   |        |   |  |      |        |    |  |   |        |   
|Allowance balance (at beginning of period)                             |  | $                      | 645    |   |      | $ | 662    |      |  | $ | 956    |   |  | $    | 986    |    |  | $ | 957    |   
|Provision for (Recovery of) loan losses                                |  |                        | (15    | ) |      |   | (11    | )    |  |   | (294   | ) |  |      | (123   | )  |  |   | 13     |   
|Charge-offs:                                                           |  |                        |        |   |      |   |        |      |  |   |        |   |  |      |        |    |  |   |        |   
|Real estate:                                                           |  |                        |        |   |      |   |        |      |  |   |        |   |  |      |        |    |  |   |        |   
|Single-family                                                          |  |                        |       |   |      |   |       |      |  |   |       |   |  |      |       |    |  |   |       |   
|Multi-family                                                           |  |                        |       |   |      |   |       |      |  |   |       |   |  |      |       |    |  |   |       |   
|Commercial                                                             |  |                        |       |   |      |   |       |      |  |   |       |   |  |      |       |    |  |   |       |   
|Construction                                                           |  |                        |       |   |      |   |       |      |  |   |       |   |  |      |       |    |  |   |       |   
|Land acquisition and development                                       |  |                        |       |   |      |   |       |      |  |   |       |   |  |      |       |    |  |   |       |   
|Consumer:                                                              |  |                        |        |   |      |   |        |      |  |   |        |   |  |      |        |    |  |   |        |   
|Home equity                                                            |  |                        |       |   |      |   |       |      |  |   |       |   |  |      |       |    |  |   |       |   
|Education                                                              |  |                        |       |   |      |   |       |      |  |   |       |   |  |      |       |    |  |   |       |   
|Other                                                                  |  |                        |       |   |      |   |       |      |  |   |       |   |  |      |       |    |  |   |       |   
|Commercial loans and leases                                            |  |                        |       |   |      |   | 6      |      |  |   |       |   |  |      |       |    |  |   |       |   
|                                                                       |  |                        |        |   |      |   |        |      |  |   |        |   |  |      |        |    |  |   |        |   
|Total charge-offs                                                      |  |                        |       |   |      |   | 6      |      |  |   |       |   |  |      |       |    |  |   |       |   
|                                                                       |  |                        |        |   |      |   |        |      |  |   |        |   |  |      |        |    |  |   |        |   
|Recoveries:                                                            |  |                        |        |   |      |   |        |      |  |   |        |   |  |      |        |    |  |   |        |   
|Real estate:                                                           |  |                        |        |   |      |   |        |      |  |   |        |   |  |      |        |    |  |   |        |   
|Single-family                                                          |  |                        |       |   |      |   |       |      |  |   |       |   |  |      |       |    |  |   |       |   
|Multi-family                                                           |  |                        |       |   |      |   |       |      |  |   |       |   |  |      |       |    |  |   |       |   
|Commercial                                                             |  |                        |       |   |      |   |       |      |  |   |       |   |  |      | 93     |    |  |   |       |   
|Construction                                                           |  |                        |       |   |      |   |       |      |  |   |       |   |  |      |       |    |  |   | 15     |   
|Land acquisition and development                                       |  |                        |       |   |      |   |       |      |  |   |       |   |  |      |       |    |  |   |       |   
|Consumer:                                                              |  |                        |        |   |      |   |        |      |  |   |        |   |  |      |        |    |  |   |        |   
|Home equity                                                            |  |                        |       |   |      |   |       |      |  |   |       |   |  |      |       |    |  |   | 1      |   
|Education                                                              |  |                        |       |   |      |   |       |      |  |   |       |   |  |      |       |    |  |   |       |   
|Other                                                                  |  |                        |       |   |      |   |       |      |  |   |       |   |  |      |       |    |  |   |       |   
|Commercial loans and leases                                            |  |                        |       |   |      |   |       |      |  |   |       |   |  |      |       |    |  |   |       |   
|                                                                       |  |                        |        |   |      |   |        |      |  |   |        |   |  |      |        |    |  |   |        |   
|Total recoveries                                                       |  |                        |       |   |      |   |       |      |  |   |       |   |  |      | 93     |    |  |   | 16     |   
|                                                                       |  |                        |        |   |      |   |        |      |  |   |        |   |  |      |        |    |  |   |        |   
|Net loans charged-off                                                  |  |                        |       |   |      |   | 6      |      |  |   |       |   |  |      | (93    | )  |  |   | (16    | ) 
|                                                                       |  |                        |        |   |      |   |        |      |  |   |        |   |  |      |        |    |  |   |        |   
|Allowance balance (at end of period)                                   |  | $                      | 630    |   |      | $ | 645    |      |  | $ | 662    |   |  | $    | 956    |    |  | $ | 986    |   
|                                                                       |  |                        |        |   |      |   |        |      |  |   |        |   |  |      |        |    |  |   |        |   
|Allowance for loan losses as a percentage of total loans receivable    |  |                        | 1.24   | % |      |   | 1.13   | %    |  |   | 1.12   | % |  |      | 1.66   | %  |  |   | 1.60   | % 
|                                                                       |  |                        |        |   |      |   |        |      |  |   |        |   |  |      |        |    |  |   |        |   
|Net loans charged-off (recovered) as a percentage of average net loans |  |                        | 0.00   | % |      |   | 0.01   | %    |  |   | 0.00   | % |  |      | (0.16  | )% |  |   | (0.03  | )%
|                                                                       |  |                        |        |   |      |   |        |      |  |   |        |   |  |      |        |    |  |   |        |   
|Allowance for loan losses to non-performing loans                      |  |                        | 29.09  | % |      |   | 38.72  | %    |  |   | 69.46  | % |  |      | 60.43  | %  |  |   | 81.89  | % 
|                                                                       |  |                        |        |   |      |   |        |      |  |   |        |   |  |      |        |    |  |   |        |   
|Net loans charged-off (recovered) to allowance for loan losses         |  |                        | 0.00   | % |      |   | 0.93   | %    |  |   | 0.00   | % |  |      | (9.73  | )% |  |   | (1.62  | )%
|                                                                       |  |                        |        |   |      |   |        |      |  |   |        |   |  |      |        |    |  |   |        |   
|Recoveries to charge-offs                                              |  |                        | 0.00   | % |      |   | 0.00   | %    |  |   | 0.00   | % |  |      | 0.00   | %  |  |   | 0.00   | % 
|                                                                       |  |                        |        |   |      |   |        |      |  |   |        |   |  |      |        |    |  |   |        |   



14



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The following table presents the allocation of the allowances for loan losses by loan
category at the dates indicated.



|                                 |  |                        |     |  |                     |  |        |                     |  |   |                     |  |  |                     |        |   |          |   |     |        |  |  |          |   |  |        |     |  |          |  |        |   |  |   |     |  |  |  |        |  
|-------------------------------- |  | ---------------------- | --- |  | ------------------- |  | ------ | ------------------- |  | - | ------------------- |  |  | ------------------- | ------ | - | -------- | - | --- | ------ |  |  | -------- | - |  | ------ | --- |  | -------- |  | ------ | - |  | - | --- |  |  |  | ------ | -
|                                 |  | At June 30,            |    
|                                 |  | 2011                   |     |  | 2010                |  |        | 2009                |  |   | 2008                |  |  | 2007                |       
|                                 |  | % of Total Loans by    |     |  | % of Total Loans by |  |        | % of Total Loans by |  |   | % of Total Loans by |  |  | % of Total Loans by |       
|                                 |  | Amount                 |     |  | Category            |  |        | Amount              |  |   | Category            |  |  | Amount              |        |   | Category |   |     | Amount |  |  | Category |   |  | Amount |     |  | Category | 
|                                 |  | (Dollars in Thousands) |    
|Real estate loans:               |  |                        |     |  |                     |  |        |                     |  |   |                     |  |  |                     |        |   |          |   |     |        |  |  |          |   |  |        |     |  |          |  |        |   |  |   |     |  |  |  |        |  
|Single-family                    |  | $                      | 87  |  |                     |  | 29.60  | %                   |  | $ | 147                 |  |  |                     | 30.24  | % |          | $ | 79  |        |  |  | 25.44    | % |  | $      | 50  |  |          |  | 27.85  | % |  | $ | 83  |  |  |  | 27.67  | %
|Multi-family                     |  |                        | 27  |  |                     |  | 10.60  |                     |  |   | 28                  |  |  |                     | 9.88   |   |          |   | 45  |        |  |  | 8.17     |   |  |        | 28  |  |          |  | 9.81   |   |  |   | 39  |  |  |  | 8.40   |  
|Commercial                       |  |                        | 79  |  |                     |  | 15.27  |                     |  |   | 66                  |  |  |                     | 13.39  |   |          |   | 81  |        |  |  | 15.58    |   |  |        | 396 |  |          |  | 11.51  |   |  |   | 409 |  |  |  | 12.55  |  
|Construction                     |  |                        | 243 |  |                     |  | 22.85  |                     |  |   | 47                  |  |  |                     | 26.41  |   |          |   | 80  |        |  |  | 25.37    |   |  |        | 67  |  |          |  | 23.39  |   |  |   | 35  |  |  |  | 24.40  |  
|Land acquisition and development |  |                        | 55  |  |                     |  | 5.82   |                     |  |   | 213                 |  |  |                     | 4.77   |   |          |   | 180 |        |  |  | 2.44     |   |  |        | 212 |  |          |  | 3.46   |   |  |   | 190 |  |  |  | 3.57   |  
|Unallocated                      |  |                        |    |  |                     |  | 0.00   |                     |  |   |                    |  |  |                     | 0.00   |   |          |   |    |        |  |  | 0.00     |   |  |        |    |  |          |  | 0.00   |   |  |   |    |  |  |  | 0.00   |  
|                                 |  |                        |     |  |                     |  |        |                     |  |   |                     |  |  |                     |        |   |          |   |     |        |  |  |          |   |  |        |     |  |          |  |        |   |  |   |     |  |  |  |        |  
|Total real estate Loans          |  |                        | 491 |  |                     |  | 84.14  |                     |  |   | 501                 |  |  |                     | 84.69  |   |          |   | 465 |        |  |  | 77.00    |   |  |        | 753 |  |          |  | 76.02  |   |  |   | 756 |  |  |  | 76.57  |  
|                                 |  |                        |     |  |                     |  |        |                     |  |   |                     |  |  |                     |        |   |          |   |     |        |  |  |          |   |  |        |     |  |          |  |        |   |  |   |     |  |  |  |        |  
|Consumer loans:                  |  |                        |     |  |                     |  |        |                     |  |   |                     |  |  |                     |        |   |          |   |     |        |  |  |          |   |  |        |     |  |          |  |        |   |  |   |     |  |  |  |        |  
|Home equity                      |  |                        | 84  |  |                     |  | 8.88   |                     |  |   | 76                  |  |  |                     | 8.53   |   |          |   | 100 |        |  |  | 14.28    |   |  |        | 88  |  |          |  | 15.18  |   |  |   | 102 |  |  |  | 16.04  |  
|Other                            |  |                        | 1   |  |                     |  | 0.64   |                     |  |   | 1                   |  |  |                     | 0.49   |   |          |   | 3   |        |  |  | 1.76     |   |  |        | 31  |  |          |  | 1.28   |   |  |   | 38  |  |  |  | 0.90   |  
|Unallocated                      |  |                        |    |  |                     |  | 0.00   |                     |  |   |                    |  |  |                     | 0.00   |   |          |   |    |        |  |  | 0.00     |   |  |        |    |  |          |  | 0.00   |   |  |   |    |  |  |  | 0.00   |  
|                                 |  |                        |     |  |                     |  |        |                     |  |   |                     |  |  |                     |        |   |          |   |     |        |  |  |          |   |  |        |     |  |          |  |        |   |  |   |     |  |  |  |        |  
|Total consumer loans             |  |                        | 85  |  |                     |  | 9.52   |                     |  |   | 77                  |  |  |                     | 9.02   |   |          |   | 103 |        |  |  | 16.04    |   |  |        | 119 |  |          |  | 16.46  |   |  |   | 140 |  |  |  | 16.94  |  
|                                 |  |                        |     |  |                     |  |        |                     |  |   |                     |  |  |                     |        |   |          |   |     |        |  |  |          |   |  |        |     |  |          |  |        |   |  |   |     |  |  |  |        |  
|Commercial loans:                |  |                        |     |  |                     |  |        |                     |  |   |                     |  |  |                     |        |   |          |   |     |        |  |  |          |   |  |        |     |  |          |  |        |   |  |   |     |  |  |  |        |  
|Commercial loans                 |  |                        | 54  |  |                     |  | 6.34   |                     |  |   | 67                  |  |  |                     | 6.29   |   |          |   | 94  |        |  |  | 6.96     |   |  |        | 84  |  |          |  | 7.52   |   |  |   | 90  |  |  |  | 6.49   |  
|Unallocated                      |  |                        |    |  |                     |  | 0.00   |                     |  |   |                    |  |  |                     | 0.00   |   |          |   |    |        |  |  | 0.00     |   |  |        |    |  |          |  | 0.00   |   |  |   |    |  |  |  | 0.00   |  
|                                 |  |                        |     |  |                     |  |        |                     |  |   |                     |  |  |                     |        |   |          |   |     |        |  |  |          |   |  |        |     |  |          |  |        |   |  |   |     |  |  |  |        |  
|Total commercial loans           |  |                        | 54  |  |                     |  | 6.34   |                     |  |   | 67                  |  |  |                     | 6.29   |   |          |   | 94  |        |  |  | 6.96     |   |  |        | 84  |  |          |  | 7.52   |   |  |   | 90  |  |  |  | 6.49   |  
|                                 |  |                        |     |  |                     |  |        |                     |  |   |                     |  |  |                     |        |   |          |   |     |        |  |  |          |   |  |        |     |  |          |  |        |   |  |   |     |  |  |  |        |  
|Commercial lease financings      |  |                        |    |  |                     |  | 0.00   |                     |  |   |                    |  |  |                     | 0.00   |   |          |   |    |        |  |  | 0.00     |   |  |        |    |  |          |  | 0.00   |   |  |   |    |  |  |  | 0.00   |  
|                                 |  |                        |     |  |                     |  |        |                     |  |   |                     |  |  |                     |        |   |          |   |     |        |  |  |          |   |  |        |     |  |          |  |        |   |  |   |     |  |  |  |        |  
|                                 |  | $                      | 630 |  |                     |  | 100.00 | %                   |  | $ | 645                 |  |  |                     | 100.00 | % |          | $ | 662 |        |  |  | 100.00   | % |  | $      | 956 |  |          |  | 100.00 | % |  | $ | 986 |  |  |  | 100.00 | %
|                                 |  |                        |     |  |                     |  |        |                     |  |   |                     |  |  |                     |        |   |          |   |     |        |  |  |          |   |  |        |     |  |          |  |        |   |  |   |     |  |  |  |        |  

In accordance with generally accepted accounting principles, the Company established a separate reserve
for off-balance sheet items beginning in fiscal 2006. At June 30, 2011 this accounting reserve totaled $25 thousand.

During the fiscal year ended June 30, 2011, the Company reversed $158 thousand of previously recorded provisions for loan losses
related to one land acquisition & development loan. The reason for reversing the provision on this particular credit is that the borrower has made every required payment for about the last seven years. During the first five years, payments
were regularly made under provisions of the U.S. Bankruptcy Code. After the borrower exited from bankruptcy the Company agreed to amortize his remaining balance over fifteen years. The new loan was made at prevailing market rates and terms. The
loans collateral appraised value was less than our carrying value when the new loan was made. However when we discounted the loans cash flows at the effective rate, no impairment was noted. We, continued to classify the loan as
substandard. The Companys Asset Classification and Review Committee adopted a conservative accounting posture on this credit and directed management to maintain a specific loan loss allowance for a period of approximately two years after the
borrowers completed their bankruptcy reorganization to allow the loans balance to amortize below appraised value. Due to the fact that we have been paid for seven years, including two years post  bankruptcy, and the fact that this
loan is successfully amortizing over a fifteen year amortization period, the Companys Asset Classification and Review Committee felt that the $158 thousand allowance for loan losses on this particular credit was no longer justified. The
appraised (e.g. fair) value of the real estate collateral also exceeds the principal balance by approximately $19 thousand at June 30, 2011.

During the fiscal year ended June 30, 2011, the Company increased the ALLL for construction loans by $196 thousand. The increase was primarily attributable to a $129 thousand increase to the ALLL
attributable to the qualitative considerations within the unimpaired construction loan portfolio, and a $67 thousand increase to the ALLL for one impaired construction loan. The increase in the ALLL for the Companys unimpaired construction
loan portfolio, related to the qualitative considerations, is attributable to the following factors: (1) a $735 thousand increase in impaired construction loans and the possibility that similar factors could begin to affect the unimpaired
construction loan portfolio; (2) the continued impact of a slow economic recovery, particularly as it relates to the housing market; (3) the slowdown in local real estate sales for both new and existing homes in the Companys lending
areas; (4) longer than usual selling cycles experienced by the Companys builders; and (5) lower than normal levels of local housing starts due to longer selling cycles and higher than normal levels of completed but unsold new home
inventories.



15



---

The allowance for loan losses is based on estimates, and actual losses will vary from
current estimates. Management believes that the granularity of the homogenous pools and the related historical loss ratios and other qualitative factors, as well as the consistency in the application of assumptions, result in an ALLL that is
representative of the risk found in the components of the portfolio at any given time.

Management believes that the reserves
it has established are adequate to cover potential losses in the Companys loan portfolio. However, future adjustments to these reserves may be necessary, and the Companys results of operations could be adversely affected if circumstances
differ substantially from the assumptions used by management in making its determinations in this regard.

Private-Label Collateralized
Mortgage Obligations

The following table sets forth information with respect to the Companys private-label CMO
portfolio as of June 30, 2011. At the time of purchase, all of our private-label CMOs were rated in the highest investment category by at least two ratings agencies.



|          |  |                      |  |                  |  |           |  |       |           |                |        |                                           |  |   |        |  |  |   |     | 
|--------- |  | -------------------- |  | ---------------- |  | --------- |  | ----- | --------- | -------------- | ------ | ----------------------------------------- |  | - | ------ |  |  | - | --- | 
|          |  |                      |  | At June 30, 2011 | 
|          |  |                      |  | Rating           |  | BookValue |  |       | FairValue |                |        | Life to DateImpairmentrecorded inEarnings | 
|Cusip #   |  | Security Description |  | S&P              |  | Moodys   |  | Fitch |           | (in thousands) |       
|05949AN63 |  | BOAMS 2005-1 1A7     |  | N/A              |  | Ba1       |  | AAA   |           | $              | 654    |                                           |  | $ | 644    |  |  | $ |    | 
|36242DE25 |  | GSR 2005-3F 1A11     |  | N/A              |  | Baa3      |  | AA    |           |                | 902    |                                           |  |   | 892    |  |  |   |    | 
|05949A2H2 |  | BOAMS 2005-3 1A6     |  | N/A              |  | Ba2       |  | AA    |           |                | 405    |                                           |  |   | 393    |  |  |   |    | 
|05949A2H2 |  | BOAMS 2005-3 1A6     |  | N/A              |  | Ba2       |  | AA    |           |                | 516    |                                           |  |   | 501    |  |  |   |    | 
|225458JZ2 |  | CSFB 05-3 3A4        |  | AAA              |  | N/A       |  | A     |           |                | 2,569  |                                           |  |   | 2,454  |  |  |   |    | 
|225458KE7 |  | CSFB 2005-3 3A9      |  | AAA              |  | N/A       |  | A     |           |                | 208    |                                           |  |   | 197    |  |  |   |    | 
|225458KE7 |  | CSFB 2005-3 3A9      |  | AAA              |  | N/A       |  | A     |           |                | 629    |                                           |  |   | 596    |  |  |   |    | 
|12669G3A7 |  | CWHL 2005 16 A8      |  | N/A              |  | B2        |  | B     |           |                | 680    |                                           |  |   | 635    |  |  |   |    | 
|12669G3A7 |  | CWHL 2005 16 A8      |  | N/A              |  | B2        |  | B     |           |                | 1,237  |                                           |  |   | 1,155  |  |  |   |    | 
|12669G3A7 |  | CWHL 2005 16 A8      |  | N/A              |  | B2        |  | B     |           |                | 1,694  |                                           |  |   | 1,582  |  |  |   |    | 
|12669G3A7 |  | CWHL 2005 16 A8      |  | N/A              |  | B2        |  | B     |           |                | 1,856  |                                           |  |   | 1,733  |  |  |   |    | 
|126694CP1 |  | CWHL SER 21 A11      |  | N/A              |  | Caa1      |  | CCC   |           |                | 4,575  |                                           |  |   | 5,302  |  |  |   |    | 
|126694KF4 |  | CWHL SER 24 A15      |  | CCC              |  | N/A       |  | CCC   |           |                | 1,027  |                                           |  |   | 1,167  |  |  |   | 95  | 
|126694KF4 |  | CWHL SER 24 A15      |  | CCC              |  | N/A       |  | CCC   |           |                | 2,053  |                                           |  |   | 2,332  |  |  |   | 33  | 
|16162WLW7 |  | CHASE SER S2 A10     |  | N/A              |  | B1        |  | BBB   |           |                | 1,156  |                                           |  |   | 1,120  |  |  |   | 66  | 
|16162WLW7 |  | CHASE SER S2 A10     |  | N/A              |  | B1        |  | BBB   |           |                | 1,619  |                                           |  |   | 1,568  |  |  |   |    | 
|126694MP0 |  | CWHL SER 26 1A5      |  | CCC              |  | N/A       |  | B     |           |                | 1,011  |                                           |  |   | 850    |  |  |   |    | 
|          |  |                      |  |                  |  |           |  |       |           |                |        |                                           |  |   |        |  |  |   |     | 
|          |  |                      |  |                  |  |           |  |       |           | $              | 22,791 |                                           |  | $ | 23,121 |  |  | $ | 194 | 
|          |  |                      |  |                  |  |           |  |       |           |                |        |                                           |  |   |        |  |  |   |     | 

For a detailed discussion of the Companys mortgage-backed securities, including our private-label
collateralized mortgage obligations, please see Managements Discussion and Analysis, Investments, in the Companys fiscal year 2011 Annual Report included as Exhibit 13.

Investment Securities

The Company may invest in various types of securities, including corporate debt (including U.S. dollar denominated foreign debt) and
equity securities, U.S. Government and U.S. Government agency obligations, securities of various federal, state and municipal agencies, FHLB stock, commercial paper, bankers acceptances, federal funds and interest-bearing deposits with other
financial institutions. The Companys investment activities are directly monitored by the Companys Finance Committee under policy guidelines adopted by the Board of Directors. In recent years, the general objective of the Companys
investment policy has been to manage the Companys interest rate sensitivity gap and generally to increase interest-earning assets.



16



---

The following tables set forth the amortized cost and estimated fair values of the
Companys investment securities portfolio at the dates indicated.



|                                                     |  |                        |         |  |      |   |         |      |  |   |         | 
|---------------------------------------------------- |  | ---------------------- | ------- |  | ---- | - | ------- | ---- |  | - | ------- | 
|                                                     |  | 2011                   |         |  | 2010 |   |         | 2009 | 
|Investment Securities Available for Sale at June 30, |  | (Dollars in Thousands) |        
|                                                     |  |                        |        
|Corporate debt obligations                           |  | $                      | 1,067   |  |      | $ |        |      |  | $ |        | 
|Foreign debt securities (1)                          |  |                        |        |  |      |   |        |      |  |   |        | 
|Commercial paper                                     |  |                        |        |  |      |   |        |      |  |   |        | 
|Obligations of states and political subdivisions     |  |                        |        |  |      |   |        |      |  |   |        | 
|                                                     |  |                        |         |  |      |   |         |      |  |   |         | 
|Total amortized cost                                 |  |                        | 1,067   |  |      |   |        |      |  |   |        | 
|Equity securities                                    |  |                        |        |  |      |   |        |      |  |   | 500     | 
|                                                     |  |                        |         |  |      |   |         |      |  |   |         | 
|Total amortized cost                                 |  | $                      | 1,067   |  |      | $ |        |      |  | $ | 500     | 
|                                                     |  |                        |         |  |      |   |         |      |  |   |         | 
|Total estimated fair value                           |  | $                      | 1,064   |  |      | $ |        |      |  | $ | 493     | 
|                                                     |  |                        |         |  |      |   |         |      |  |   |         | 
|                                                     |  |                        |        
|Investment Securities Held to Maturity at June 30,   |  |                        |         |  |      |   |         |      | 
|                                                     |  |                        |        
|Corporate debt obligations                           |  | $                      | 41,227  |  |      | $ | 83,710  |      |  | $ | 74,065  | 
|Foreign debt securities (1)                          |  |                        | 3,514   |  |      |   | 9,711   |      |  |   | 8,168   | 
|Commercial paper                                     |  |                        |        |  |      |   |        |      |  |   |        | 
|U.S. Government agency securities                    |  |                        | 40,068  |  |      |   | 55,002  |      |  |   | 32,937  | 
|Obligations of states and political subdivisions     |  |                        | 3,565   |  |      |   | 4,770   |      |  |   | 7,958   | 
|                                                     |  |                        |         |  |      |   |         |      |  |   |         | 
|                                                     |  |                        | 88,374  |  |      |   | 153,193 |      |  |   | 123,128 | 
|FHLB stock                                           |  |                        | 9,324   |  |      |   | 10,875  |      |  |   | 10,875  | 
|                                                     |  |                        |         |  |      |   |         |      |  |   |         | 
|Total amortized cost                                 |  | $                      | 97,698  |  |      | $ | 164,068 |      |  | $ | 134,003 | 
|                                                     |  |                        |         |  |      |   |         |      |  |   |         | 
|Total estimated fair value                           |  | $                      | 100,298 |  |      | $ | 168,254 |      |  | $ | 135,241 | 
|                                                     |  |                        |         |  |      |   |         |      |  |   |         | 



|(1) | U.S. dollar-denominated investment-grade corporate bonds of large foreign issuers.
|--- | ----------------------------------------------------------------------------------

At June 30, 2011, the Company had no securities classified as trading investment securities.

The following table sets forth information with respect to the investment securities, comprised solely of corporate debt obligations,
owned by the Company at June 30, 2011 which had a carrying value greater than 10% of the Companys stockholders equity at such date, other than securities issued by the United States Government and United States Government agencies
and corporations. All corporate securities owned by the Company, including those shown below, have been assigned an investment grade rating by at least two national rating services.



|                               |  |                        |        |  |                     |   |        | 
|------------------------------ |  | ---------------------- | ------ |  | ------------------- | - | ------ | 
|Name of Issuer                 |  | Carrying Value         |        |  | EstimatedFair Value |  
|                               |  | (Dollars in Thousands) |       
|Detroit Edison Company         |  | $                      | 3,335  |  |                     | $ | 3,538  | 
|Consumers Energy Company       |  |                        | 3,284  |  |                     |   | 3,538  | 
|SABMiller PLC*                 |  |                        | 3,004  |  |                     |   | 3,166  | 
|General Electric Capital Corp. |  |                        | 2,981  |  |                     |   | 3,026  | 
|Commonwealth Edison Company    |  |                        | 2,966  |  |                     |   | 3,181  | 
|                               |  |                        |        |  |                     |   |        | 
|                               |  | $                      | 15,570 |  |                     | $ | 16,449 | 
|                               |  |                        |        |  |                     |   |        | 



|* | U.S. dollar-denominated investment-grade corporate bonds of a large foreign issuer.
|- | -----------------------------------------------------------------------------------

For a detailed discussion of the Companys Investment Securities, please see Managements Discussion and Analysis,
Investments, in the Companys fiscal year 2011 Annual Report included as Exhibit 13.

Sources of Funds

The Companys principal source of funds for use in lending and for other general business purposes has traditionally come from
deposits obtained through the Companys home and branch offices. Funding is also derived from FHLB advances, FRB short-term borrowings, other short-term borrowings, amortization and prepayments of outstanding loans and MBS and from maturing
investment securities.



17



---

Deposits. Current deposit products include regular savings accounts, demand
accounts, negotiable order of withdrawal (NOW) accounts, money market deposit accounts and certificates of deposit ranging in terms from 30 days to 10 years. The Companys deposit products also include Individual Retirement Account
certificates (IRA certificates). In order to attract new and lower cost core deposits, the Company continued to promote a no minimum balance, free, checking account product and Internet Banking. The Companys local
deposits are obtained primarily from residents of northern Allegheny, southern Butler and eastern Beaver counties, Pennsylvania. The Company utilizes various marketing methods to attract new customers and savings deposits, including print media
advertising and direct mailings.

The Company has drive-up banking facilities and automated teller
machines (ATMs) at its McCandless, Franklin Park, Bellevue and Cranberry Township offices. The Company also has an ATM machine at its West View Office. The Company participates in the
PULSE® and CIRRUS® ATM networks. The Company also participates in an ATM program called the Freedom ATM AllianceSM. The Freedom ATM AllianceSMallows West View Savings Bank customers to use other Pittsburgh area Freedom ATM AllianceSMaffiliates ATMs without being surcharged and vice versa. The
Freedom ATM AllianceSMwas organized to help smaller local
banks compete with larger national banks that have large ATM networks.

The Company has been competitive in the types of
accounts and in interest rates it has offered on its deposit products and continued to price its savings products nearer to the market average rate as opposed to the upper range of market offering rates. The Company has continued to emphasize the
retention and growth of core deposits, particularly demand deposits. Financial institutions generally, including the Company, have experienced a certain degree of depositor disintermediation to other investment alternatives. Management believes that
the degree of disintermediation experienced by the Company has not had a material impact on overall liquidity.

During fiscal
2010, the Company began to utilize wholesale deposits in order to rebalance its short-term liability structure, and to partially finance its holdings of corporate debt and private label CMO securities. The use of wholesale deposits also allowed the
Company to better match its corporate bond maturities and cash-flows from its private label CMO securities. During fiscal 2011, the Company entirely repaid certificates of deposit issued through the CDARS One-Way Buy Program totaling $49.5 million
and other brokered certificates of deposit totaling $5.6 million. At June 30, 2011, the Company had other brokered CDs totaling $248 thousand which was repaid in July 2011.

The following table sets forth the net deposit flows of the Company during the periods indicated.



|                                             |  |                        |         |   |      |   |        |      |  |   |        |  
|-------------------------------------------- |  | ---------------------- | ------- | - | ---- | - | ------ | ---- |  | - | ------ | -
|                                             |  | Year Ended June 30,    |        
|                                             |  | 2011                   |         |   | 2010 |   |        | 2009 | 
|                                             |  | (Dollars in Thousands) |        
|Increase (decrease) before interest credited |  | $                      | (59,191 | ) |      | $ | 54,168 |      |  | $ | (6,352 | )
|Interest credited                            |  |                        | 1,035   |   |      |   | 1,439  |      |  |   | 2,525  |  
|                                             |  |                        |         |   |      |   |        |      |  |   |        |  
|Net deposit increase (decrease)              |  | $                      | (58,156 | ) |      | $ | 55,607 |      |  | $ | (3,827 | )
|                                             |  |                        |         |   |      |   |        |      |  |   |        |  

The following table sets forth maturities of the Companys certificates of deposit of $100,000 or
more at June 30, 2011, by time remaining to maturity.



|                                      |  |                        |       | 
|------------------------------------- |  | ---------------------- | ----- | 
|                                      |  | Amounts                |      
|                                      |  | (Dollars in Thousands) |      
|Three months or less                  |  | $                      | 5,381 | 
|Over three months through six months  |  |                        | 639   | 
|Over six months through twelve months |  |                        | 1,490 | 
|Over twelve months                    |  |                        | 1,613 | 
|                                      |  |                        |       | 
|                                      |  | $                      | 9,123 | 
|                                      |  |                        |       | 



18



---

The following table sets forth the average balances of the Companys deposits and the average rates
paid thereon for the past three years. Average balances were derived from daily average balances.



|                                            |  |                        |         |  |      |  |      |        |  |   |         |  |  |        |      |   |      |   |         |  |  |  |      |  
|------------------------------------------- |  | ---------------------- | ------- |  | ---- |  | ---- | ------ |  | - | ------- |  |  | ------ | ---- | - | ---- | - | ------- |  |  |  | ---- | -
|                                            |  | At June 30,            |        
|                                            |  | 2011                   |         |  | 2010 |  |      | 2009   | 
|                                            |  | Amount                 |         |  | Rate |  |      | Amount |  |   | Rate    |  |  | Amount |      |   | Rate |  
|                                            |  | (Dollars in Thousands) |        
|Regular savings and club accounts           |  | $                      | 35,743  |  |      |  | 0.21 | %      |  | $ | 33,824  |  |  |        | 0.35 | % |      | $ | 31,787  |  |  |  | 0.62 | %
|NOW accounts                                |  |                        | 19,265  |  |      |  | 0.04 |        |  |   | 18,442  |  |  |        | 0.04 |   |      |   | 17,416  |  |  |  | 0.05 |  
|Money market deposit accounts               |  |                        | 23,325  |  |      |  | 0.25 |        |  |   | 23,451  |  |  |        | 0.35 |   |      |   | 24,829  |  |  |  | 1.01 |  
|Certificate of deposit accounts             |  |                        | 86,148  |  |      |  | 0.89 |        |  |   | 67,756  |  |  |        | 1.53 |   |      |   | 60,188  |  |  |  | 2.82 |  
|Escrows                                     |  |                        | 510     |  |      |  | 1.57 |        |  |   | 584     |  |  |        | 1.54 |   |      |   | 667     |  |  |  | 1.65 |  
|                                            |  |                        |         |  |      |  |      |        |  |   |         |  |  |        |      |   |      |   |         |  |  |  |      |  
|Total interest-bearing deposits and escrows |  |                        | 164,991 |  |      |  | 0.56 |        |  |   | 144,057 |  |  |        | 0.87 |   |      |   | 134,887 |  |  |  | 1.60 |  
|Non-interest-bearing checking accounts      |  |                        | 14,734  |  |      |  | 0.00 |        |  |   | 15,144  |  |  |        | 0.00 |   |      |   | 14,191  |  |  |  | 0.00 |  
|                                            |  |                        |         |  |      |  |      |        |  |   |         |  |  |        |      |   |      |   |         |  |  |  |      |  
|Total deposits and escrows                  |  | $                      | 179,725 |  |      |  | 0.51 | %      |  | $ | 159,201 |  |  |        | 0.79 | % |      | $ | 149,078 |  |  |  | 1.45 | %
|                                            |  |                        |         |  |      |  |      |        |  |   |         |  |  |        |      |   |      |   |         |  |  |  |      |  

For a detailed discussion of the Companys deposits, please see Managements Discussion and
Analysis, Deposits, in the Companys fiscal year 2011 Annual Report included as Exhibit 13.

Borrowings. For a detailed discussion of the Companys borrowings and asset and liability management activities,
please see Managements Discussion and Analysis, Borrowed Funds and Quantitative and Qualitative Disclosures about Market Risk, in the Companys fiscal year 2011 Annual Report included as Exhibit 13.

Competition

The Company
faces significant competition in attracting deposits. Its most direct competition for deposits has historically come from commercial banks and other savings institutions located in its market area. The Company also faces additional significant
competition for investors funds from other financial intermediaries. The Company competes for deposits principally by offering depositors a variety of deposit programs, competitive interest rates, convenient branch locations, hours and other
services.

The Companys competition for real estate loans comes principally from mortgage banking companies, other
savings institutions, commercial banks and credit unions. The Company competes for loan originations primarily through the interest rates and loan fees it charges, the efficiency and quality of services it provides borrowers, referrals from real
estate brokers and builders, and the variety of its products. Factors which affect competition include the general and local economic conditions, current interest rate levels and volatility in the mortgage markets.

Employees

The Company
had 30 full-time employees and 14 part-time employees as of June 30, 2011. None of these employees is represented by a collective bargaining agent. The Company believes that it enjoys excellent relations with its personnel.

REGULATION AND SUPERVISION

The Company

General. The Company, as a bank holding company,
is subject to regulation and supervision by the Federal Reserve Board and by the Pennsylvania Department of Banking (the Department). The Company is required to file annually a report of its operations with, and is subject to examination
by, the Board of Governors of the Federal Reserve System (Federal Reserve Board) and the Department.



19



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Recently Enacted Regulatory Reform

On July 21, 2010, the President signed into law the Dodd-Frank Wall Street Reform and Consumer Protection Act. The financial reform
and consumer protection act imposes new restrictions and an expanded framework of regulatory oversight for financial institutions, including depository institutions. The new law establishes an independent federal consumer protection bureau within
the Federal Reserve Board. The following discussion summarizes significant aspects of the new law that may affect WVS and the Savings Bank. Regulations implementing these changes have not been promulgated, so we cannot determine the full impact on
our business and operations at this time.

The following aspects of the financial reform and consumer protection act are
related to the operations of the Savings Bank:



| |  |  | A new independent consumer financial protection bureau has been established within the Federal Reserve Board, empowered to exercise broad regulatory,
supervisory and enforcement authority with respect to both new and existing consumer financial protection laws. Smaller financial institutions, like West View Savings Bank, are subject to the supervision and enforcement of their primary federal
banking regulator with respect to the federal consumer financial protection laws.
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Tier I capital treatment for hybrid capital items like trust preferred securities is eliminated subject to various grandfathering and
transition rules.
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | The prohibition on payment of interest on demand deposits was repealed, effective July 21, 2011.
| | - |  | ------------------------------------------------------------------------------------------------



| |  |  | Deposit insurance is permanently increased to $250,000 and unlimited deposit insurance for noninterest-bearing transaction accounts extended through
January 1, 2013.
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | The deposit insurance assessment base calculation now equals the depository institutions total assets minus the sum of its average tangible
equity during the assessment period.
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | The minimum reserve ratio of the Deposit Insurance Fund increased to 1.35 percent of estimated annual insured deposits or assessment base; however, the
Federal Deposit Insurance Corporation is directed to offset the effect of the increased reserve ratio for insured depository institutions with total consolidated assets of less than $10 billion.
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The following aspects of the financial reform and consumer protection act are related to the operations of the Company:



| |  |  | The Federal Deposit Insurance Act was amended to direct federal regulators to require depository institution holding companies to serve as a source of
strength for their depository institution subsidiaries.
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | The Securities and Exchange Commission is authorized to adopt rules requiring public companies to make their proxy materials available to shareholders
for nomination of their own candidates for election to the board of directors.
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Public companies are required to provide their shareholders with a non-binding vote: (i) at least once every three years on the compensation paid
to executive officers, and (ii) at least once every six years on whether they should have a say on pay vote every one, two or three years.
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | A separate, non-binding shareholder vote is required regarding golden parachutes for named executive officers when a shareholder votes takes place on
mergers, acquisitions, dispositions or other transactions that would trigger the parachute payments.
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



20



---

| |  |  | Securities exchanges are required to prohibit brokers from using their own discretion to vote shares not beneficially owned by them for certain
significant matters, which include votes on the election of directors, executive compensation matters, and any other matter determined to be significant.
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Stock exchanges are prohibited from listing the securities of any issuer that does not have a policy providing for (i) disclosure of its policy on
incentive compensation payable on the basis of financial information reportable under the securities laws, and (ii) the recovery from current or former executive officers, following an accounting restatement triggered by material noncompliance
with securities law reporting requirements, of any incentive compensation paid erroneously during the three-year period preceding the date on which the restatement was required that exceeds the amount that would have been paid on the basis of the
restated financial information.
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Disclosure in annual proxy materials is required concerning the relationship between the executive compensation paid and the issuers financial
performance.
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Item 402 of Regulation S-K are amended to require companies to disclose the ratio of the Chief Executive Officers annual total compensation
to the median annual total compensation of all other employees.
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Smaller reporting companies, such as the Company, are exempt from complying with the internal control auditor attestation requirements of
Section 404(b) of the Sarbanes-Oxley Act.
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Sarbanes-Oxley Act of 2002.On July 3,
2002, President George W. Bush signed into law the Sarbanes-Oxley Act of 2002, which generally establishes a comprehensive framework to modernize and reform the oversight of public company auditing, improve the quality and transparency of financial
reporting by those companies and strengthen the independence of auditors.

BHCA Activities and Other
Limitations. The Bank Holding Company Act of 1956, as amended (BHCA) prohibits a bank holding company from acquiring direct or indirect ownership or control of more than 5% of the voting shares of any bank, or increasing such
ownership or control of any bank, without prior approval of the Federal Reserve Board. The BHCA also generally prohibits a bank holding company from acquiring any bank located outside of the state in which the existing bank subsidiaries of the bank
holding company are located unless specifically authorized by applicable state law.

The BHCA also prohibits a bank holding
company, with certain exceptions, from acquiring more than 5% of the voting shares of any company that is not a bank and from engaging in any business other than banking or managing or controlling banks. Under the BHCA, the Federal Reserve Board is
authorized to approve the ownership of shares by a bank holding company in any company, the activities of which the Federal Reserve Board has determined to be so closely related to banking or to managing or controlling banks as to be a proper
incident thereto. In making such determinations, the Federal Reserve Board is required to weigh the expected benefit to the public, such as greater convenience, increased competition or gains in efficiency, against the possible adverse effects, such
as undue concentration of resources, decreased or unfair competition, conflicts of interest or unsound banking practices.

The
Federal Reserve Board has by regulation determined that certain activities are closely related to banking within the meaning of the BHCA. These activities include operating a mortgage company, finance company, credit card company, factoring company,
trust company or savings association; performing certain data processing operations; providing limited securities brokerage services; acting as an investment or financial advisor; acting as an insurance agent for certain types of credit-related
insurance; leasing personal property on a full-payout, non-operating basis; providing tax planning and preparation services; operating a collection agency; and providing certain courier services. The Federal Reserve Board also has determined that
certain other activities, including real estate brokerage and syndication, land development, property management and underwriting of life insurance not related to credit transactions, are not closely related to banking and a proper incident thereto.

Limitations on Transactions with Affiliates.Transactions between savings banks and any affiliate are governed
by Sections 23A and 23B of the Federal Reserve Act. An affiliate of a savings bank includes any company or entity which controls the savings bank or that, is controlled by a company that



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controls the savings bank. In a holding company context, the parent holding company of a savings bank (such as the Company) and any companies which are controlled by such parent holding company
are affiliates of the savings bank. Generally, Section 23A (i) limits the extent to which the savings bank or its subsidiaries may engage in covered transactions with any one affiliate to an amount equal to 10% of such
banks capital stock and surplus, and contain an aggregate limit on all such transactions with all affiliates to an amount equal to 20% of such capital stock and surplus. Section 23B applies to covered transactions as well as
certain other transactions and requires that all transactions be on terms substantially the same, or at least favorable, to the bank or subsidiary as those provided to a non-affiliate. The term covered transaction includes the making of
loans to, purchase of assets from, issuance of a guarantee to an affiliate and similar transactions. Section 23B transactions also apply to the provision of services and the sale of assets by a savings bank to an affiliate.

In addition, Sections 22(h) and (g) of the Federal Reserve Act places restrictions on loans to executive officers, directors and
principal stockholders. Under Section 22(h), loans to a director, an executive officer and to a greater than 10% stockholder of a savings bank, and certain affiliated interests of either, may not exceed, together with all other outstanding
loans to such person and affiliated interests, the savings banks loans to one borrower limit (generally equal to 15% of the banks unimpaired capital and surplus). Section 22(h) also requires that loans to directors, executive
officers and principal stockholders be made on terms substantially the same as offered in comparable transactions to other persons and also requires prior board approval for certain loans. In addition, the aggregate amount of extensions of credit by
a savings bank to all insiders cannot exceed the banks unimpaired capital and surplus. Furthermore, Section 22(g) places additional restrictions on loans to executive officers.

Capital Requirements. The Federal Reserve Board has adopted capital adequacy guidelines pursuant to which it assesses the
adequacy of capital in examining and supervising a bank holding company and in analyzing applications to it under the BHCA. The Federal Reserve Board capital adequacy guidelines generally require bank holding companies to maintain total capital
equal to 8% of total risk-adjusted assets, with at least one-half of that amount consisting of Tier I or core capital and up to one-half of that amount consisting of Tier II or supplementary capital. Tier I capital for bank holding
companies generally consists of the sum of common stockholders equity and perpetual preferred stock (subject in the case of the latter to limitations on the kind and amount of such stocks which may be included as Tier I capital), less
goodwill. Tier II capital generally consists of hybrid capital instruments; perpetual preferred stock which is not eligible to be included as Tier I capital; term subordinated debt and intermediate-term preferred stock; and, subject to limitations,
general allowances for loan losses. Assets are adjusted under the risk-based guidelines to take into account different risk characteristics, with the categories ranging from 0% (requiring no additional capital) for assets such as cash to 100% for
the bulk of assets which are typically held by a bank holding company, including multi-family residential and commercial real estate loans, commercial business loans and consumer loans. Single-family residential first mortgage loans which are not
(90 days or more) past-due or non-performing and which have been made in accordance with prudent underwriting standards are assigned a 50% level in the risk-weighting system, while certain privately-issued MBS representing indirect ownership of such
loans are assigned a level ranging from 20% to 100% in the risk-weighting system. Off-balance sheet items also are adjusted to take into account certain risk characteristics.

In addition to the risk-based capital requirements, the Federal Reserve Board requires bank holding companies to maintain a minimum leverage capital ratio of Tier I capital to total assets of 3%. Total
assets for this purpose does not include goodwill and any other intangible assets and investments that the Federal Reserve Board determines should be deducted from Tier I capital. The Federal Reserve Board has announced that the 3% Tier I leverage
capital ratio requirement is the minimum for the top-rated bank holding companies without any supervisory, financial or operational weaknesses or deficiencies or those which are not experiencing or anticipating significant growth. Other bank holding
companies will be expected to maintain Tier I leverage capital ratios of at least 4% to 5% or more, depending on their overall condition.

The Company is in compliance with the above-described Federal Reserve Board regulatory capital requirements.

Commitments to Affiliated Institutions. Under Federal Reserve Board policy, the Company is expected to act as a source of financial strength to the Savings Bank and to commit resources to
support the Savings Bank in circumstances when it might not do so absent such policy. This policy was incorporated into the Federal Deposit Insurance Act as part of legislation enacted in 2010. No regulations implementing that provision have been
promulgated.



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The Savings Bank

General. The Savings Bank is subject to extensive regulation and examination by the Department and by the FDIC, which insures its deposits to the maximum extent permitted by law, and is
subject to certain requirements established by the Federal Reserve Board. The federal and state laws and regulations which are applicable to banks regulate, among other things, the scope of their business, their investments, their reserves against
deposits, the timing of the availability of deposited funds and the nature and amount of and collateral for certain loans. The laws and regulations governing the Savings Bank generally have been promulgated to protect depositors and not for the
purpose of protecting stockholders.

Insurance of Accounts. The deposits of West View Savings Bank are insured
to the maximum extent permitted by the DIF and are backed by the full faith and credit of the U.S. Government. As insurer, the Federal Deposit Insurance Corporation is authorized to conduct examinations of, and to require reporting by, insured
institutions. It also may prohibit any insured institution from engaging in any activity determined by regulation or order to pose a serious threat to the Federal Deposit Insurance Corporation. The Federal Deposit Insurance Corporation also has the
authority to initiate enforcement actions against savings institutions, after giving the Office of Thrift Supervision an opportunity to take such action.

The recently enacted financial institution reform legislation permanently increased deposit insurance on most accounts from $100,000 to $250,000. In addition, pursuant to Section 13(c)(4)(G) of the
Federal Deposit Insurance Act, the Federal Deposit Insurance Corporation has implemented two temporary programs to provide deposit insurance for the full amount of most non-interest-bearing transaction deposit accounts and to guarantee certain
unsecured debt of financial institutions and their holding companies. Under the unsecured debt program, the Federal Deposit Insurance Corporations guarantee expires on the earlier of the maturity date of the debt or December 31, 2012. The
unlimited deposit insurance for non-interest-bearing transaction accounts was extended by the recently enacted legislation through the end of 2012 for all insured institutions without a separate insurance assessment (but the cost of the additional
insurance coverage will be considered under the risk-based assessment system). State-Investors Bank did not participate in the temporary liquidity guarantee program.

The Federal Deposit Insurance Corporations risk-based premium system provides for quarterly assessments. Each insured institution is placed in one of four risk categories depending on supervisory
and capital considerations. Within its risk category, an institution is assigned to an initial base assessment rate which is then adjusted to determine its final assessment rate based on its brokered deposits, secured liabilities and unsecured debt.
Assessment rates range from seven to 77.5 basis points, with less risky institutions paying lower assessments. The Federal Deposit Insurance Corporation recently amended its deposit insurance regulations (1) to change the assessment base for
insurance from domestic deposits to average assets minus average tangible equity and (2) to lower overall assessment rates. The revised assessments rates are between 2.5 to 9 basis points for banks in the lowest risk category and between 30 to
45 basis points for banks in the highest risk category. The amendments became effective for the quarter beginning April 1, 2011 with the new assessment methodology being reflected in the premium invoices due September 30, 2011.

In addition, all institutions with deposits insured by the Federal Deposit Insurance Corporation are required to pay assessments to fund
interest payments on bonds issued by the Financing Corporation, a mixed-ownership government corporation established to recapitalize the predecessor to the Deposit Insurance Fund. These assessments will continue until the Financing Corporation bonds
mature in 2019.

The Federal Deposit Insurance Corporation may terminate the deposit insurance of any insured depository
institution if it determines after a hearing that the institution has engaged or is engaging in unsafe or unsound practices, is in an unsafe or unsound condition to continue operations, or has violated any applicable law, regulation, order or any
condition imposed by an agreement with the Federal Deposit Insurance Corporation. It also may suspend deposit insurance temporarily during the hearing process for the permanent termination of insurance, if the institution has no tangible capital. If
insurance of accounts is terminated, the accounts at the institution at the time of the termination, less subsequent withdrawals, shall continue to be insured for a period of six months to two years, as determined by the Federal Deposit Insurance
Corporation. Management is aware of no existing circumstances which would result in termination of the Savings Banks deposit insurance.

On May 22, 2009, the Federal Deposit Insurance Corporation announced a five basis point special assessment on each insured depository institutions assets minus its Tier 1 capital as of
June 30, 2009. The Federal Deposit Insurance Corporation collected the special assessment on September 30, 2009. Based on our assets and Tier 1 capital at June 30, 2009, the impact of the special assessment was $149,000 which was
expensed in the fourth quarter of fiscal 2009.



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On November 12, 2009, the Federal Deposit Insurance Corporation approved a requirement
for insured deposit institutions to prepay 13 quarters of estimated insurance assessments. Prepayment of the assessment was included with the December 30, 2009 invoice and totaled approximately $1.2 million. Unlike a special assessment, this
prepayment will not immediately affect bank earnings. Banks booked the prepaid assessment as a non-earning asset and record the actual risk-based premium payments at the end of each quarter.

The Savings Bank is a well capitalized institution as of June 30, 2011.

Capital Requirements. The FDIC has promulgated regulations and adopted a statement of policy regarding the capital adequacy
of state-chartered banks which, like the Savings Bank, are not members of the Federal Reserve System. The FDICs capital regulations establish a minimum of 3.0% Tier I leverage capital requirement for the most highly-rated state-chartered,
non-member banks, with an additional cushion of at least 100 to 200 basis points for all other state-chartered, non-member banks, which effectively will increase the minimum Tier I leverage ratio for such other banks to 4.0% to 5.0% or more. Under
the FDICs regulation, highest-rated banks are those that the FDIC determines are not anticipating or experiencing significant growth and have well diversified risk, including no undue interest rate risk exposure, excellent asset quality, high
liquidity, good earnings and, in general, which are considered a strong banking organization, rated composite 1 under the Uniform Financial Institutions Rating System. Leverage or core capital is defined as the sum of common stockholders
equity (including retained earnings), noncumulative perpetual preferred stock and related surplus, and minority interest in consolidated subsidiaries, minus all intangible assets other than certain qualifying supervisory goodwill, and certain
purchased mortgage servicing rights and purchased credit and relationships.

The FDIC also requires that savings banks meet a
risk-based capital standard. The risk-based capital standard for savings banks requires the maintenance of total capital which is defined as Tier I capital and supplementary (Tier 2 capital) to risk weighted assets of 8%. In determining the amount
of risk-weighted assets, all assets, plus certain off balance sheet assets, are multiplied by a risk-weight of 0% to 100%, based on the risks the FDIC believes are inherent in the type of asset or item.

The components of Tier I capital are equivalent to those discussed above under the 3% leverage standard. The components of supplementary
(Tier 2) capital include certain perpetual preferred stock, certain mandatory convertible securities, certain subordinated debt and intermediate preferred stock and general allowances for loan losses. Allowance for loan losses includable in
supplementary capital is limited to a maximum of 1.25% of risk-weighted assets. Overall, the amount of capital counted toward supplementary capital cannot exceed 100% of core capital. At June 30, 2011, the Savings Bank met each of its capital
requirements.

Any savings bank that fails any of the capital requirements is subject to possible enforcement actions by the
Federal Deposit Insurance Corporation. Such actions could include a capital directive, a cease and desist order, civil money penalties, the establishment of restrictions on the institutions operations, termination of federal deposit insurance
and the appointment of a conservator or receiver.

The Savings Bank is also subject to more stringent Department capital
guidelines. Although not adopted in regulation form, the Department utilizes capital standards requiring a minimum of 6% leverage capital and 10% risk-based capital. The components of leverage and risk-based capital are substantially the same as
those defined by the FDIC.



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Prompt Corrective Action.The following table shows the amount of capital
associated with the different capital categories set forth in the prompt corrective action regulations.



|                               |  |                         |  |                          |  |                       
|------------------------------ |  | ----------------------- |  | ------------------------ |  | ----------------------
|Capital Category               |  | Total Risk-basedCapital |  | Tier 1 Risk-basedCapital |  | Tier 1 LeverageCapital
|Well capitalized               |  | 10% or more             |  | 6% or more               |  | 5% or more            
|Adequately capitalized         |  | 8% or more              |  | 4% or more               |  | 4% or more            
|Undercapitalized               |  | Less than 8%            |  | Less than 4%             |  | Less than 4%          
|Significantly undercapitalized |  | Less than 6%            |  | Less than 3%             |  | Less than 3%          

In addition, an institution is critically undercapitalized if it has a ratio of tangible
equity to total assets that is equal to or less than 2.0%. Under specified circumstances, a federal banking agency may reclassify a well capitalized institution as adequately capitalized and may require an adequately capitalized institution or an
undercapitalized institution to comply with supervisory actions as if it were in the next lower category (except that the Federal Deposit Insurance Corporation may not reclassify a significantly undercapitalized institution as critically
undercapitalized).

An institution generally must file a written capital restoration plan which meets specified requirements
within 45 days of the date that the institution receives notice or is deemed to have notice that it is undercapitalized, significantly undercapitalized or critically undercapitalized. A federal banking agency must provide the institution with
written notice of approval or disapproval within 60 days after receiving a capital restoration plan, subject to extensions by the agency. An institution which is required to submit a capital restoration plan must concurrently submit a performance
guaranty by each company that controls the institution. In addition, undercapitalized institutions are subject to various regulatory restrictions, and the appropriate federal banking agency also may take any number of discretionary supervisory
actions.

At June 30, 2011, the Savings Bank was deemed a well capitalized institution for purposes of the prompt
corrective regulations and as such is not subject to the above mentioned restrictions.

Miscellaneous

The Savings Bank is subject to certain restrictions on loans to the Company, on investments in the stock or securities thereof, on the
taking of such stock or securities as collateral for loans to any borrower, and on the issuance of a guarantee or letter of credit on behalf of the Company. In addition, there are various limitations on the distribution of dividends to the Company
by the Savings Bank.

The foregoing references to laws and regulations which are applicable to the Company and the Savings
Bank are brief summaries thereof which do not purport to be complete and which are qualified in their entirety by reference to such laws and regulations.



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FEDERAL AND STATE TAXATION

General. The Company and the Savings Bank are subject to the generally applicable corporate tax provisions of the Internal
Revenue Code of 1986 (the Code), as well as certain provisions of the Code which apply to thrift and other types of financial institutions. The following discussion of tax matters is intended only as a summary and does not purport to be
a comprehensive description of the tax rules applicable to the Company and the Savings Bank.

Fiscal Year. The
Company currently files a consolidated federal income tax return on the basis of the calendar year ending on December 31.

Method of Accounting. The Company maintains its books and records for federal income tax purposes using the accrual method
of accounting. The accrual method of accounting generally requires that items of income be recognized when all events have occurred that establish the right to receive the income and the amount of income can be determined with reasonable accuracy
and that items of expense be deducted at the later of (1) the time when all events have occurred that establish the liability to pay the expense and the amount of such liability can be determined with reasonable accuracy or (2) the time
when economic performance with respect to the item of expense has occurred.

Bad Debt Reserves. Historically
under Section 593 of the Code, thrift institutions such as the Savings Bank, which met certain definitional tests primarily relating to their assets and the nature of their business, were permitted to establish a tax reserve for bad debts and
to make annual additions within specified limitations which may have been deducted in arriving at their taxable income. The Savings Banks deduction with respect to qualifying loans, which are generally loans secured by certain
interests in real property, may currently be computed using an amount based on the Savings Banks actual loss experience (the experience method).

The Small Business Job Protection Act of 1996, adopted in August 1996, generally (1) repealed the provision of the Code which authorized use of the percentage of taxable income method by qualifying
savings institutions to determine deductions for bad debts, effective for taxable years beginning after 1995, and (2) required that a savings institution recapture for tax purposes (i.e. take into income) over a six-year period its applicable
excess reserves. For a savings institution such as West View which is a small bank, as defined in the Code, generally this is the excess of the balance of its bad debt reserves as of the close of its last taxable year beginning before
January 1, 1996, over the balance of such reserves as of the close of its last taxable year beginning before January 1, 1988. Any recapture would be suspended for any tax year that began after December 31, 1995, and before
January 1, 1998 (thus a maximum of two years), in which a savings institution originated an amount of residential loans which was not less than the average of the principal amount of such loans made by a savings institution during its six most
recent taxable years beginning before January 1, 1996. The amount of tax bad debt reserves subject to recapture was approximately $1.2 million, which was recaptured ratably over a six-year period ending December 31, 2003. In accordance
with ASC Topic 740, deferred income taxes have previously been provided on this amount, therefore no financial statement expense has been recorded as a result of this recapture. The Companys supplemental bad debt reserve of approximately $3.8
million is not subject to recapture.

The above-referenced legislation also repealed certain provisions of the Code that only
apply to thrift institutions to which Section 593 applies: (1) the denial of a portion of certain tax credits to a thrift institution; (2) the special rules with respect to the foreclosure of property securing loans of a thrift
institution; (3) the reduction in the dividends received deduction of a thrift institution; and (4) the ability of a thrift institution to use a net operating loss to offset its income from a residual interest in a real estate mortgage
investment conduit. The repeal of these provisions did not have a material adverse effect on the Companys financial condition or operations.

Audit by IRS. The Companys consolidated federal income tax returns for taxable years through December 31, 2007, have been closed for the purpose of examination by the Internal
Revenue Service.

State Taxation. The Company is subject to the Pennsylvania Corporate Net Income Tax and
Capital Stock and Franchise Tax. The Pennsylvania Corporate Net Income Tax rate is 9.99% and is imposed on the Companys unconsolidated taxable income for federal purposes with certain adjustments. In general, the Capital Stock Tax is a
property tax imposed at the rate of 0.289% of a corporations capital stock value, which is determined in accordance with a fixed formula based upon average net income and consolidated net worth.



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The Savings Bank is taxed under the Pennsylvania Mutual Thrift Institutions Tax Act (enacted
on December 13, 1988, and amended in July 1989) (the MTIT), as amended to include thrift institutions having capital stock. Pursuant to the MTIT, the Savings Banks current tax rate is 11.5%. The MTIT exempts the Savings Bank
from all other taxes imposed by the Commonwealth of Pennsylvania for state income tax purposes and from all local taxation imposed by political subdivisions, except taxes on real estate and real estate transfers. The MTIT is a tax upon net earnings,
determined in accordance with generally accepted accounting principles (GAAP) with certain adjustments. The MTIT, in computing GAAP income, allows for the deduction of interest earned on state and federal securities, while disallowing a
percentage of a thrifts interest expense deduction in the proportion of those securities to the overall investment portfolio. Net operating losses, if any, thereafter can be carried forward three years for MTIT purposes.



|Item 1A. | Risk Factors.
|-------- | -------------

In
analyzing whether to make or to continue an investment in our securities, investors should consider, among other factors, the following risk factors.

Our results of operations are significantly dependent on economic conditions and related uncertainties.

Commercial banking is affected, directly and indirectly, by domestic and international economic and political conditions and by governmental monetary and fiscal policy. Conditions such as inflation,
recession, unemployment, volatile interest rates, real estate values, government monetary policy, international conflicts, the actions of terrorists and other factors beyond our control may adversely affect our results of operations. Changes in
interest rates, in particular, could adversely affect our net interest income and have a number of other adverse effects on our operations, as discussed in the immediately succeeding risk factor. Adverse economic conditions also could result in an
increase in loan delinquencies, foreclosures and non-performing assets and a decrease in the value of the property or other collateral which secures our loans, all of which could adversely affect our results of operations. We are particularly
sensitive to changes in economic conditions and related uncertainties in Western Pennsylvania because we derive substantially all of our loans, deposits and other business from this area. Accordingly, we remain subject to the risks associated with
prolonged declines in national or local economies.

Changes in interest rates could have a material adverse effect on our
operations.

The operations of financial institutions such as us are dependent to a large extent on net interest income,
which is the difference between the interest income earned on interest-earning assets such as loans and investment securities and the interest expense paid on interest-bearing liabilities such as deposits and borrowings. Changes in the general level
of interest rates can affect our net interest income by affecting the difference between the weighted average yield earned on our interest-earning assets and the weighted average rate paid on our interest-bearing liabilities, or interest rate
spread, and the average life of our interest-earning assets and interest-bearing liabilities. Changes in interest rates also can affect our ability to originate loans; the value of our interest-earning assets and our ability to realize gains from
the sale of such assets; our ability to obtain and retain deposits in competition with other available investment alternatives; the ability of our borrowers to repay adjustable or variable rate loans; and the fair value of the derivatives carried on
our balance sheet, derivative hedge effectiveness testing and the amount of ineffectiveness recognized in our earnings. Interest rates are highly sensitive to many factors, including governmental monetary policies, domestic and international
economic and political conditions and other factors beyond our control. Although we believe that the estimated maturities of our interest-earning assets currently are well balanced in relation to the estimated maturities of our interest-bearing
liabilities (which involves various estimates as to how changes in the general level of interest rates will impact these assets and liabilities), there can be no assurance that our profitability would not be adversely affected during any period of
changes in interest rates.

There are increased risks involved with speculative construction, land acquisition and
development, multi-family residential, commercial real estate, commercial business and consumer lending activities.

Our
lending activities include loans secured by speculative construction, land acquisition and development and commercial real estate. In addition, from time to time we originate loans for the purchase



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or refinancing of multi-family residential real estate. Speculative residential construction, land acquisition and development, multi-family residential and commercial real estate lending
generally is considered to involve a higher degree of risk than single-family residential lending due to a variety of factors, including generally larger loan balances, the dependency on successful completion or operation of the project for
repayment, the difficulties in estimating construction costs and loan terms which often do not require full amortization of the loan over its term and, instead, provide for a balloon payment at stated maturity. Our lending activities also include
commercial business loans to small to medium businesses, which generally are secured by various equipment, machinery and other corporate assets, and a variety of consumer loans, including home improvement loans, home equity loans and loans secured
by automobiles and other personal property. Although commercial business loans and leases and consumer loans generally have shorter terms and higher interest rates than mortgage loans, they generally involve more risk than mortgage loans because of
the nature of, or in certain cases the absence of, the collateral which secures such loans.

The Company invests in
mortgage-backed securities (MBS) including significant legacy positions in private label MBS (PLMBS) which could result in impairment charges.

The Company invests in MBS, including agency and private label MBS. These investments carry a significant amount of risk, relative to other investments within the Companys portfolio. The total MBS
portfolio accounts for 30.8% of the Companys total assets and 13.0% of the Companys total interest income. The PLMBS segment accounts for 10.0% of the Companys total assets and 8.3% of the Companys total interest income.

MBS are secured by mortgage properties that are geographically diverse, but may include exposure in some areas that have
experienced rapidly declining property values. The MBS portfolio is also subject to interest rate risk, prepayment risk, operational risk, servicer risk and originator risk, all of which can have a negative impact on the underlying collateral of the
MBS investments. The rate and timing of unscheduled payments and collections of principal on mortgage loans serving as collateral for these securities are difficult to predict and can be affected by a variety of factors, including the level of
prevailing interest rates, restrictions on voluntary prepayments contained in the mortgage loans, the availability of lender credit, loan modifications and other economic, demographic, geographic, tax and legal factors.

During fiscal 2010, the Company recorded a $194 thousand credit impairment charge and a $2.3 million non-credit unrealized holding loss
(net of income tax effect of $1.2 million) to accumulated other comprehensive income. During fiscal 2011, the Company was able to accrete back into other comprehensive income $496 thousand (net of income tax effect of $256 thousand) based on
principal repayments on private-label mortgage-backed securities previously identified with OTTI. Cash repayments of principal on the Companys PLMBS portfolio totaled $22.1 million in fiscal 2011 as compared to $9.2 million in fiscal 2010.

During fiscal 2011, the level of delinquencies continued to increase within the PLMBS portfolio. Continued deterioration in
the mortgage and credit markets could result in additional other-than-temporary impairment charges in our legacy PLMBS which could negatively affect the Companys financial condition, results of operations, or its capital position. During
fiscal 2011, there were no additional private-label mortgage-backed securities identified to have OTTI.

At June 30,
2011, the Company had 10 positions in PLMBS with identified accounting impairments. Based on its analysis, the Company has concluded that two PLMBS are other-than-temporarily impaired, as discussed above, while the remaining securities portfolio has
experienced unrealized losses and a decreased fair value due to interest rate volatility, illiquidity in the market place or credit deterioration in the U.S. mortgage markets.

See Note 6, Unrealized Losses on Securities, of the Notes to Consolidated Financial Statements.

Our financial condition or results of operations may be adversely affected if MBS servicers fail to perform their obligations to service mortgage loans as collateral for MBS.

MBS servicers have a significant role in servicing the mortgage loans that serve as collateral for the Companys MBS portfolio,
including playing an active role in loss mitigation efforts and making servicer advances. The Companys credit risk exposure to the servicer counterparties includes the risk that they will not perform their obligation to service these mortgage
loans, which could adversely affect the Companys financial condition or results or operations. The risk of such failure has increased as deteriorating market conditions have affected the liquidity and financial condition of some of the larger
servicers. These risks could result in losses significantly higher than currently anticipated.



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Our allowance for losses on loans and leases may not be adequate to cover probable
losses.

We have established an allowance for loan losses which we believe is adequate to offset probable losses on our
existing loans and leases. There can be no assurance that any future declines in real estate market conditions, general economic conditions or changes in regulatory policies will not require us to increase our allowance for loan and lease losses,
which would adversely affect our results of operations.

We are subject to extensive regulation which could adversely
affect our business and operations.

We and our subsidiaries are subject to extensive federal and state governmental
supervision and regulation, which are intended primarily for the protection of depositors. In addition, we and our subsidiaries are subject to changes in federal and state laws, as well as changes in regulations, governmental policies and accounting
principles. The effects of any such potential changes cannot be predicted but could adversely affect the business and operations of us and our subsidiaries in the future.

We face strong competition which may adversely affect our profitability.

We are subject to vigorous competition in all aspects and areas of our business from banks and other financial institutions, including
savings and loan associations, savings banks, finance companies, credit unions and other providers of financial services, such as money market mutual funds, brokerage firms, consumer finance companies and insurance companies. We also compete with
non-financial institutions, including retail stores that maintain their own credit programs and governmental agencies that make available low cost or guaranteed loans to certain borrowers. Certain of our competitors are larger financial institutions
with substantially greater resources, lending limits, larger branch systems and a wider array of commercial banking services. Competition from both bank and non-bank organizations will continue.

We and our banking subsidiary are subject to capital and other requirements which restrict our ability to pay dividends.

Our ability to pay dividends to our shareholders depends to a large extent upon the dividends we receive from West View
Savings Bank. Dividends paid by the Savings Bank are subject to restrictions under Pennsylvania and federal laws and regulations. In addition, West View Savings Bank must maintain certain capital levels, which may restrict the ability of the Bank to
pay dividends to us and our ability to pay dividends to our shareholders.

Recently, the Savings Bank learned the results of a
regulatory examination of the Savings Banks asset quality, earnings performance and capital protection. The examination included a review of the Savings Banks private label mortgage-backed securities portfolio as a result of the
previously reported downgrades of certain private-label CMOs within the Savings Banks investment portfolio by one or more national rating agencies. The Savings Bank previously agreed to take certain actions to monitor and improve related
asset quality in relation to regulatory capital. These actions include: additional documentation and monitoring procedures relating to its assessment of other than temporary impairment and market (fair) value estimates, the submission of a capital
plan to its regulators, and to seek prior non-objection from its banking regulators for any dividends payable by the Savings Bank to the Company. The Company has made similar commitments to the Federal Reserve. The Company previously announced and
reported a reduction of its quarterly cash dividend from $0.16 to $0.04 per share along with the suspension of common stock repurchases under its stock repurchase program. The Company believes that these actions demonstrate its commitment to serve
as a source of strength to the Savings Bank and are appropriate in light of todays economic environment. The Company believes that its liquidity is strong with liquid assets totaling approximately $1.1 million at June 30, 2011. This level
of liquidity could support operating expenses and the current dividend for about two years without any dividend income from the Savings Bank. Dividends are subject to declaration by the Board of Directors, which take into account the Companys
financial condition, earnings, statutory and regulatory restrictions, general economic conditions and other factors. There can be no assurance that dividends will in fact be paid on the common stock in future periods or that, if paid, such dividends
will not be reduced or eliminated.



29



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Holders of our common stock have no preemptive right and are subject to potential
dilution.

Our articles of incorporation do not provide any shareholder with a preemptive right to subscribe for
additional shares of common stock upon any increase thereof. Thus, upon issuance of any additional shares of common stock or other voting securities of the Company or securities convertible into common stock or other voting securities, shareholders
may be unable to maintain their pro rata voting or ownership interest in us.

Our deposit insurance premium could be
substantially higher in the future which would have an adverse effect on our future earnings.

In May 2009, the Federal
Deposit Insurance Corporation adopted a final rule levying a five basis point special assessment on each insured depository institution. We recorded an expense of approximately $149,000 during the fiscal year ended June 30, 2009, to reflect the
special assessment. Any further special assessments that the Federal Deposit Insurance Corporation levies will be recorded as an expense during the appropriate period. In addition, the Federal Deposit Insurance Corporation increased the general
assessment rate and, therefore, our Federal Deposit Insurance Corporation general insurance premium expense has increased compared to prior periods.

The Federal Deposit Insurance Corporation also issued a final rule pursuant to which all insured depository institutions were required to prepay on December 30, 2009 their estimated assessments for
the fourth quarter of 2009, and for all of 2010, 2011, and 2012. We prepaid $1.2 million of our assessments on December 30, 2009, based on our deposits and assessment rate as of September 30, 2009. The prepaid balance will be reduced by
the actual expense for our quarterly assessments, until the balance is exhausted. Depending on how our actual assessments compare to the estimated assessments, the prepaid balance may be exhausted earlier than or later than the planned three year
time period.

The Federal Deposit Insurance Corporation recently amended its deposit insurance regulations (1) to change
the assessment base for insurance from domestic deposits to average assets minus average tangible equity and (2) to lower overall assessment rates. The revised assessment rates are between 2.5 to 9 basis points for banks in the lowest risk
category and between 30 to 45 basis points for banks in the highest risk category. The amendments will become effective for the quarter beginning April 1, 2011 with the new assessment methodology being reflected in the premium invoices due
September 30, 2011.

Continued turmoil in the financial markets could have an adverse effect on our financial position or results of
operations.

Beginning in fiscal 2008, United States and global financial markets experienced severe disruption and
volatility, and general economic conditions have declined significantly. Adverse developments in credit quality, asset values and revenue opportunities throughout the financial services industry, as well as general uncertainty regarding the
economic, industry and regulatory environment, have had a negative impact on the industry. The United States and the governments of other countries have taken steps to try to stabilize the financial system, including investing in financial
institutions, and have implemented programs intended to improve general economic conditions. The U.S. Department of the Treasury created the Capital Purchase Program under the Troubled Asset Relief Program, pursuant to which the Treasury Department
provided additional capital to participating financial institutions through the purchase of preferred stock or other securities. Other measures include homeowner relief that encourages loan restructuring and modification; the establishment of
significant liquidity and credit facilities for financial institutions and investment banks; the lowering of the federal funds rate; regulatory action against short selling practices; a temporary guaranty program for money market funds; the
establishment of a commercial paper funding facility to provide back-stop liquidity to commercial paper issuers; and coordinated international efforts to address illiquidity and other weaknesses in the banking sector. Notwithstanding the actions of
the United States and other governments, there can be no assurance that these efforts will be successful in restoring industry, economic or market conditions to their previous levels and that they will not result in adverse unintended consequences.
Factors that could continue to pressure financial services companies, including WVS, are numerous and include:



| |  |  | worsening credit quality, leading among other things to increases in loan losses and reserves,
| | - |  | ----------------------------------------------------------------------------------------------



| |  |  | continued or worsening disruption and volatility in financial markets, leading among other things to continuing reductions in asset values,
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------



30



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| |  |  | capital and liquidity concerns regarding financial institutions generally,
| | - |  | --------------------------------------------------------------------------



| |  |  | limitations resulting from or imposed in connection with governmental actions intended to stabilize or provide additional regulation of the financial
system, or
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | recessionary conditions that are deeper or last longer than currently anticipated.
| | - |  | ----------------------------------------------------------------------------------

Recently enacted regulatory reform may have a material impact on our operations.

On July 21, 2010, the President signed into law the Dodd-Frank Wall Street Reform and Consumer Protection Act that, among other
things, imposes new restrictions and an expanded framework of regulatory oversight for financial institutions and their holding companies. Among other things, the law creates a new consumer financial protection bureau that will have the authority to
promulgate rules intended to protect consumers in the financial products and services market. The creation of this independent bureau could result in new regulatory requirements and raise the cost of regulatory compliance. The federal preemption of
state laws currently accorded federally chartered financial institutions will be reduced. In addition, regulation mandated by the new law could require changes in regulatory capital requirements, loan loss provisioning practices, and compensation
practices which may have a material impact on our operations.



|Item 1B. | Unresolved Staff Comments
|-------- | -------------------------

Not applicable.



|Item 2. | Properties.
|------- | -----------

The
following table sets forth certain information with respect to the offices and other properties of the Company at June 30, 2011.



|                             |  |             
|---------------------------- |  | ------------
|Description/Address          |  | Leased/Owned
|                             | 
|McCandless Office            |  | Owned       
|9001 Perry Highway           |  |             
|Pittsburgh, PA 15237         |  |             
|                             | 
|West View Boro Office        |  | Owned       
|456 Perry Highway            |  |             
|Pittsburgh, PA 15229         |  |             
|                             | 
|Cranberry Township Office    |  | Owned       
|20531 Perry Highway          |  |             
|Cranberry Township, PA 16066 |  |             
|                             | 
|Sherwood Oaks Office         |  | Leased(1)   
|100 Norman Drive             |  |             
|Cranberry Township, PA 16066 |  |             
|                             | 
|Bellevue Boro Office         |  | Leased(2)   
|572 Lincoln Avenue           |  |             
|Pittsburgh, PA 15202         |  |             
|                             | 
|Franklin Park Boro Office    |  | Owned       
|2566 Brandt School Road      |  |             
|Wexford, PA 15090            |  |             



|(1) | The Company operates this office out of a retirement community. The lease is for a period of 21 months ending in December 2011.
|--- | -------------------------------------------------------------------------------------------------------------------------------

|(2) | The lease is for a period of 10 years ending in November 2016.
|--- | --------------------------------------------------------------



31



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|Item 3. | Legal Proceedings.
|------- | ------------------

(a) The Company is involved with various legal actions arising in the ordinary course of business. Management believes the outcome of
these matters will have no material effect on the consolidated operations or consolidated financial condition of WVS Financial Corp.

(b) The Company previously reported, under Item 3(a) of its Annual Report on Form 10-K for fiscal year ended June 30, 2009, a lawsuit filed by Plaintiff Matthew Dragotta against West View
Savings Bank. The Plaintiff alleged that West View Savings Bank failed to comply with the notification requirements of the Electronic Funds Transfer Act, 15 U.S.C.§ 1693 et. Seq. before a bank can impose a transaction fee for the use of
an automated teller machine. On August 24, 2009 U.S. District Judge, Terrance P. McVerry issued an order granting the Banks motion to Dismiss the lawsuit.

On September 3, 2009, the Plaintiff filed a motion for Reconsideration of Judge McVerrys order granting the Banks motion to Dismiss the lawsuit.

On October 16, 2009, Judge McVerry denied the Plaintiffs Motion for Reconsideration.

On November 4, 2009, the Plaintiff provided a Notice of Appeal to the United States Court of Appeals for the Third Circuit appealing
Judge McVerrys orders of September 3 and October 16, 2009.

On September 28, 2010 the United States Court
of Appeals for the Third Circuit vacated Judge McVerrys orders and remanded the case to the U.S. District Court for further proceedings.

During the quarter ended December 31, 2010, the Plaintiff and the Savings Bank agreed to settle this lawsuit. The settlement will be structured as a class action. In connection with the settlement,
the Savings Bank agreed to refund ATM fees collected and to pay a negotiated amount of the Plaintiffs attorneys fees and litigation costs. The Savings Bank decided to settle this lawsuit for $81 thousand in order to avoid the costs of
protracted litigation. In connection with the settlement, the Savings Bank recorded a non-recurring charge of $81 thousand during the quarter ended December 31, 2010.

On March 7, 2011, U.S. District Judge Terrence F. McVerry issued an order preliminarily approving a class action settlement, directed the dissemination of notice and set a final settlement hearing
date for June 16, 2011.

On June 16, 2011, U.S. District Judge Terrence F. McVerry issued a final order approving
the class action settlement.



|Item 4. | (Removed and Reserved).
|------- | -----------------------

PART
II.



|Item 5. | Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
|------- | -------------------------------------------------------------------------------------------------------------



| | (a) | The information required herein is incorporated by reference from page 70 of the Companys 2011 Annual Report to Stockholders included as Exhibit 13 (2011
Annual Report).
| | --- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | (b) | Not applicable.
| | --- | ---------------



| | (c) | Not applicable.
| | --- | ---------------



|Item 6. | Selected Financial Data.
|------- | ------------------------

The information required herein is incorporated by reference from pages 2 to 3 of the Companys 2011 Annual Report.



32



---

|Item 7. | Managements Discussion and Analysis of Financial Condition and Results of Operation.
|------- | -------------------------------------------------------------------------------------

The information required herein is incorporated by reference from pages 4 to 16 of the Companys 2011 Annual Report.



|Item 7A. | Quantitative and Qualitative Disclosures About Market Risk.
|-------- | -----------------------------------------------------------

The information required herein is incorporated by reference from pages 16 to 22 of the Companys 2011 Annual Report.



|Item 8. | Financial Statements and Supplementary Data.
|------- | --------------------------------------------

The information required herein is incorporated by reference from pages 23 to 69 of the Companys 2011 Annual Report.



|Item 9. | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
|------- | -------------------------------------------------------------------------------------

Not applicable.



|Item 9A. | Controls and Procedures.
|-------- | ------------------------

Evaluation of Disclosure Controls and Procedures. As of June 30, 2011, an evaluation was performed under the supervision and with the participation of the Companys management, including
the Chief Executive Officer and Chief Accounting Officer, on the effectiveness of the design and operation of the Companys disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of
1934). Based on that evaluation, the Companys management, including the Chief Executive Officer and Chief Accounting Officer, concluded that the Companys disclosure controls and procedures were effective as of June 30, 2011.

Disclosure controls and procedures are the controls and other procedures that are designed to ensure that the information
required to be disclosed by the Company in its reports filed and submitted under the Securities Exchange Act of 1934, as amended (Exchange Act) is recorded, processed, summarized and reported, within the time periods specified in the
Securities and Exchange Commissions rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in its reports filed under
the Exchange Act is accumulated and communicated to the Companys management, including the principal executive officer and principal accounting officer, as appropriate to allow timely decisions regarding required disclosure.

Management Report on Internal Control over Financial Reporting.Management is responsible for designing, implementing, documenting,
and maintaining an adequate system of internal control over financial reporting. An adequate system of internal control over financial reporting encompasses the processes and procedures that have been established by management to:



| |  |  | maintain records that accurately reflect the companys transactions;
| | - |  | --------------------------------------------------------------------



| |  |  | prepare financial statement and footnote disclosures in accordance with GAAP that can be relied upon by external users;
| | - |  | -----------------------------------------------------------------------------------------------------------------------



| |  |  | prevent and detect unauthorized acquisition, use or disposition of the companys assets that could have a material effect on the financial
statements.
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------

Management conducted an evaluation of the effectiveness of the Companys internal control
over financial reporting based on the criteria in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on this evaluation under the criteria in Internal
Control-Integrated Framework, management concluded that internal control over financial reporting was effective as of June 30, 2011. Furthermore, during the conduct of its assessment, management identified no material weakness in its financial
reporting control system.



33



---

The Board of Directors of the Company, through its Audit Committee, provides oversight to
managements conduct of the financial reporting process. The Audit Committee, which is composed entirely of independent directors, is also responsible to recommend the appointment of independent public accountants. The Audit Committee also
meets with management, the internal audit staff, and the independent public accountants throughout the year to provide assurance as to the adequacy of the financial reporting process and to monitor the overall scope of the work performed by the
internal audit staff and the independent public accountants.

Because of its inherent limitations, our disclosure controls and
procedures may not prevent or detect misstatements. A control system, no matter how well conceived and operated, can only provide reasonable, not absolute, assurance that the objectives of the control system are met. Because of the inherent
limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. Also, projections of any evaluation of effectiveness to future periods are
subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.

Changes in Internal Controls Over Financial Reporting. No change in the Companys internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act)
occurred during the last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Companys internal control over financial reporting.



|Item 9B. | Other Information.
|-------- | ------------------

Not applicable.

PART III



|Item 10. | Directors, Executive Officers and Corporate Governance.
|-------- | -------------------------------------------------------

The information required herein is incorporated by reference from pages 2 to 7 of the Companys Proxy Statement for the 2011 Annual Meeting of Stockholders dated September 13, 2011 (Proxy
Statement).

The Company has adopted a Code of Ethics for its employees and directors and executive officers. See
Exhibits 14.1 and 14.2 to this Annual Report on Form 10-K. Upon receipt of a written request, the Company will furnish to any person, without charge, a copy of its Code of Ethics for its employees and directors and executive officers. Such written
requests should be directed to Corporate Secretary, WVS Financial Corp., 9001 Perry Highway, Pittsburgh, Pennsylvania 15237.

Set forth below is information with respect to the principal occupation during the last five years for the executive officers of the
Company and the Savings Bank who do not serve as directors.

Keith A. Simpson. Age 54. Mr. Simpson has been Treasurer of
the Company and the Savings Bank since April 2003 and Vice President and Chief Accounting Officer of the Company and the Savings Bank since November 2002. Previously, Mr. Simpson was Controller and Assistant Treasurer of the Savings Bank since
October 1995. In October 2008, Mr. Simpson filed personal bankruptcy under Chapter 7 of the U.S. Bankruptcy Code, which was discharged in February 2009.



34



---

Bernard P. Lefke. Age 60. Mr. Lefke has been Vice President of Savings of the Savings
Bank since February 1991. Previously, Mr. Lefke was an Assistant Vice President and Branch Manager of the Savings Bank since 1981.



|Item 11. | Executive Compensation.
|-------- | -----------------------

The information required herein is incorporated by reference from pages 10 to 13 of the Companys Proxy Statement.



|Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
|-------- | -----------------------------------------------------------------------------------------------

The security ownership of certain beneficial owners and management information required herein is incorporated by reference from pages 8
to 9 of the Companys Proxy Statement.

The following table sets forth certain information for all equity compensation
plans and individual compensation arrangements (whether with employees or non-employees, such as directors) in effect as of June 30, 2011.

Equity Compensation Plan Information



|                                                           |  |                                                                                           |         |  |                                                                           |   |       |                                                                                                                                                |  |  |        | 
|---------------------------------------------------------- |  | ----------------------------------------------------------------------------------------- | ------- |  | ------------------------------------------------------------------------- | - | ----- | ---------------------------------------------------------------------------------------------------------------------------------------------- |  |  | ------ | 
|Plan Category                                              |  | Number of securities to beissued upon exercise ofoutstanding 
options,warrants and rights |         |  | Weighted-averageexercise price ofoutstanding options,warrants and 
rights |   |       | Number of securities remainingavailable for future issuanceunder 
equity compensation plans(excluding securities reflected inthe first column) | 
|                                                           |  |                                                                                           |        
|Equity compensation plans approved by security holders     |  |                                                                                           | 125,127 |  |                                                                           | $ | 16.20 |                                                                                                                                                |  |  | 27,481 | 
|                                                           |  |                                                                                           |        
|Equity compensation plans not approved by security holders |  |                                                                                           |        |  |                                                                           |   |      |                                                                                                                                                |  |  |       | 
|                                                           |  |                                                                                           |         |  |                                                                           |   |       |                                                                                                                                                |  |  |        | 
|                                                           |  |                                                                                           |        
|Total                                                      |  |                                                                                           | 125,127 |  |                                                                           | $ | 16.20 |                                                                                                                                                |  |  | 27,481 | 
|                                                           |  |                                                                                           |         |  |                                                                           |   |       |                                                                                                                                                |  |  |        | 



|Item 13. | Certain Relationships and Related Transactions, and Director Independence.
|-------- | --------------------------------------------------------------------------

The information required herein is incorporated by reference from pages 4 and 13 of the Companys Proxy Statement.



|Item 14. | Principal Accounting Fees and Services.
|-------- | ---------------------------------------

The information required herein is incorporated by reference from page 14 to 15 of the Companys Proxy Statement.



35



---

PART IV.



|Item 15. | Exhibits and Financial Statement Schedules.
|-------- | -------------------------------------------

(a) Documents filed as part of this report.



|    |  |                                                                                                                                                                                                                                                                                   
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(1) |  | The following documents are filed as part of this report and are incorporated herein by reference from the Companys 2011
Annual Report.                                                                                                                                          
|    | 
|    |  | Report of Independent Registered Public Accounting Firm.                                                                                                                                                                                                                          
|    | 
|    |  | Consolidated Balance Sheet at June 30, 2011 and 2010.                                                                                                                                                                                                                             
|    | 
|    |  | Consolidated Statement of Income for the Years Ended June 30, 2011, 2010 and 2009.                                                                                                                                                                                                
|    | 
|    |  | Consolidated Statement of Changes in Stockholders Equity for the Years Ended
June 30, 2011, 2010 and 2009.                                                                                                                                                                       
|    | 
|    |  | Consolidated Statement of Cash Flows for the Years Ended June 30, 2011, 2010 and 2009.                                                                                                                                                                                            
|    | 
|    |  | Notes to the Consolidated Financial Statements.                                                                                                                                                                                                                                   
|    | 
|(2) |  | All schedules for which provision is made in the applicable accounting regulation of the Securities and Exchange Commission
(SEC) are omitted because they are not applicable or the required information is included in the Consolidated Financial Statements or notes thereto.
|    | 
|(3) |  | The following exhibits are filed as part of this Form 10-K/A, and this list includes the Exhibit Index.                                                                                                                                                                           



|     |  |                                                                                                                             |  |                                                                                                                                                                    
|---- |  | --------------------------------------------------------------------------------------------------------------------------- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------
|No.  |  | Description                                                                                                                 |  | Location                                                                                                                                                           
|     |  |                                                                                                                            
|3.1  |  | Amended and Restated Articles of Incorporation                                                                              |  | Incorporated by reference from the Current Report on Form 8-K filed by the Company with the SEC on August 1, 2007.                                                 
|     |  |                                                                                                                            
|3.2  |  | Amended and Restated By-Laws                                                                                                |  | Incorporated by reference from the Current Report on Form 8-K filed by the Company with the SEC on August 28, 2009.                                                
|     |  |                                                                                                                            
|4    |  | Stock Certificate of WVS Financial Corp.                                                                                    |  | Incorporated by reference from the Registration Statement on Form S-1 (Registration No. 33-67506) filed by the Company with the SEC on August 16, 1993, as
amended.
|     |  |                                                                                                                            
|10.1 |  | WVS Financial Corp. Amended and Restated Recognition Plans and Trusts for Executive Officers, Directors and Key Employees * |  | Incorporated by reference from the Current Report on Form 8-K filed by the Company with the SEC on November 28, 2008.                                              
|     |  |                                                                                                                            
|10.2 |  | WVS Financial Corp. 1993 Directors Stock Option Plan *                                                                     |  | Incorporated by reference from the Registration Statement on Form S-1 (Registration No. 33-67506) filed by the Company with the SEC on August 16, 1993, as
amended.
|     |  |                                                                                                                            
|10.3 |  | WVS Financial Corp. Employee Stock Ownership Plan *                                                                         |  | Incorporated by reference from the Registration Statement on Form S-1 (Registration No. 33-67506) filed by the Company with the SEC on August 16, 1993, as
amended.
|     |  |                                                                                                                            
|10.4 |  | Amended West View Savings Bank Employee Profit Sharing Plan *                                                               |  | Incorporated by reference from the Registration Statement on Form S-1 (Registration No. 33-67506) filed by the Company with the SEC on August 16, 1993, as
amended.
|     |  |                                                                                                                            
|10.5 |  | Amended and Restated Employment Agreement between WVS Financial Corp., West View Savings Bank and David Bursic *            |  | Incorporated by reference from the Current Report on Form 8-K filed by the Company with the SEC on November 28, 2008.                                              



36



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|     |  |                                                                                                       |  |                                                                                                                       
|---- |  | ----------------------------------------------------------------------------------------------------- |  | ----------------------------------------------------------------------------------------------------------------------
|No.  |  | Description                                                                                           |  | Location                                                                                                              
|     |  |                                                                                                      
|10.6 |  | Amended and Restated Directors Deferred Compensation Program *                                        |  | Incorporated by reference from the Current Report on Form 8-K filed by the Company with the SEC on November 28, 2008. 
|     |  |                                                                                                      
|10.7 |  | WVS Financial Corp. 2008 Stock Incentive Plan *                                                       |  | Incorporated by reference from the Definitive Proxy Statement filed by the Company with the SEC on September 26, 2008.
|     |  |                                                                                                      
|13   |  | 2011 Annual Report to Stockholders                                                                    |  | Filed herewith                                                                                                        
|     |  |                                                                                                      
|14.1 |  | Ethics Policy                                                                                         |  | Incorporated by reference from the Annual Report on Form 10-K filed by the Company with the SEC on September 24, 2004.
|     |  |                                                                                                      
|14.2 |  | Code of Ethics for Senior Financial Officers                                                          |  | Incorporated by reference from the Annual Report on Form 10-K filed by the Company with the SEC on September 24, 2004.
|     |  |                                                                                                      
|21   |  | Subsidiaries of the Registrant  Reference is made to Item 1. Business for the required information |  |                                                                                                                      
|     |  |                                                                                                      
|23   |  | Consent of Independent Registered Public Accounting Firm                                              |  | Filed herewith                                                                                                        
|     |  |                                                                                                      
|31.1 |  | Rule 13a-14(a)/ 15d-14(a) Certification of the Chief Executive Officer                                |  | Filed herewith                                                                                                        
|     |  |                                                                                                      
|31.2 |  | Rule 13a-14(a)/ 15d-14(a) Certification of the Chief Accounting Officer                               |  | Filed herewith                                                                                                        
|     |  |                                                                                                      
|32.1 |  | Section 1350 Certification of the Chief Executive Officer                                             |  | Filed herewith                                                                                                        
|     |  |                                                                                                      
|32.2 |  | Section 1350 Certification of the Chief Accounting Officer                                            |  | Filed herewith                                                                                                        



|* | Management contract or compensatory plan or arrangement.
|- | --------------------------------------------------------



37



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SIGNATURES

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



|                   |  |     |  |                                      
|------------------ |  | --- |  | -------------------------------------
|                   |  |     |  | WVS FINANCIAL CORP.                  
|                   |  |    
|September 12, 2011 |  | By: |  | /s/ David J. Bursic                  
|                   |  |     |  | David J. Bursic                      
|                   |  |     |  | President and Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by
the following persons on behalf of the Registrant and in the capacities and on the dates indicated.



|                                                                                                        |  |  |  |                   
|------------------------------------------------------------------------------------------------------- |  |  |  | ------------------
|/s/ David J. Bursic                                                                                     |  |  |  |                   
|David J. Bursic, Director, President and Chief Executive Officer (Principal Executive Officer)          |  |  |  | September 12, 2011
|                                                                                                        |  | 
|/s/ Keith A. Simpson                                                                                    |  |  |  |                   
|Keith A. Simpson, Vice President, Treasurer and Chief Accounting Officer (Principal Accounting
Officer) |  |  |  | September 12, 2011
|                                                                                                        |  | 
|/s/ David L. Aeberli                                                                                    |  |  |  |                   
|David L. Aeberli,                                                                                       |  |  |  | September 12, 2011
|Chairman of the Board of the Directors                                                                  |  |  |  |                   
|                                                                                                        |  | 
|/s/ John W. Grace                                                                                       |  |  |  |                   
|John W. Grace, Director                                                                                 |  |  |  | September 12, 2011
|                                                                                                        |  | 
|/s/ Jonathan D. Hoover                                                                                  |  |  |  |                   
|Jonathan D. Hoover, Director and Senior Vice President                                                  |  |  |  | September 12, 2011
|                                                                                                        |  | 
|/s/ Lawrence M. Lehman                                                                                  |  |  |  |                   
|Lawrence M. Lehman, Director                                                                            |  |  |  | September 12, 2011
|                                                                                                        |  | 
|/s/ Margaret VonDerau                                                                                   |  |  |  |                   
|Margaret VonDerau, Director                                                                             |  |  |  | September 12, 2011



38