SECURITY AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB



(Mark One)
      (X)      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
               OF THE SECURITIES EXCHANGE ACT OF 1934

               For the quarterly period ended December 31, 1999

                                    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 Number: 0-26650

                            CSB FINANCIAL GROUP, INC.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


          United States                                       37-1336338
---------------------------------                   ----------------------------
  (State or other jurisdiction                       (I.R.S. Employer ID Number)
of incorporation or organization)

  200 South Poplar, Centralia, Illinois         62801
-----------------------------------------------------
(Address of principal executive offices)   (Zip code)


        Registrant's telephone number, including area code (618) 532-1918
                                                           --------------

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.

                         YES   X                 NO
                             -----                  -----

Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practicable date.

           Class                          Shares outstanding at January 27, 2000
------------------------------            --------------------------------------
Common Stock, Par Value $0.01                            732,299






<PAGE>


                                    CONTENTS

PART I.  FINANCIAL INFORMATION

Item I.  Financial Statements

        - Consolidated Balance Sheets

        - Consolidated Statements of Income

        - Consolidated Statements of Comprehensive Income

        - Consolidated Statements of Cash Flows

        - Notes to Consolidated Financial Statements

Item 2.  Management's Discussion and Analysis of Financial Condition
         and Results of Operations

PART II.  OTHER INFORMATION

Item 1.  Legal Proceedings

Item 2.  Changes in Securities

Item 3.  Defaults Upon Senior Securities

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

Item 5.  Other Information

Item 6.  Exhibits and Reports on Form 8-K

SIGNATURES





<PAGE>


CSB FINANCIAL GROUP, INC. and SUBSIDIARY

Consolidated  Balance  Sheets  December  31,  1999 and  September  30,  1999
(in thousands, except share data)


ASSETS                                               December 31,  September 30,
                                                         1999          1999
--------------------------------------------------------------------------------
                                                     (Unaudited)    (Audited)

Cash and cash equivalents ......................     $  2,029      $    871
Securities:
   Available for sale ..........................       17,090        17,118
   Nonmarketable equity securities .............          216           216
Loans ..........................................       29,636        29,142
Allowance for loan losses ......................         (225)         (222)
                                                     ------------------------
              Loans, net .......................       29,411        28,920
Premises and equipment .........................          673           683
Accrued interest receivable ....................          443           318
Intangible assets ..............................          524           539
Other assets ...................................          118           255
                                                     ------------------------



              Total assets .....................     $ 50,504      $ 48,920
                                                     ========================




LIABILITIES AND STOCKHOLDERS'  EQUITY                December 31,  September 30,
                                                         1999          1999
--------------------------------------------------------------------------------
                                                     (Unaudited)    (Audited)

LIABILITIES:
   Deposits:
      Demand ....................................     $ 8,766       $ 8,563
      Savings ...................................       3,579         3,794
      Time deposits > $100,000 ..................       2,689         2,627
      Other time deposits .......................      23,538        21,922
                                                      ----------------------
              Total deposits ....................      38,572        36,906
                                                      ----------------------

   Advances from the Federal Home Loan Bank .....       1,400         1,400
   Other liabilities ............................         133           191
   Deferred income taxes ........................          82           145
                                                      ----------------------
              Total liabilities .................      40,187        38,642
                                                      ----------------------

COMMITMENTS, CONTINGENCIES AND CREDIT RISK

STOCKHOLDERS' EQUITY
   Preferred stock, $0.01 par value; 100,000
     shares authorized; none issued .............         - -           - -
   Common stock, $0.01 par value; authorized
     2,000,000 shares; 1,035,000 shares issued ..          10            10
   Paid-in capital ..............................       7,830         7,829
   Retained earnings ............................       6,767         6,683
   Accumulated other comprehensive income .......        (113)          (53)
   Unearned employee stock ownership plan shares         (155)         (160)
   Management recognition plan ..................        (505)         (514)
                                                      ----------------------
                                                       13,834        13,795
   Less cost of treasury stock, 302,701 shares ..      (3,517)       (3,517)
                                                      ----------------------
        Total stockholders' equity ..............      10,317        10,278
                                                      ----------------------

        Total liabilities and stockholders'
          equity ................................    $ 50,504      $ 48,920
                                                      ======================


See Notes to Consolidated Financial Statements.





<PAGE>


CSB Financial Group, Inc.
Consolidated Statements of Income
Three Months Ended December 31, 1999 and 1998
(Unaudited,  in thousands,  except per share data)


--------------------------------------------------------------------------------
                                                          Three Months Ended
                                                              December 31,
                                                       ------------------------
                                                           1999        1998
                                                       ------------------------
Interest income:
   Loans and fees on loans ......................       $    571    $    530
   Securities ...................................            273         274
                                                        ---------------------
              Total interest income .............            844         804
                                                        ---------------------
Interest expense:
   Deposits .....................................            390         405
   Borrowings ...................................             16         - -
                                                        ---------------------
                                                             406         405
                                                        ---------------------
              Net interest income ...............            438         399
Provision for loan losses .......................             14          18
                                                        ---------------------
              Net interest income after provision
               for loan losses ..................            424         381
                                                        ---------------------

Noninterest income:
   Service charges on deposits ..................             26          20
   Gain on sale of securities ...................            - -         - -
   Other ........................................              8          15
                                                        ---------------------
              Total noninterest income ..........             34          35
                                                        ---------------------

Noninterest expense:
   Compensation and employee benefits ...........            169         169
   Occupancy and equipment ......................             21          24
   Data processing ..............................             52          25
   Audit, legal and other professional ..........             44          31
   Other ........................................             99          96
                                                        ---------------------
              Total noninterest expense .........            385         345
                                                        ---------------------
              Income before income taxes ........             73          71
Income taxes ....................................            (11)         23
                                                        ---------------------
              Net income ........................       $     84     $    48
                                                        =====================

Earnings per share
   Basic ........................................       $   0.12     $  0.07
                                                        =====================
   Diluted ......................................       $   0.11     $  0.07
                                                        =====================

Weighted average shares outstanding
   Basic ........................................        722,635     717,631
                                                        =====================
   Diluted ......................................        742,340     728,809
                                                        =====================


See Notes to Consolidated Financial Statements.


<PAGE>


CSB Financial Group, Inc.
Consolidated  Statements of comprehensive income
Three Months Ended December 31, 1999 and 1998
(Unaudited, in thousands, except per share data)


--------------------------------------------------------------------------------
                                                          Three Months Ended
                                                              December 31,
                                                       ------------------------
                                                           1999        1998
                                                       ------------------------

Net income ......................................       $     84    $     48

Change in unrealized gain on securities available
for sale, net of tax of $95 and $1 ..............            (60)         (2)
                                                        ---------------------

Comprehensive income ............................       $     24     $    46
                                                        =====================


See Notes to Consolidated Financial Statements.




<PAGE>


CSB Financial Group, Inc.
Consolidated Statements of Cash Flows
Three Months Ended December 31, 1999 and 1998
(Unaudited, in thousands)


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

                                                          Three Months Ended
                                                              December 31,
                                                       ------------------------
                                                           1999         1998
                                                       ------------------------
Cash Flows from Operating Activities:
   Net income ...................................       $     84     $     48
   Adjustments to reconcile net income to net cash
     provided by (used in) operating activities:
      Provision for loan losses .................             14           18
      Provision for depreciation ................             12           11
      Amortization of intangible assets .........             15           16
      Employee stock ownership plan compensation
          expense ...............................              6            8
      Management recognition plan compensation
          expense ...............................              9            9
      Deferred income taxes .....................            (25)          (5)
      Gain on sale of securities ................            - -          - -
      Amortization and accretion on securities ..              1            4
      Change in assets and liabilities:
        (Increase) in accrued interest receivable           (125)        (130)
        (Increase) decrease in other assets .....            137          (42)
        (Decrease) in other liabilities .........            (58)         (51)
                                                        ----------------------
              Net cash provided by (used in)
                 operating activities ...........             70         (114)
                                                        ----------------------

Cash Flows from Investing Activities:
   Securities available for sale:
      Purchases .................................           (100)      (1,209)
      Proceeds from sales .......................            - -          - -
      Proceeds from maturities and paydowns .....             29          133
   Proceeds from sales of nonmarketable equity
     securities .................................            - -            4
   (Increase) in loans ..........................           (505)        (443)
   Purchase of premises and equipment ...........             (2)         - -
                                                        ----------------------
              Net cash (used in) investing
                activities ......................           (578)      (1,515)
                                                        ----------------------

Cash Flows from Financing Activities:
   Increase in deposits .........................       $  1,666     $  1,177
                                                        ----------------------
              Net cash provided by financing
                activities ......................          1,666        1,177
                                                        ----------------------

              Increase (decrease) in cash and
                cash equivalents ................          1,158         (452)

Cash and cash equivalents at beginning of period             871        1,542
                                                        ----------------------

Cash and cash equivalents at end of period ......       $  2,029     $  1,090
                                                        ======================

Supplemental Disclosures:
   Cash paid for:
      Interest on deposits ......................       $    379     $    402
      Income taxes ..............................       $    - -     $    - -

   Change in gross unrealized gain/loss on
     securities available for sale ..............       $    (98)    $     (3)

   Change in deferred taxes on unrealized
     gain/loss on securities available for sale .       $    (38)    $      1


See Notes to Consolidated Financial Statements.



<PAGE>





CSB Financial Group, Inc.

Notes to CONSOLIDATED Financial Statements
(In thousands, except per share data)
--------------------------------------------------------------------------------


Note 1:  Background Information

On October 5, 1995, CSB Financial  Group,  Inc. (the "Company")  acquired all of
the  outstanding  shares of Centralia  Savings Bank (the "Bank") upon the Bank's
conversion  from a state  chartered  mutual  savings  bank to a state  chartered
capital stock savings bank.  Centralia Savings Bank is located in Masson County,
Illinois.  The Company  purchased 100% of the  outstanding  capital stock of the
Bank using 50% of the net proceeds  from the Company's  initial  stock  offering
which was  completed on October 5, 1995.  The Company sold  1,035,000  shares of
$0.01 par value common stock at a price of $8 per share, including 82,800 shares
purchased by the Bank's Employee Stock Ownership Plan ("ESOP").  The ESOP shares
were acquired by the Bank with  proceeds from a Company loan totaling  $662,400.
The gross  proceeds  of the  offering  were  $8,280,000.  After  reducing  gross
proceeds for conversion costs of $696,000, net proceeds totaled $7,584,000.  The
Company's  stock was traded on the NASDAQ  Small  Caps  market  under the symbol
"CSBF"  until  December  31,  1998,  at which time the Company  transferred  the
quotation of its common stock to the OTC Bulletin Board under the same symbol.

The  acquisition  of the Bank by the Company was  accounted for as a "pooling of
interests" under generally accepted  accounting  principles.  The application of
the pooling of interests method records the assets and liabilities of the merged
entities on a historical cost basis with no goodwill or other intangible  assets
being recorded.


Note 2:  Basis of Presentation

The accompanying  consolidated  financial statements include the accounts of CSB
Financial Group, Inc., its wholly owned subsidiary,  Centralia Savings Bank (the
"Bank"), and the Bank's wholly-owned  subsidiary,  Centralia SLA. Centralia SLA,
Inc.'s  principal  business  activity  is to  provide  insurance  services.  All
significant  intercompany  accounts and  transactions  have been  eliminated  in
consolidation.  The accompanying consolidated financial statements are unaudited
and should be read in conjunction with the consolidated financial statements and
notes  thereto  included in the Bank's annual report on Form 10-KSB for the year
ended  September 30, 1999. The  accompanying  unaudited  consolidated  financial
statements  have been  prepared in  accordance  with the  instructions  for Form
10-QSB and,  therefore,  do not include information or footnotes necessary for a
complete  presentation of financial condition,  results of operations,  and cash
flows in  conformity  with  generally  accepted  accounting  principles.  In the
opinion of  management  of the Company,  the  unaudited  consolidated  financial
statements  reflect all  adjustments  necessary to present  fairly the financial
position of the Company at December 31, 1999 the results of operations  and cash
flows for the three months ended December 31, 1999 and 1998. All  adjustments to
the financial statements were normal and recurring in nature.

Operating  results  for  the  three  months  ended  December  31,  1999  are not
necessarily  indicative  of the results that may be expected for the year ending
September 30, 2000.

Note 3:  Earnings Per Share

Basic  earnings per share ("EPS") is computed as net income  available to common
stockholders  divided by the weighted  average  common  shares  outstanding  and
vested shares of the Management Recognition Plan.

Diluted EPS is computed as net income available to common  stockholders  divided
by the weighted average common shares outstanding, common stock equivalents, and
shares awarded under the Management Recognition Plan are weighted to reflect the
portion of the period the shares were outstanding.


<PAGE>


The  following  reflects  earnings per share  calculation  for basic and diluted
methods:

                                                  For  the three  months  ending
                                                       December 31, 1999:
                                               ---------------------------------
                                                Income      Shares     Per Share
                                               Numerator  Denominator    Amount
                                               ---------------------------------
Basic Earnings Per Share:
   Weighted average shares outstanding .......              712,699
   Management Recognition Plan shares vested .                9,936
                                                           ----------

   Income available to common shareholders ... $ 84,000     722,635
                                                           ----------
   Basic Earnings Per Share ..................                            0.12

Effect of Dilutive Securities:
   Management Recognition Plan shares granted,
      but not vested .........................                7,452
   Stock option equivalents ..................               12,253
                                                           ----------

   Diluted EPS ............................... $ 84,000     742,340       0.11
                                                ===============================



                                                  For  the three  months  ending
                                                       December 31, 1998:
                                               ---------------------------------
                                                Income      Shares     Per Share
                                               Numerator  Denominator    Amount
                                               ---------------------------------
Basic Earnings Per Share:
   Weighted average shares outstanding .......              710,800
   Management Recognition Plan shares vested .                6,831
                                                          -----------

   Income available to common shareholders ... $ 48,000     717,631
                                                ---------------------
   Basic Earnings Per Share ..................                            0.07

Effect of Dilutive Securities:
   Management Recognition Plan shares granted,
      but not vested .........................               11,178
   Stock option equivalents ..................                  - -
                                                          -----------

   Diluted EPS ...............................  $ 48,000    728,809       0.07
                                                ===============================


Note 4:  Employee Stock Ownership Plan

In conjunction with the conversion, an ESOP was created and 82,800 shares of the
Company's stock were purchased for future allocation to employees.  The purchase
was funded with a loan from the Company.

Shares are allocated to all eligible  employees as the debt is repaid based on a
prorata  share of total  eligible  compensation.  Employees  21 or older with at
least  1,000  hours  of  service  in a  twelve  month  period  are  eligible  to
participate.  Benefits  will vest over a five year period and in full after five
years of qualified service.

As shares  are  committed  to be  released  from  unallocated  shares,  the Bank
recognizes compensation expense equal to the current market price of the shares,
and the shares  become  outstanding  for  purposes of  calculating  earnings per
share.  The Bank recognized  compensation  expense for the ESOP of $6 and $8 for
the three months ended December 31, 1999 and 1998, respectively.

Dividends  received,  if any, by the ESOP on unallocated shares will be used for
debt service.

In July 1997,  the Company  repurchased  41,400  shares of common stock from the
ESOP.  The ESOP  used  the  proceeds  received  from the  repurchase  to  reduce
outstanding debt to the Company. The balance in unearned ESOP shares was reduced
by the cost of the shares  sold to the  Company.  As of  December  31,  1999 and
September 30, 1999, the ESOP held 19,390 and 20,021, respectively, non-committed
shares with a fair value of $200 and $195, respectively.


<PAGE>



Note 5:  Stock Option Plan

At the annual  stockholder's  meeting on May 22,  1996,  the Stock  Option  Plan
("SOP") was approved. The board has reserved an amount of stock equal to 103,500
shares or 10% of the common stock sold in the  conversion for issuance under the
SOP. The options will be granted by a Committee,  comprised of directors, to key
employees and directors based on their  services.  The exercise price of options
granted  must be at least equal to the fair market  value of the common stock on
the date the  option is  granted.  The  options  granted  under the plan  become
exercisable at a rate of 20 percent per year commencing one year after the grant
date and 20 percent on each anniversary date for the following four years. As of
December 31, 1999, 61,750 options had been granted.

The Board  adopted  the 1997  Nonqualified  Stock  Option  Plan (SOP)  effective
January 9, 1997.  The Board has  reserved up to 103,500  shares of common  stock
under  the SOP.  The  options  will be  granted  by a  committee,  comprised  of
directors,  to key employees and directors based on their services. The exercise
price of the option  granted  must be at least equal to the fair market value of
the common stock on the date the option is granted. The terms of the options and
the  exercise  schedule  are  at the  discretion  of the  committee  and  option
agreements  need not be identical.  As of December 31, 1999, no options had been
granted.


Note 6:  Management Recognition Plan

The Management  Recognition  Plan ("MRP") was approved with an effective date of
October  10,  1996 and  amended on January 9, 1997.  The MRP intends to purchase
with funds  provided  by the  Company,  whether  in the open  market or from the
Holding Company in the form of newly issued shares,  62,100 shares, or 6% of the
aggregate  number of shares of Common Stock issued and sold in  connection  with
the Conversion for issuance to officers, directors, and employees of the Holding
Company.  Directors,  officers,  and  employees  become  vested in the shares of
common stock awarded to them under the MRP at a rate of 20% per year, commencing
one year after the grant date, and 20% on the  anniversary  date thereof for the
following four years.  As of December 31, 1999,  17,388 shares have been awarded
and remain outstanding to officers,  directors,  and employees. MRP compensation
expense  was $9  for  the  three  months  ended  December  31,  1999  and  1998,
respectively.  The  Bank  accounts  for its MRP in  accordance  with  Accounting
Principle  Board  Statement  25.  Compensation  expense is  recognized  over the
vesting period for shares awarded under the plan.


Note 7:  New Accounting Standards

Accounting  for  Derivative  Instruments  and Hedging  Activities  Statement  of
Financial  Accounting Standard No. 133,  "Accounting for Derivative  Instruments
and Hedging Activities" (FAS 133) establishes accounting and reporting standards
for derivative instruments, including certain derivative instruments embedded in
other contracts and for hedging activities. It requires that an entity recognize
all  derivatives  as either assets or  liabilities in the statement of financial
position and measure those instruments at fair value. The accounting for changes
in the fair value of a derivative  depends on the intended use of the derivative
and the resulting  designation.  This Statement applies to all entities. FAS 133
is effective for all fiscal  quarters of fiscal years  beginning  after June 15,
1999.  Earlier  application  is  encouraged.  The Statement is not to be applied
retroactively to financial  statements of prior periods. In June 1999, Statement
of Financial Accounting Standard No. 137 was issued to extend the effective date
by one year to all fiscal  quarters  of fiscal  years  beginning  after June 15,
2000.  The Company  does not believe the  adoption of FAS 133, as amended by FAS
137, will have a material impact on the consolidated financial statements.

Accounting for  Mortgage-Backed  Securities Retained after the Securitization of
Mortgage  Loans  Held for Sale by a Mortgage  Banking  Enterprise  Statement  of
Financial   Accounting   Standard  No.  134,   "Accounting  for  Mortgage-Backed
Securities  Retained after the Securitization of Mortgage Loans Held for Sale by
a Mortgage Banking  Enterprise" (FAS 134) changes the way mortgage banking firms
account  for  certain   securities   and  other   interests  they  retain  after
securitizing  mortgage loans that were held for sale. The Statement is effective
for financial  statements for the first fiscal quarter  beginning after December
15,  1998.  The  Company  does not  securitize  mortgages  and is not a Mortgage
Banking  Enterprise  and  therefore,  FAS 134  will not  have an  impact  on the
consolidated financial statements.


<PAGE>




CSB Financial Group, Inc.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONs
( In thousands, except per share data)
--------------------------------------------------------------------------------
General

The  principal  assets of the Company are its  investment  in the Bank's  common
stock  and the net  proceeds  from the  sale of the  Company's  common  stock in
connection  with the  conversion.  The  Company's  principal  revenue  source is
interest and dividends on its  investments.  The principal  business of the Bank
consists of attracting deposits from the general public and using these funds to
originate  mortgage  loans  secured by one- to  four-family  residences  located
primarily in  Centralia,  Illinois and  surrounding  areas.  The Bank engages in
various forms of consumer and commercial  lending and invests in mortgage-backed
U.S.  Government and federal agency  securities,  local  municipal  issues,  and
interest-bearing deposits. The Bank's profitability depends primarily on its net
interest income, which is the difference between the interest income it earns on
its loans,  mortgage-backed  and  investment  portfolio,  and its cost of funds,
which  consists  mainly of interest  paid on deposits.  Net  interest  income is
affected by the relative amounts of  interest-earning  assets,  interest-bearing
liabilities, and the interest rates earned or paid on these balances.

The Bank's profitability is also affected by the level of noninterest income and
expense.  Noninterest  income consists primarily of late charges and other fees.
Noninterest  expense  consists  of  salaries  and  benefits,  occupancy  related
expenses,  deposit  insurance  premiums  paid to the SAIF,  and other  operating
expenses.

The  operations of the Bank are  significantly  influenced  by general  economic
conditions,  related  monetary,  and fiscal policies of financial  institutions'
regulatory  agencies.  Deposit  flows  and the cost of funds are  influenced  by
interest  rates on competing  investments  and general market rates of interest.
Lending  activities  are  affected by the demand for  financing  real estate and
other types of loans,  which in turn is affected by the interest  rates at which
such  financing may be offered and other factors  affecting  loan demand and the
availability of funds.

Business Strategy

The  business  strategy  is to operate  as a well  capitalized,  profitable  and
independent  community  savings bank  dedicated to financing  home ownership and
consumer  needs in its  primary  market  area.  The Bank  has  implemented  this
strategy by: (1) closely monitoring the needs of customers and providing quality
service; (2) emphasizing  consumer-oriented  banking by originating construction
and  permanent  loans on  residential  and  commercial  real estate and consumer
loans, and by offering other financial services and products;  (3) improving and
maintaining high asset quality;  (4) maintaining capital in excess of regulatory
requirements; and (5) managing interest rate risk by emphasizing the origination
of loans with  adjustable  rates or shorter terms and  investments in short-term
and liquid  investments.  The Bank has adopted  various new business  strategies
intended to increase its presence in its primary market area, thereby increasing
its lending activities and sources of income.

Merger

On January 26,  2000,  the Company  signed a definitive  agreement  with Midland
States Bancorp, Inc. Upon the effective date of the proposed merger,  holders of
shares of CSB Financial Group,  Inc. common stock will have the right to receive
cash in the amount of $16 per share.  The merger is expected to be  completed in
the second quarter of 2000.



<PAGE>


Liquidity and Capital Resources

The  Bank's  primary  sources  of funds  consists  of  deposits,  repayment  and
prepayment of loans,  maturities of investments and  interest-bearing  deposits.
Scheduled  repayments of loans and mortgage-backed  securities and maturities of
investment  securities are  predictable,  influenced by general  interest rates,
economic  conditions,  and  competition.  The Bank uses its liquidity  resources
principally  to fund  existing  and future loan  commitments,  to fund  maturing
certificates  of deposit  and  demand  deposit  withdrawals,  to invest in other
interest-earning  assets, to maintain liquidity, and to meet operating expenses.
Management  believes  that loan  repayments  and other  sources of funds will be
adequate to meet the Bank's liquidity needs for the immediate future.

A portion of the Bank's liquidity  consists of cash and cash equivalents,  which
include investments in highly liquid,  short-term  deposits.  The level of these
assets is dependent on the Bank's  operating,  investing,  lending and financing
activities during any given period. At December 31, 1999 and September 30, 1999,
cash and cash  equivalents  totaled  $2.0  million and $871,  respectively.  The
increase in cash and cash equivalents is due to an increase in deposit accounts,
offset somewhat by the funding of loans.

Liquidity  management  is  both a  daily  and  long-term  function  of  business
management.  If the Bank  requires  funds  beyond its ability to  generate  them
internally,  the Bank may borrow additional funds from the FHLB. At December 31,
1999, the Bank had $1.4 million of outstanding advances from the FHLB.

At December 31, 1999,  the Bank had $2.2 million of  outstanding  commitments to
originate loans.

Regulatory Capital

Federally insured savings associations such as the Bank are required to maintain
a minimum level of regulatory  capital.  The Corporation and its subsidiary have
capital  ratios which  substantially  exceed all  regulatory  requirements.  The
Corporation's capital ratios are shown below.

                                          December 31, September 30,   Minimum
                                              1999         1999     Requirements
                                          --------------------------------------

Total capital to risk weighted assets ...     42.7%        43.9%        8.0%
Tier I capital to risk weighted assets ..     41.7%        42.9%        4.0%
Tier I capital to average assets ........     20.8%        20.3%        4.0%

Financial Condition

Total  assets  increased  $1,584 to $50,504 at December 31, 1999 from $48,920 at
September  30,  1999.  The increase  resulted  from an increase of $494 in gross
loans and an increase of $1,158 in cash and cash equivalents.

Gross loans have increased $494 from $29,142 at September 30, 1999 to $29,636 at
December 31, 1999. The Bank continues to focus their efforts in the expansion of
the  commercial  loan market and continues to originate  commercial  loans which
meet prudent underwriting standards.

Securities  decreased $28 since September 30, 1999,  primarily due to a decrease
in market  values on  securities  available  for sale.  The  portfolio  consists
primarily of U.S.  Government and agency securities.  All securities are held as
available for sale.

Results of Operations

Three months ended December 31, 1999 compared to three months ended December 31,
1998

Net Income - The  Company's  net income for the three months ended  December 31,
1999 was $84 compared to $48 for the three months ended  December 31, 1998.  The
increase in net income resulted primarily from a increase in net interest income
and a decrease in income taxes.

Interest Income - Interest income  increased for the three months ended December
31, 1999 by $40 to $844 from $804 for the three months ended  December 31, 1998.
The  increase is due to an increase in the average  balance of interest  earning
assets to  approximately  $47,000  during the quarter  ended  December  31, 1999
compared to approximately $44,000 during the quarter ended December 31, 1998.

Interest  Expense  -  Interest  expense  increased  for the three  months  ended
December 31, 1999 by $1 to $406 from $405 for the three  months  ended  December
31,  1998.  The  composition  of  deposit  portfolio  has  remained   relatively
consistent. Management continues to price deposit products based on competition.

Net Interest  Income - Net interest  income for the three months ended  December
31, 1999  increased by $39 to $438 from $399 for the three months ended December
31, 1998. The increase is attributable to the increase in the Company's interest
earning assets.
<PAGE>

Noninterest  expense  increased for the three months ended  December 31, 1999 by
$40 to $385 from $345 for the three months ended December 31, 1998. The increase
was primarily the result of additional legal and professional fees incurred with
the merger with Midland  States  Bancorp,  Inc. and additional  data  processing
conversion costs of $28 associated with the change in service centers.

Provision for Loan Losses - The allowance for loan losses is established through
a  provision  for loan  losses  based  on  management's  evaluation  of the risk
inherent  in its  loan  portfolio  and  the  general  economy.  Such  evaluation
considers  numerous  factors  including,   general  economic  conditions,   loan
portfolio  composition,  prior loss experience,  the estimated fair value of the
underlying  collateral  and other factors that warrant  recognition in providing
for an adequate loan loss allowance.  During the three months ended December 31,
1999 and 1998, the provision for loan losses was $14 and $18, respectively.

Allowance  for Loan Losses - The  allowance  for loan losses was $225 or .76% of
loans  receivable  at December  31,  1999,  compared  to $222,  or .76% of loans
receivable at September 30, 1999. The level of  nonperforming  loans was .56% of
total loans at December  31, 1999  compared to .70% as of  September  30,  1999.
Based on current  reserve  levels in  relation  to total  loans  receivable  and
classified  assets and the diligent  effort put forth by  management  to address
problem loan  situations in recent years,  management  believes its reserves are
currently adequate.

Net  charge-offs  amounted to $11 during the first  three  months of fiscal year
2000,  compared to net  charge-offs  of $13 during  the  first  three  months of
fiscal year 1999.

The allowance for loan losses is established through a provision for loan losses
charged to expense. Loans are charged against the allowance for loan losses when
management  believes that the  collectibility of the principal is unlikely.  The
allowance  is an amount  that  management  believes  will be  adequate to absorb
losses on existing loans that may become  uncollectible,  based on evaluation of
the collectibility of loans and prior loss experience. The evaluation also takes
into  consideration such factors as changes in the nature and volume of the loan
portfolio,  overall  portfolio  quality,  review of specific  problem  loans and
current economic conditions that may affect the borrowers' ability to pay. While
management uses the best  information  available to make its evaluation,  future
adjustments to the allowance may be necessary if there are  significant  changes
in economic conditions. In addition, regulatory agencies, as an integral part of
their  examination  process,  periodically  review the Bank's allowance for loan
losses,  and may require the Bank to make  additions to the  allowance  based on
their  judgment  about  information  available  to  them at the  time  of  their
examinations.

Loans are considered  impaired when, based on current information and events, it
is  probable  that the Bank will not be able to collect  all  amounts  due.  The
portion of the allowance for loan losses  applicable to impaired  loans has been
computed  based on the  present  value of the  estimated  future  cash  flows of
interest and principal  discounted at the loan's  effective  interest rate or on
the fair value of the  collateral  for collateral  dependent  loans.  The entire
change  in  present  value  of  expected  cash  flows  of  impaired  loans or of
collateral  value is  reported  as bad debt  expense in the same manner in which
impairment  initially was recognized or as a reduction in the amount of bad debt
expense that otherwise would be reported.  As of December 31, 1999 and September
30, 1999, management had not identified any loans as impaired.

Nonperforming Assets

At  December 31, 1999,  the  Bank had  $183  of  nonperforming  assets,  .36% of
total assets.  On September 30, 1999, the Bank had $205 of nonperforming assets,
 .42% of total assets.


Impact on Inflation and Changing Prices

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





<PAGE>


                           PART II - OTHER INFORMATION


Item 1.  Legal Proceedings
         -----------------
         None.

Item 2.  Changes in Securities
         ---------------------
         None.

Item 3.  Defaults Upon Senior Securities
         -------------------------------
         None.

Item 4.  Submission of Matters to a Vote of Security Holders
         ---------------------------------------------------
         Not applicable.

Item 5.  Other Information
         -----------------
         None.

Item 6.  Exhibits and Reports on Form 8K
         -------------------------------
         Exhibits:

         None.

         Reports on Form 8K:

         None.




<PAGE>


                                   SIGNATURES


Pursuant  to the  requirement  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.




                                                 CSB Financial Group, Inc.



Date: February 7, 2000                      /s/ K. Gary Reynolds
      ------------------------------        ------------------------------------
                                            K. Gary Reynolds
                                            Chief Executive Officer and Director



Date: February 7, 2000                      /s/ Joanne Ticknor
      ------------------------------        ------------------------------------
                                            Joanne Ticknor
                                            Secretary and Treasurer