SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-KSB
(Mark One)
[X]  Annual report  pursuant to section 13 or 15 (d) of the Securities  Exchange
     Act of 1934

                  For the fiscal year ended September 30, 2003
                                            ----------------------

[ ]  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. 0-24621

                            FARNSWORTH BANCORP, INC.
                 ----------------------------------------------
                 (Name of Small Business Issuer in Its Charter)

           New Jersey                                            22-3591051
---------------------------------------------                -------------------
(State or Other Jurisdiction of Incorporation                (I.R.S. Employer
    or Organization)                                         Identification No.)

789 Farnsworth Avenue, Bordentown, New Jersey                      08505
---------------------------------------------                -------------------
(Address of Principal Executive Offices)                         (Zip Code)

Issuer's Telephone Number, Including Area Code:               (609) 298-0723
                                                              ---------------

Securities registered under Section 12(b) of the Exchange Act:          None
                                                                       ------

Securities registered under Section 12(g) of the Exchange Act:

                     Common Stock, par value $0.10 per share
                     ---------------------------------------
                                (Title of Class)

         Check whether the issuer: (1) filed all reports required to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 12 months (or for such
shorter period that the  registrant was required to file such reports),  and (2)
has been subject to such filing requirements for the past 90 days. YES X  NO   .
                                                                      ---   ---

         Check if there is no  disclosure  of  delinquent  filers in response to
Item 405 of  Regulation  S-B contained in this form,  and no disclosure  will 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-KSB
or any amendment to this Form 10-KSB. [X]

         The issuer's revenues for its most recent fiscal year were $5,798,000.

         The  aggregate  market  value  of the  voting  common  equity  held  by
non-affiliates, based on the average bid and asked price of the common equity on
December 9, 2003, was $5.1 million.

         As of December  17,  2003,  there were issued and  outstanding  433,031
shares of the issuer's Common Stock.

       Transitional Small Business Disclosure Format (check one): YES   NO  X
                                                                     ---   ---

                       DOCUMENTS INCORPORATED BY REFERENCE

1.   Portions of the  Registrant's  Annual Report to Stockholders for the fiscal
     year ended September 30, 2003. (Part II)

2.   Portions of the Registrant's Proxy Statement for the 2004 Annual Meeting of
     Stockholders. (Part III)


<PAGE>

                                     PART I

     Farnsworth  Bancorp,  Inc. (the "Company" or "Registrant") may from time to
time make written or oral  "forward-looking  statements,"  including  statements
contained in the Company's  filings with the Securities and Exchange  Commission
("SEC")  (including this Annual Report on Form 10-KSB and the exhibits thereto),
in its reports to stockholders and in other communications by the Company, which
are made in good faith by the Company  pursuant to the "safe harbor"  provisions
of the Private Securities Litigation Reform Act of 1995.

     These forward-looking  statements involve risks and uncertainties,  such as
statements  of the  Company's  plans,  objectives,  expectations,  estimates and
intentions,  that are subject to change based on various important factors (some
of which are beyond the Company's control). The following factors, among others,
could cause the Company's  financial  performance to differ  materially from the
plans,  objectives,  expectations,  estimates and  intentions  expressed in such
forward-looking statements: the strength of the United States economy in general
and  the  strength  of  the  local  economies  in  which  the  Company  conducts
operations;  the effects of, and changes in, trade, monetary and fiscal policies
and laws,  including  interest  rate  policies of the board of  governors of the
federal  reserve  system,   inflation,   interest  rates,  market  and  monetary
fluctuations;  the timely  development  of and  acceptance  of new  products and
services of the Company and the perceived  overall  value of these  products and
services by users,  including  the  features,  pricing  and quality  compared to
competitors'  products and  services;  the  willingness  of users to  substitute
competitors' products and services for the Company's products and services;  the
success of the  Company in  gaining  regulatory  approval  of its  products  and
services,  when required;  the impact of changes in financial services' laws and
regulations   (including  laws  concerning   taxes,   banking,   securities  and
insurance);  technological changes,  acquisitions;  changes in consumer spending
and  saving  habits;  and the  success  of the  Company  at  managing  the risks
resulting from these factors.

     The Company cautions that the listed factors are not exclusive. The Company
does not undertake to update any forward-looking  statement,  whether written or
oral, that may be made from time to time by or on behalf of the Company.

ITEM 1.  DESCRIPTION OF BUSINESS
--------------------------------

GENERAL

         The Company is a New Jersey corporation organized in May of 1998 at the
direction  of Peoples  Savings  Bank (the  "Bank") to acquire all of the capital
stock that the Bank  issued in its  conversion  from the mutual to stock form of
ownership  (the  "Conversion").  On September 29, 1998,  the Bank  completed the
Conversion and became a wholly-owned subsidiary of the Company. The Company is a
unitary savings and loan holding company which,  under existing laws,  generally
is not  restricted  in the types of business  activities  in which it may engage
provided   that  the  Bank   retains  a  specified   amount  of  its  assets  in
housing-related  investments.  The Company  conducts no significant  business or
operations  of its own other than  holding all of the  outstanding  stock of the
Bank and  investing the  Company's  portion of the net proceeds  obtained in the
Conversion.

         The Bank,  originally founded in 1880, is a  federally-chartered  stock
savings bank  headquartered  in Bordentown,  New Jersey.  The Bank is subject to
examination  and  comprehensive  regulation by the Office of Thrift  Supervision
("OTS")  and its  deposits  are  federally  insured by the  Savings  Association
Insurance Fund ("SAIF") of the Federal Deposit Insurance Corporation ("FDIC").

                                        2
<PAGE>

     The Bank is a member of, and owns  capital  stock in, the Federal Home Loan
Bank  ("FHLB") of New York,  which is one of the 12  regional  banks in the FHLB
System.

     The Bank operates a traditional  savings bank business,  attracting deposit
accounts from the general public and using those  deposits,  together with other
funds, primarily to originate and invest in loans secured by one- to four-family
residential real estate.

     In addition to the Bank, the Company has one subsidiary,  Peoples Financial
Services,  Inc., a New Jersey  corporation which was incorporated in November of
2000.  Peoples  Financial  Services,  Inc.  was  organized  for the  purpose  of
providing  securities brokerage and investment advisory services and products to
customers of the Bank and the general public.  Peoples Financial Services,  Inc.
has a networking  agreement with a third party, and began offering such products
and services from the Bank's main and branch offices in December 2000.

COMPETITION

     The Bank is one of many financial  institutions  serving its market area of
northern  Burlington  County,  New Jersey.  The competition for deposit products
comes from other insured financial institutions such as commercial banks, thrift
institutions, credit unions, and multi-state regional banks in the Bank's market
area.  Deposit  competition also includes a number of insurance products sold by
local agents and investment  products such as mutual funds and other  securities
sold by local and regional  brokers.  Loan  competition  varies  depending  upon
market  conditions and comes from other insured  financial  institutions such as
commercial  banks,  thrift  institutions,  credit unions,  multi-state  regional
banks, and mortgage bankers.

                                        3

<PAGE>

LENDING ACTIVITIES

     LOAN  PORTFOLIO  DATA.  Set forth  below is selected  data  relating to the
composition of the Bank's loan portfolio by type of loan on the dates indicated:
<TABLE>
<CAPTION>
                                                          At September 30,
                                            -------------------------------------------
                                                   2003                       2002
                                            -----------------          ----------------
                                             $             %            $            %
                                            ---           ---          ---          ---
                                                       (Dollars in thousands)
<S>                                          <C>          <C>        <C>          <C>
Type of Loans:
-------------
  Residential............................    $31,628       50.0%     $34,185       57.8%
  Construction...........................        989        1.6        1,233        2.1
  Commercial real estate.................     18,556       29.3       12,365       20.9
  Commercial business....................         66        0.1           99        0.2
  Land...................................        986        1.6           --         --
  Consumer loans:
    Home equity..........................      8,204       13.0       10,004       16.9
    Savings account......................        205        0.3          120        0.2
    Automobile and mobile home ..........      2,304        3.6          843        1.4
    Other................................        303        0.5          269        0.5
                                              ------      -----       ------      -----
                                              63,241      100.0%      59,118      100.0%
                                              ------      =====       ------      =====
Less:
  Loans in process.......................      1,179                     473
  Deferred loan origination fees
         and costs.......................        272                     339
  Allowance for loan losses..............        328                     280
                                              ------                  ------
Total loans, net.........................    $61,462                 $58,026
                                              ======                  ======
</TABLE>

         LOAN MATURITY. The following table sets forth the estimated maturity of
the Bank's loan  portfolio  at September  30,  2003.  The table does not include
prepayments  or  scheduled  principal  repayments.   Prepayments  and  scheduled
principal  repayments on loans totaled  $18,231,000 for the year ended September
30,  2003.  Adjustable-rate  mortgage  loans  are  shown  as  maturing  based on
contractual maturities.
<TABLE>
<CAPTION>
                                   Due within       Due after
                                     1 year         1 through        Due after
                                     ------         5 years           5 years            Total
                                                    --------         --------            -----
                                                           (In thousands)

<S>                               <C>               <C>              <C>               <C>
Residential....................   $  2,817          $6,549           $22,262           $31,628
Construction...................        989              --                --               989
Commercial real estate.........      2,303           3,287            12,966            18,556
Land...........................        986              --                --               986
Commercial business............         66              --                --                66
Consumer.......................      3,327           1,592             6,097            11,016
                                   -------         -------           -------            ------
     Total.....................    $10,488         $11,428           $41,325           $63,241
                                    ======          ======            ======            ======
</TABLE>

                                                        4
<PAGE>
         The following table sets forth the dollar amount of all loans due after
September  30, 2004,  which have  pre-determined  interest  rates and which have
floating or adjustable interest rates.
<TABLE>
<CAPTION>
                                                            Floating or
                                        Fixed Rates        Adjustable Rates     Total
                                        -----------        ----------------     -----
                                                          (In thousands)
<S>                                       <C>               <C>               <C>
Residential...................            $28,167           $     644         $28,811
Commercial real estate........              1,332              14,921          16,253
Consumer......................              5,929               1,760           7,689
                                          -------             -------         -------
    Total.....................            $35,428             $17,325         $52,753
                                           ======              ======          ======
</TABLE>

MORTGAGE LOANS:

         ONE- TO  FOUR-FAMILY  RESIDENTIAL  LOANS.  The Bank's  primary  lending
activity  consists of  originating  one- to four-family  fixed-rate  residential
mortgage loans which are  owner-occupied  and secured by property located in the
Bank's market area. The Bank generally  originates  fixed-rate loans with terms,
conditions and  documentation  which would permit it to either sell the loans to
Federal  National  Mortgage  Association  ("FNMA" or Federal Home Loan  Mortgage
Corporation ("FHLMC")), in the secondary market or retain them in its portfolio,
depending on the yield on the loan and on the Bank's asset/liability  management
objectives.  While the Bank has in the past originated  adjustable-rate mortgage
("ARM") loans, this has not been a significant aspect of the Bank's business. At
September 30, 2003, the Bank had $3,582,000 in ARM loans.

         The Bank's  fixed-rate  loans  generally have terms from 10 to 30 years
with  principal  and  interest  payments   calculated  using  up  to  a  30-year
amortization period. Some of these fixed-rate loans are balloon loans with terms
of 5 or 7 years, with principal and interest  payments  calculated using up to a
30-year  amortization  period.  The maximum  loan-to-value  ratio on residential
mortgage loans is 95%. Loans originated with a loan-to-value  ratio in excess of
80% require private mortgage insurance.

         The Bank's mortgage loans generally include due-on-sale  clauses.  This
gives the Bank the right to deem the loan  immediately  due and  payable  in the
event the borrower  transfers  ownership  of the property  securing the mortgage
loan without the Bank's consent.

         COMMERCIAL REAL ESTATE LOANS.  The Bank's  commercial real estate loans
are secured by office  buildings,  retail  establishments  and other  commercial
properties.  These loans may be made in an amount up to the Bank's  maximum loan
to one borrower limit of  approximately  $912,000.  These loans generally do not
have  terms  greater  than 15  years.  If a  borrower  should  require  a longer
amortization  period,  the  loan  will be an  adjustable  or  balloon  mortgage,
adjusting or maturing in five years.

         Commercial real estate lending  entails  significant  additional  risks
compared to residential  property  lending.  These loans typically involve large
loan balances to single borrowers or groups of related borrowers.  The repayment
of these loans  typically is dependent on the  successful  operation of the real
estate project  securing the loan. For commercial real estate these risks can be
significantly  affected by supply and demand conditions in the market for office
retail space and may also be subject to adverse  conditions  in the economy.  To
minimize  these  risks,  the Bank  generally  limits this type of lending to its
market  area  and to  borrowers  who are  otherwise  well  known to the Bank and
generally limits the loan to value ratio to 75%.

                                        5

<PAGE>

         CONSTRUCTION   LOANS.   The   Bank   makes   residential   construction
loans/permanent  loans  on  one-  to  four-family  residential  property  to the
individuals   who  will  be  the  owners  and  occupants   upon   completion  of
construction.  The  Bank  also  makes  commercial  construction  loans  to local
businesses.

         Interest  payments only are required during  construction and these are
paid from the borrower's own funds. These loans are made at 1% to 2% above prime
and have terms of up to 12 months. The maximum loan-to-value ratio is 75% of the
appraised value of the completed  project.  Upon completion of construction  the
loan converts to a permanent  loan and regular  principal and interest  payments
commence. The Bank does not finance any speculative projects.

         Construction lending is generally considered to involve a higher degree
of credit risk than long- term financing of residential  properties.  The Bank's
risk of loss on a  construction  loan is dependent  largely upon the accuracy of
the initial  estimate of the property's  value at completion of construction and
the estimated cost of construction. If the estimate of construction cost and the
marketability  of the  property  upon  completion  of the  project  prove  to be
inaccurate,  the Bank may be compelled to advance  additional  funds to complete
the construction.  Furthermore,  if the final value of the completed property is
less  than  the  estimated  amount,  the  value  of the  property  might  not be
sufficient to assure the repayment of the loan.

         COMMERCIAL  BUSINESS  LOANS.  The  Bank's  commercial  loans  generally
constitute  lines of  credit to local  businesses.  These  loans  are  primarily
secured by real estate and  generally  do not have terms  greater than one year.
The Bank offers  commercial  business  loans to benefit from the higher fees and
interest rates and the shorter terms to maturity.

         Unlike  residential  mortgage  loans,  which  generally are made on the
basis of the borrower's ability to make repayment from his or her employment and
other income and which are secured by real property whose value tends to be more
easily ascertainable,  commercial business loans typically are made on the basis
of the borrower's ability to make repayment from the cash flow of the borrower's
business. As a result, the availability of funds for the repayment of commercial
business  loans may be  substantially  dependent  on the success of the business
itself and the general economic environment.  Commercial loans, therefore,  have
greater credit risk than residential mortgage loans.

         CONSUMER LOANS.  The Bank offers  non-collateralized  personal loans in
the  amounts of up to $10,000  in order to  provide a wider  range of  financial
services to its customers and because these loans provide higher  interest rates
and shorter terms (12 to 36 months) than many of its other loans.  The Bank also
offers loans with savings  pledged as additional  security.  The Bank's consumer
loans  consist of home  equity,  savings  account,  automobile,  mobile home and
personal loans.

         The home  equity  loans  the Bank  originates  are  secured  by one- to
four-family residences.  These loans have terms of 3 to 15 years, generally will
not exceed  $100,000 and have  loan-to-value  ratios of 80% or less. Home equity
lines of  credit  have  interest  rates set at prime  and are  subject  to a 75%
loan-to-value ratio, which includes a first mortgage balance.

         Consumer loans may entail greater risk than residential mortgage loans,
particularly  in the case of  consumer  loans that are  unsecured  or secured by
assets that depreciate rapidly.  Repossessed collateral for a defaulted consumer
loan may not be  sufficient  for  repayment  of the  outstanding  loan,  and the
remaining deficiency may not be collectible.

                                        6
<PAGE>

         LOAN APPROVAL  AUTHORITY AND  UNDERWRITING.  The Bank's loan committee,
which is comprised of President Pelehaty,  Vice President Alessi, and the Bank's
Senior Loan  Officer and the Bank's Loan  Servicing  Manager,  approves  one- to
four-family mortgage loans up to the conforming loan limit and other loans up to
$322,700.  Loan requests  above these amounts must be approved by the full board
of directors,  which meets twice monthly, or by the Executive Committee composed
of four non-employee directors and President Pelehaty.

         LOAN  COMMITMENTS.   At  September  30,  2003,   commitments  to  cover
originations  of mortgage  loans  totaled  $5,465,000.  The Bank  believes  that
virtually all of its commitments will be funded.

         LOANS TO ONE BORROWER.  The maximum  amount of loans which the Bank may
make to any one  borrower  may not  exceed  15% of its  unimpaired  capital  and
unimpaired  surplus.  The  Bank  may lend an  additional  10% of its  unimpaired
capital  and  unimpaired  surplus  if the  loan  is  fully  secured  by  readily
marketable  collateral.  The Bank's maximum limit for residential  single-family
construction and development loans to builders is 25% of unimpaired capital. The
Bank's  maximum  loan to one  borrower  limit was  approximately  $1,520,000  at
September  30, 2003. At September  30, 2003,  the aggregate  loans of the Bank's
five  largest  borrowers  had  outstanding  balances  of  between  $739,000  and
$986,000.

NON-PERFORMING AND PROBLEM ASSETS

         LOAN  DELINQUENCIES.  Loans are  reviewed  on a  monthly  basis and are
placed on a non-accrual  status when, in the Bank's  opinion,  the collection of
additional interest is doubtful.  Interest accrued and unpaid at the time a loan
is placed on nonaccrual  status is charged against interest  income.  Subsequent
interest  payments,  if any,  are either  applied to the  outstanding  principal
balance or recorded as  interest  income,  depending  on the  assessment  of the
ultimate collectibility of the loan.

                                        7

<PAGE>
         NON-PERFORMING  ASSETS.  The  following  table sets  forth  information
regarding  non-accrual  loans and real estate owned, as of the dates  indicated.
For the year ended  September  30,  2003,  interest  income that would have been
recorded on loans accounted for on a non-accrual  basis under the original terms
of such loans was $8,518.
<TABLE>
<CAPTION>
                                                                                 At September 30,
                                                                              ---------------------
                                                                               2003           2002
                                                                              ------         ------
                                                                              (Dollars in thousands)
<S>                                                                           <C>             <C>
Loans accounted for on a non-accrual basis:
Mortgage loans:
  Permanent loans secured by 1-4 family units............................     $ 191           $  --
                                                                               ----            ----
Total....................................................................       191              --
                                                                               ----            ----

Accruing loans which are contractually past due 90 days or more:
Mortgage loans:
  Permanent loans secured by 1-4 family units............................       155             142
  Permanent loans secured by other real estate...........................       134              --
                                                                               ----            ----
Total....................................................................       289             142
                                                                               ----            ----
Total non-accrual and accrual loans......................................       480             142
Real estate owned........................................................        --              --
                                                                               ----            ----
Total nonperforming assets...............................................     $ 480           $ 142
                                                                               ====            ====
Total non-accrual and accrual loans to net loans.........................     0.78%           0.24%
Total non-accrual and accrual loans to total assets......................     0.52%           0.17%
Total non performing assets to total assets..............................     0.52%           0.17%
</TABLE>

         CLASSIFIED ASSETS. OTS regulations provide for a classification  system
for problem  assets of savings  associations  which  covers all problem  assets.
Under this classification system, problem assets of savings institutions such as
the Bank are  classified as  "substandard,"  "doubtful,"  or "loss." An asset is
considered  substandard if it is inadequately protected by the current net worth
and paying  capacity  of the  borrower  or of the  collateral  pledged,  if any.
Substandard  assets include those  characterized  by the "distinct  possibility"
that the savings  institution  will sustain "some loss" if the  deficiencies are
not corrected. Assets classified as doubtful have all of the weaknesses inherent
in  those  classified  substandard,  with  the  added  characteristic  that  the
weaknesses  present make  "collection  or  liquidation in full," on the basis of
currently  existing facts,  conditions,  and values,  "highly  questionable  and
improbable." Assets classified as loss are those considered  "uncollectible" and
of such little value that their  continuance as assets without the establishment
of a specific loss reserve is not warranted.  Assets may be designated  "special
mention"   because  of  potential   weakness  that  do  not  currently   warrant
classification in one of the aforementioned categories.

         When  a  savings  association   classifies  problem  assets  as  either
substandard or doubtful,  it may establish general allowances for loan losses in
an amount  deemed  prudent by  management.  General  allowances  represent  loss
allowances which have been established to recognize the inherent risk associated
with lending activities,  but which, unlike specific  allowances,  have not been
allocated to particular problem assets.  When a savings  association  classifies
problem assets as loss, it is required either to establish a specific  allowance
for losses equal to 100% of that portion of the asset so classified or to charge
off such amount. A savings association's  determination as to the classification
of its assets and the amount of its valuation allowances is subject to review by
the OTS,  which may order the  establishment  of additional  general or specific
loss  allowances.  A portion of general  loss  allowances  established  to cover
possible

                                        8
<PAGE>

losses  related to assets  classified as substandard or doubtful may be included
in determining a savings  association's  regulatory capital.  Specific valuation
allowances for loan losses  generally do not qualify as regulatory  capital.  At
September 30, 2003, the Bank had $739,000 of loans classified as special mention
and no loans classified as substandard, doubtful or loss.

         ALLOWANCES  FOR LOAN LOSSES.  A provision for loan losses is charged to
operations  based on management's  evaluation of the losses that may be incurred
in the Bank's loan portfolio. The evaluation, including a review of all loans on
which full  collectibility  of  interest  and  principal  may not be  reasonably
assured,  considers:  (i) the Bank's past loan loss  experience,  (ii) known and
inherent risks in the Bank's portfolio, (iii) adverse situations that may affect
the  borrower's  ability to repay,  (iv) the estimated  value of any  underlying
collateral, and (v) current economic conditions.

         The Bank monitors its  allowance for loan losses and make  additions to
the allowance as economic  conditions  dictate.  Although the Bank maintains its
allowance for loan losses at a level that it considers adequate for the inherent
risk of loss in its loan portfolio, future losses could exceed estimated amounts
and additional  provisions for loan losses could be required.  In addition,  the
Bank's determination as to the amount of allowance for loan losses is subject to
review by the OTS,  as part of its  examination  process.  After a review of the
information available,  the OTS might require the establishment of an additional
allowance.

         The following  table  illustrates  the  allocation of the allowance for
loan losses for each category of loans.  The allocation of the allowance to each
category is not necessarily indicative of future loss in any particular category
and does not restrict the Bank's use of the  allowance to absorb losses in other
loan categories.
<TABLE>
<CAPTION>
                                                          At September 30,
                                     ------------------------------------------------------
                                              2003                          2002
                                     ------------------------      ------------------------
                                                   Percent of                    Percent of
                                                    Loans in                      Loans in
                                                      Each                          Each
                                                    Category                      Category
                                                    to Total                      to Total
                                     Amount          Loans          Amount         Loans
                                     ------         --------        ------       ----------
                                                    (Dollars in thousands)
<S>                                   <C>           <C>              <C>          <C>
Residential.....................      $106          51.57%           $125         59.90%
Commercial real estate..........       194          29.34             149         20.92
Commercial Business.............         1           1.56               1          0.17
Consumer .......................        27          17.53               5         19.01
                                       ---         ------             ---        ------
    Total allowance for
      loan losses...............      $328         100.00%           $280        100.00%
                                       ===         ======             ===        ======
</TABLE>

                                        9

<PAGE>
         The following table sets forth  information  with respect to the Bank's
allowance for loan losses at the dates and for the periods indicated:
<TABLE>
<CAPTION>
                                                                        At September 30,
                                                                    --------------------------
                                                                     2003               2002
                                                                    -------            -------
                                                                     (Dollars in thousands)
<S>                                                                 <C>                <C>
Total loans outstanding (1)..................................       $63,241            $59,118
                                                                     ======             ======
Average loans outstanding(1).................................       $61,146            $53,258
                                                                     ======             ======

Allowance balances (at beginning of period)..................       $   280            $   207
Provision:
 Residential.................................................            18                 (6)
 Commercial real estate......................................            44                112
 Commercial Business.........................................            --                 (6)
 Consumer....................................................             9                 16
Net recoveries (charge offs).................................           (23)               (43)
                                                                     ------             ------
Allowance balance (at end of period).........................       $   328            $   280
                                                                     ======             ======
Allowance for loan losses as a percent of
  total loans outstanding....................................          0.52%              0.47%
Net loans charged off as a percent of average
  loans outstanding..........................................          0.04%              0.08%
<FN>
_______________
(1)  Excludes  allowance for loan losses,  deferred loan origon fees,  costs and
     loans in process.
</FN>
</TABLE>

INVESTMENT ACTIVITIES

     INVESTMENT  SECURITIES.  The Bank is required under federal  regulations to
maintain liquid assets which may be invested in specified short-term  securities
and certain other investments.  The Bank classifies its investment securities as
"available-for-sale" or "held-to-maturity" in accordance with SFAS No. 115.

     The    Bank's    investment     securities     "available-for-sale"     and
"held-to-maturity"  portfolios at September 30, 2003 did not contain  securities
of any  issuer  with an  aggregate  book  value in excess  of 10% of the  Bank's
equity, excluding those issued by the United States government agencies.

     To  supplement  lending  activities,  the Bank has invested in  residential
mortgage-backed  securities.  Mortgage-backed securities can serve as collateral
for   borrowings   and,   through   repayments,   as  a  source  of   liquidity.
Mortgage-backed  securities  represent  a  participation  interest  in a pool of
single-family  or other type of mortgages.  Principal and interest  payments are
passed  from  the  mortgage  originators,   through  intermediaries   (generally
quasi-governmental agencies) that pool and repackage the participation interests
in the form of securities, to investors such as the Bank. The quasi-governmental
agencies  guarantee  the payment of  principal  and  interest to  investors  and
include the FHLMC, the Government  National  Mortgage  Association  ("GNMA") and
FNMA.  Expected  maturities  will  differ  from  contractual  maturities  due to
scheduled  repayments and because borrowers may have the right to call or prepay
obligations with or without prepayment penalties.

                                       10
<PAGE>
        INVESTMENT PORTFOLIO. The following table sets forth the carrying value
of the Bank's investments.  See Note 3 to the Company's  consolidated  financial
statements  included in the  Company's  Annual  Report to  Stockholders  for the
fiscal year ended September 30, 2003,  which is filed as Exhibit 13 to this Form
10-KSB.
<TABLE>
<CAPTION>
                                                                      At September 30,
                                                                   ---------------------
                                                                     2003         2002
                                                                   --------     --------
                                                                       (In thousands)
<S>                                                                <C>          <C>
Investments securities held-to-maturity:
  U.S. agency securities.........................................  $     --     $      --
  State and local government.....................................        --            --
  Mortgage-backed securities.....................................       461         1,147
                                                                     ------        ------
     Total investment securities held-to-maturity................       461         1,147
                                                                     ------        ------

Investment securities available-for-sale:
  Equities.......................................................        52            56
  Corporate bonds................................................       491         1,957
  Mortgage-backed securities ....................................     8,094         6,201
  U.S. agency securities.........................................     6,367         3,497
                                                                     ------        ------
      Total investment securities available-for-sale.............    15,004        11,711
                                                                     ------        ------

Interest-bearing deposits........................................    10,639         8,293
FHLB stock.......................................................       507           500
                                                                     ------        ------
Other investments................................................    11,146         8,793
                                                                     ------        ------
     Total investments...........................................   $26,611       $21,651
                                                                     ======        ======
</TABLE>
                                       11

<PAGE>
         The following table sets forth certain information  regarding scheduled
maturities,  carrying  values,  approximate  fair values,  and weighted  average
yields for the Bank's investments at September 30, 2003 by contractual maturity.
The following  table does not take into  consideration  the effects of scheduled
repayments or the effects of possible prepayments.
<TABLE>
<CAPTION>
                                          One Year or Less          One to Five Years         Five to Ten Years
                                         ----------------------    --------------------      ----------------------
                                                     Weighted                  Weighted                  Weighted
                                         Carrying    Average       Carrying    Average       Carrying    Average
                                           Value      Yield          Value      Yield          Value      Yield
                                          -------    -------        -------    -------        -------    -------
                                                                          (Dollars in thousands)
<S>                                      <C>                       <C>                        <C>            <C>
Available-for-Sale:
   U.S. agency securities...........     $     --        --%       $1,160      3.10%          $2,871         4.13%
   Mortgage-backed securities.......           --        --            --        --               --            --
   Corporate bonds..................           --        --            --        --               --            --
   FHLMC stock......................           52      1.14            --        --               --            --
   Interest-bearing deposits........       10,639      0.88            --        --               --            --
   FHLB stock.......................          507      4.67            --        --               --            --
Held-to-Maturity:
  Mortgage-backed securities........           --        --            --        --               --           --
                                           ------      ----          ----      -----           -----         -----
  Total investments.................      $11,198      1.02%       $1,160      3.10%          $2,871         4.13%
                                           ======      ====         =====      =====           =====         ====

<CAPTION>
                                        More than Ten Years         Total Investment Securities
                                        ---------------------     ------------------------------
                                                    Weighted                  Weighted
                                        Carrying    Average       Carrying    Average     Market
                                          Value      Yield          Value      Yield      Value
                                         -------    -------        -------    -------     ------
                                                        (Dollars in thousands)
<S>                                       <C>          <C>        <C>          <C>        <C>
Available-for-Sale:
   U.S. agency securities...........     $ 1,887       4.62%      $6,368       3.87%      $6,368
   Mortgage-backed securities.......       8,094       5.06        8,094       5.06        8,094
   Corporate bonds..................         490       8.04          490       8.04          490
   FHLMC stock......................          --         --           52       1.14           52
   Interest-bearing deposits........          --         --       10,639       0.88       10,639
   FHLB stock.......................          --         --          507       4.67          507
Held-to-Maturity:
  Mortgage-backed securities........         461       5.90          461       5.90          475
                                         -------       ----       ------      -----       ------
  Total investments.................     $10,932       5.16%     $26,611       4.43%     $26,625
                                          ======       ====       ======      =====       ======
</TABLE>

                                       12

<PAGE>
SOURCES OF FUNDS

     GENERAL. Deposits are the Bank's major external source of funds for lending
and other  investment  purposes.  Funds are also  derived  from the  receipt  of
payments  on  loans  and  prepayment  of  loans  and  maturities  of  investment
securities and borrowings and  operations.  Scheduled loan principal  repayments
are a relatively stable source of funds,  while deposit inflows and outflows and
loan  prepayments  are  significantly  influenced by general  interest rates and
market conditions.

     Consumer and commercial deposits are attracted  principally from within the
Bank's  primary  market  area  through the  offering  of a selection  of deposit
instruments including checking accounts,  regular savings accounts, money market
accounts, and term certificate accounts. IRA accounts are also offered.

     CERTIFICATES  OF DEPOSIT.  The following  table indicates the amount of the
Bank's  certificates  of deposit of  $100,000  or more by time  remaining  until
maturity as of September 30, 2003.


                                       Certificates
Maturity Period                         of Deposit
---------------                        ------------
                                      (In thousands)


Within three months...............        $6,463
Three through six months..........         2,219
Six through twelve months.........         2,872
Over twelve months................         2,241
                                          ------
                                         $13,795
                                         =======

     BORROWINGS. Advances (borrowings) may be obtained from the FHLB of New York
to supplement the Bank's supply of lendable funds. Advances from the FHLB of New
York are  typically  secured by a pledge of the Bank's  stock in the FHLB of New
York, a portion of the Bank's first mortgage loans, and other assets.

SUBSIDIARY ACTIVITY

     In addition to the Bank, the Company has one subsidiary,  Peoples Financial
Services,  Inc., a New Jersey corporation which was incorporated on November 27,
2000.  Peoples  Financial  Services,  Inc.  was  organized  for the  purpose  of
providing  securities brokerage and investment advisory services and products to
customers of the Bank and the general public.  Peoples Financial Services,  Inc.
has a networking  agreement with a third party, and began offering such products
and services from the Bank's main and branch offices in December 2000.

PERSONNEL

     At September 30, 2003, the Bank had 31 full-time  employees and 2 part-time
employees.  None  of  the  Bank's  employees  are  represented  by a  collective
bargaining group.

                                       13

<PAGE>

REGULATION

         Set forth below is a brief  description  of certain laws that relate to
the Company and the Bank.  The  description  is not complete and is qualified in
its entirety by references to applicable laws and regulation.

RECENT LEGISLATION TO CURTAIL CORPORATE ACCOUNTING IRREGULARITIES.

         On July 30, 2002, President Bush signed into law the Sarbanes-Oxley Act
of 2002 (the "Act").  The  Securities  and Exchange  Commission  (the "SEC") has
promulgated  new  regulations  pursuant  to the Act and may  continue to propose
additional implementing or clarifying regulations as necessary in furtherance of
the Act.  The  passage  of the Act by  Congress  and the  implementation  of new
regulations by the SEC subject publicly- traded companies to additional and more
cumbersome  reporting  regulations and  disclosure.  Compliance with the Act and
corresponding regulations may increase the Company's expenses.

HOLDING COMPANY REGULATION

         GENERAL.  The Company is required to register and file reports with the
OTS and is subject to regulation and  examination  by the OTS. In addition,  the
OTS has enforcement  authority over the Company and any non-savings  institution
subsidiaries.  This permits the OTS to restrict or prohibit  activities  that it
determines  to be a  serious  risk to the  Bank.  This  regulation  is  intended
primarily for the protection of the Bank's depositors and not for the benefit of
stockholders of the Company.

         FINANCIAL  MODERNIZATION.  The  Gramm-Leach-Bliley Act (the "GLB Act"),
which became effective in March 2000,  permits greater  affiliation among banks,
securities firms,  insurance companies,  and other companies under a new type of
financial  services company known as a "financial  holding company." A financial
holding  company  essentially  is a  bank  holding  company  with  significantly
expanded powers. Financial holding companies are authorized by statute to engage
in a number of financial  activities  previously  impermissible for bank holding
companies,  including  securities  underwriting,   dealing  and  market  making;
sponsoring  mutual funds and investment  companies;  insurance  underwriting and
agency;  and merchant banking  activities.  The GLB act also permits the Federal
Reserve and the Treasury  Department  to  authorize  additional  activities  for
financial holding companies if they are "financial in nature" or "incidental" to
financial  activities.  A bank  holding  company may become a financial  holding
company if each of its subsidiary banks is well capitalized,  well managed,  and
has at least a  "satisfactory"  CRA rating.  A financial  holding  company  must
provide notice to the Federal Reserve within 30 days after commencing activities
previously determined by statute or by the Federal Reserve and Department of the
Treasury to be permissible.  The Company has not submitted notice to the Federal
Reserve to be deemed a financial holding company.

         The GLB Act  repeals the  "unitary  savings  and loan  holding  company
exemption"  from the  restrictions  imposed by the Home  Owners' Loan Act on the
business activities of savings and loan holding companies.  However, the GLB Act
grandfathers from this provision companies that were already unitary savings and
loan  holding  companies  before  May 4, 1999 or that  result  from an  internal
reorganization of such preexisting unitary holding companies.  Since the Company
was a unitary  savings and loan holding company before May 4, 1999, it qualifies
as a  grandfathered  unitary  savings and loan  holding  company.  Grandfathered
unitary  savings  and  loan  holding  companies  have no  restrictions  on their
activities at the holding company level.  However,  non-  grandfathered  unitary
savings and loan holding companies may engage only in activities  authorized for
savings  and loan  holding  companies  under  the Home  Owners'  Loan Act and in
banking,  securities,  insurance and merchant banking  activities  permitted for
financial holding companies under the GLB Act.

         The GLB Act imposes  significant new financial privacy  obligations and
reporting requirements on all financial institutions,  including federal savings
associations. Specifically, the statute, among other things, will

                                       14
<PAGE>

require  financial  institutions (a) to establish  privacy policies and disclose
them to customers both at the commencement of a customer  relationship and on an
annual basis and (b) to permit customers to opt out of a financial institution's
disclosure of financial  information to nonaffiliated third parties. The federal
financial  regulators have  promulgated  final  regulations  implementing  these
provisions, which became effective July 1, 2001.

         The GLB Act also enacts  significant  changes to the Federal  Home Loan
Bank System.  The GLB Act expands the permissible uses of Federal Home Loan Bank
advances by community  financial  institutions (under $500 million in assets) to
include  funding  loans  to  small  businesses,  small  farms  and  small  agri-
businesses. In addition, the GLB Act makes membership in a regional Federal Home
Loan Bank voluntary for federal savings associations.

         ACTIVITIES  RESTRICTIONS.  As a grandfathered  unitary savings and loan
holding  company  under the GLB Act, the Company is generally not subject to any
restrictions on its business activities or those of its non-savings  institution
subsidiaries.  However, if the Company were to fail to meet the Qualified Thrift
Lender Test, then it would become subject to the activities  restrictions of the
Home Owners' Loan Act applicable to multiple holding companies.  See "Regulation
of the Bank -- Qualified Thrift Lender Test."

         If the Company were to acquire control of another savings  association,
it would  lose  its  grandfathered  status  under  the GLB Act and its  business
activities  would  be  restricted  to  certain   activities   specified  by  OTS
regulation,  which include performing  services and holding properties used by a
savings institution  subsidiary,  certain activities  authorized for savings and
loan  holding  companies  as  of  March  5,  1987,  and  nonbanking   activities
permissible for bank holding companies  pursuant to the Bank Holding Company Act
of 1956 (the "BHC Act") or authorized for financial holding  companies  pursuant
to the GLB Act.  Furthermore,  no company  may  acquire  control of the  Company
unless the acquiring  company was a unitary  savings and loan holding company on
May 4, 1999 (or became a unitary savings and loan holding company pursuant to an
application pending as of that date) or the acquiring company is only engaged in
activities that are permitted for multiple savings and loan holding companies or
for financial holding companies under the BHC Act as amended by the GLB Act.

SAVINGS INSTITUTION REGULATION

         GENERAL. As a federally  chartered,  SAIF-insured  savings institution,
the Bank is subject to extensive  regulation by the OTS and the Federal  Deposit
Insurance  Corporation  ("FDIC").  Lending activities and other investments must
comply with various federal and state statutory and regulatory requirements. The
Bank is also subject to certain reserve requirements promulgated by the Board of
Governors of the Federal Reserve System ("Federal Reserve").

         INSURANCE  OF  DEPOSIT  ACCOUNTS.  The FDIC  administers  two  separate
deposit insurance funds. Generally,  the Bank Insurance Fund (the "BIF") insures
the  deposits of  commercial  banks and the SAIF insures the deposits of savings
institutions.  The FDIC is authorized to increase deposit insurance  premiums if
it determines  such increases are appropriate to maintain the reserves of either
the SAIF or BIF or to fund the administration of the FDIC. In addition, the FDIC
is authorized to levy emergency special assessments on BIF and SAIF members.

         REGULATORY  CAPITAL  REQUIREMENTS.   OTS  capital  regulations  require
savings institutions to meet three capital standards: (1) tangible capital equal
to 1.5% of total adjusted assets, (2) core capital equal to at least 4% of total
adjusted assets, and (3) risk-based  capital equal to 8% of total  risk-weighted
assets.  The Bank was in compliance  with all of its capital  requirements as of
September 30, 2003.

                                       15

<PAGE>



         DIVIDEND AND OTHER CAPITAL  DISTRIBUTION  LIMITATIONS.  The OTS imposes
various  restrictions or requirements on the ability of savings  institutions to
capital distributions including cash dividends.

         A  savings  association  that is a  subsidiary  of a  savings  and loan
holding company, such as the Bank, must file an application or a notice with the
OTS at least 30 days before making a capital distribution.  Savings associations
are not  required  to file  an  application  for  permission  to make a  capital
distribution  and need only file a notice if the following  conditions  are met:
(1) they are eligible for expedited  treatment under OTS  regulations,  (2) they
would  remain  adequately  capitalized  after the  distribution,  (3) the annual
amount of capital  distribution does not exceed net income for that year to date
added to retained net income for the two  preceding  years,  and (4) the capital
distribution  would not violate any  agreements  between the OTS and the savings
association  or any OTS  regulations.  Any  other  situation  would  require  an
application to the OTS.

         In addition, the OTS could prohibit a proposed capital distribution if,
after making the  distribution,  by any  institution,  which would  otherwise be
permitted by the regulation,  if the OTS determines that the distribution  would
constitute an unsafe or unsound practice.

         A federal  savings  institutions  is  prohibited  from making a capital
distribution if, after making the distribution the savings  institution would be
unable to meet any one of its minimum regulatory capital requirements.  Further,
a federal  savings  institution  cannot  distribute  regulatory  capital that is
needed for its liquidation account.

         QUALIFIED  THRIFT  LENDER  TEST.  Savings   institutions  must  meet  a
qualified thrift lender ("QTL") test. If the Bank maintains an appropriate level
of qualified thrift investments  ("QTIs") (primarily  residential  mortgages and
related  investments,   including  certain   mortgage-related   securities)  and
otherwise  qualify as a QTL,  the Bank will  continue  to enjoy  full  borrowing
privileges from the FHLB of New York. The required  percentage of QTIs is 65% of
portfolio assets (defined as all assets minus intangible  assets,  property used
by the  institution in conducting its business and liquid assets equal to 10% of
total assets).  Certain assets are subject to a percentage  limitation of 20% of
portfolio assets. In addition,  savings institutions may include shares of stock
of the  FHLBs,  FNMA,  and  FHLMC  as  QTIs.  Compliance  with  the QTL  test is
determined  on a monthly  basis in nine out of every 12 months.  As of September
30, 2003, the Bank was in compliance with its QTL requirement.

         FEDERAL   RESERVE.   The  Federal   Reserve   requires  all  depository
institutions  to maintain  noninterest-  bearing  reserves at  specified  levels
against  their  transaction  accounts  (primarily  checking,  NOW and  Super NOW
checking  accounts) and non-personal time deposits.  The balances  maintained to
meet the  reserve  requirements  imposed by the  Federal  Reserve may be used to
satisfy liquidity requirements that are imposed by the OTS.

                                       16

<PAGE>

ITEM 2. DESCRIPTION OF PROPERTY
-------------------------------

(a)      PROPERTIES.

         The Bank operates from its main office and two branch offices.


                                          Leased or
    Location                                Owned
    --------                              ---------

MAIN OFFICE:
Bordentown, New Jersey                      Owned

BRANCH OFFICES:
Florence, New Jersey                        Owned
Mount Laurel, New Jersey                    Owned
Marlton, New Jersey                        Leased


(b)      INVESTMENT POLICIES.

         See "Item 1.  Description of Business" above for a general  description
of the Bank's  investment  policies and any  regulatory  or Board of  Directors'
percentage  of assets  limitations  regarding  certain  investments.  The Bank's
investments are primarily  acquired to produce  income,  and to a lesser extent,
possible capital gain.

         (1)  INVESTMENTS IN REAL ESTATE OR INTERESTS IN REAL ESTATE.  See "Item
1.  Description of Business - Lending  Activities,"  and "Item 2. Description of
Property."

         (2) INVESTMENTS IN REAL ESTATE  MORTGAGES.  See "Item 1. Description of
Business - Lending Activities."

         (3)  SECURITIES  OF OR INTERESTS IN PERSONS  PRIMARILY  ENGAGED IN REAL
ESTATE ACTIVITIES. See "Item 1. Description of Business - Lending Activities."

(c) DESCRIPTION OF REAL ESTATE AND OPERATING DATA.

         Not applicable.

ITEM 3. LEGAL PROCEEDINGS
-------------------------

         There are various  claims and lawsuits in which the Company or the Bank
are  periodically  involved,  such as  claims  to  enforce  liens,  condemnation
proceedings  on properties in which the Bank holds  security  interests,  claims
involving  the making and  servicing of real  property  loans,  and other issues
incident to the Bank's business. In the opinion of management,  no material loss
is expected from any of such pending claims or lawsuits.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
------------------------------------------------------------
         No matter was submitted to a vote of security holders during the fourth
quarter of the fiscal year.

                                       17

<PAGE>
                                     PART II

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
-----------------------------------------------------------------

         (a) The information  contained under the section captioned "Stock Price
Information" in the  Registrant's  Annual Report to Stockholders  for the fiscal
year ended September 30, 2003 (the "Annual Report"),  is incorporated  herein by
reference.

         (b) Offering of Securities and Use of Proceeds.

                  Not applicable.

ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
------------------------------------------------------------------

         The  information  contained  in  the  section  captioned  "Management's
Discussion and Analysis of Financial Condition and Results of Operations" of the
Annual Report is incorporated herein by reference.

ITEM 7.  FINANCIAL STATEMENTS
-----------------------------

         The  Registrant's   financial  statements  listed  under  Item  13  are
incorporated herein by reference.

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

         None.

ITEM 8A.  CONTROLS AND PROCEDURES
---------------------------------

         (a) Evaluation of disclosure  controls and  procedures.  Based on their
evaluation of the Company's  disclosure  controls and  procedures (as defined in
Rule 13a-15(e) under the Securities  Exchange Act of 1934 (the "Exchange Act")),
the Company's  principal  executive officer and principal financial officer have
concluded that as of the end of the period covered by this Annual Report on Form
10-KSB such  disclosure  controls and  procedures  are  effective to ensure that
information  required to be disclosed by the Company in reports that it files or
submits under the Exchange Act is recorded,  processed,  summarized and reported
within the time periods  specified in Securities and Exchange  Commission  rules
and forms.

         (b) Changes in internal  control over financial  reporting.  During the
last  quarter of the year  under  report,  there was no change in the  Company's
internal control over financial  reporting that has materially  affected,  or is
reasonably  likely to materially  affect,  the Company's  internal  control over
financial reporting.

                                    PART III

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

         The information  contained under the section  captioned  "Proposal I --
Election of Directors" and "Voting  Securities and Principal  Holders Thereof --
Security  Ownership of Certain  Beneficial  Owners" in  Registrant's  definitive
proxy statement for the  Registrant's  2004 Annual Meeting of Stockholders  (the
"Proxy Statement") is incorporated herein by reference.

                                       18

<PAGE>
         The  Registrant  has not  adopted a code of ethics  because  its common
stock trades on the OTC Bulletin  Board,  and thus the Registrant is not subject
to the requirements of any stock exchange to have adopted such a code.

ITEM 10.  EXECUTIVE COMPENSATION
--------------------------------

         The  information  contained under the section  captioned  "Director and
Executive  Compensation"  in the  Proxy  Statement  is  incorporated  herein  by
reference.

ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
------------------------------------------------------------------------

         (a)      Security Ownership of Certain Beneficial Owners

         Information  required by this item is incorporated  herein by reference
to the section  captioned  "Voting  Securities and Principal Holders Thereof" in
the Proxy Statement.

         (b)      Security Ownership of Management

         Information  required by this item is incorporated  herein by reference
to the section captioned  "Voting  Securities and Principal Holders Thereof" and
to the first table under  "Proposal  I --  Election of  Directors"  in the Proxy
Statement.

         (c) Management of the Registrant  knows of no  arrangements,  including
any pledge by any person of securities of the Registrant, the operation of which
may at a subsequent date result in a change in control of the Registrant.

                                       19

<PAGE>
          (d) Securities Authorized for Issuance Under Equity Compensation Plans

         Set forth below is information as of September 30, 2003 with respect to
compensation   plans  under  which  equity  securities  of  the  Registrant  are
authorized for issuance.
<TABLE>
<CAPTION>
                                          EQUITY COMPENSATION PLAN INFORMATION
                                                  (a)                       (b)                    (c)
                                                                                              NUMBER OF SECURITIES
                                         NUMBER OF SECURITIES        WEIGHTED-AVERAGE        REMAINING AVAILABLE FOR
                                           TO BE ISSUED UPON         EXERCISE PRICE OF       FUTURE ISSUANCE UNDER
                                              EXERCISE OF               OUTSTANDING           EQUITY COMPENSATION
                                         OUTSTANDING OPTIONS,        OPTIONS, WARRANTS      PLANS (EXCLUDING SECURITIES
                                        WARRANTS AND RIGHTS(1)          AND RIGHTS           REFLECTED IN COLUMN (A))
                                        -------------------          -----------------       ------------------------
<S>                                          <C>                       <C>                           <C>
EQUITY COMPENSATION PLANS
  APPROVED BY SHAREHOLDERS
Farnsworth Bancorp, Inc.
    1999 Stock Option Plan...........           31,899                     $8.86                           0
EQUITY COMPENSATION PLANS
  NOT APPROVED BY SHAREHOLDERS
Farnsworth Bancorp, Inc.
    2002 Stock Option Plan...........           25,981                   $ 12.08                           0
                                                ------                    ------                     -------
     TOTAL..........................            57,880                   $ 10.31                           0
                                                ======                    ======                    ========
<FN>
_______________
(1)      Excludes 12,758 shares of unvested  restricted  stock granted under the
         Peoples  Savings Bank 1999  Restricted  Stock Plan and 12,343 shares of
         unvested  restricted  stock granted under the Peoples Savings Bank 2002
         Stock Bonus Plan.
</FN>
</TABLE>

ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
--------------------------------------------------------

         The  information  required  by this  item  is  incorporated  herein  by
reference  to  the  section   captioned   "Certain   Relationships  and  Related
Transactions" in the Proxy Statement.

ITEM 13.  EXHIBITS, LIST, AND REPORTS ON FORM 8-K
-------------------------------------------------

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

         1. The following  financial  statements and the  independent  auditor's
report included in the Annual Report are incorporated herein by reference.

         Independent Auditor's Report
         Consolidated Statements of Financial Condition as of September 30,
             2003 and 2002
         Consolidated Statements of Income and Comprehensive Income for
             the Years Ended September 30, 2003 and 2002
         Consolidated Statements of Changes in Stockholders' Equity for
             the Years Ended September 30, 2003 and 2002
         Consolidated Statements of Cash Flows for the Years Ended
             September 30, 2003 and 2002
         Notes to Consolidated Financial Statements

                                       20

<PAGE>
         2. Schedules omitted as they are not applicable.

         3. The following  exhibits are included in this Report or  incorporated
herein by reference:

         (a) List of Exhibits:

         3(i)     Articles of  Incorporation  of Farnsworth  Bancorp,  Inc. *
         3(ii)    Bylaws of Farnsworth Bancorp, Inc. *
         10.1     Employment Agreement with Gary N. Pelehaty *
         10.2     Employment Agreement with Charles Alessi *
         10.3     Severance Agreement with Elaine Denelsbeck *
         10.4     Farnsworth Bancorp, Inc. 1999 Stock Option Plan**
         10.5     Peoples Savings Bank Restricted Stock Plan**
         10.6     Farnsworth Bancorp, Inc. 2002 Stock Option Plan***
         10.7     Peoples Savings Bank 2002 Stock Bonus Plan***
         13       Annual Report to Stockholders for the fiscal year ended
                     September 30, 2003
         21       Subsidiaries of the Registrant
         23       Consent of Kronick Kalada Berdy & Co.
         31       Certification pursuant to Section 302 of the Sarbanes-Oxley
                     Act of 2002
         32       Certification pursuant to Section 906 of the Sarbanes-Oxley
                     Act of 2002
         ------------------
          *    Incorporated by reference to the  Registration  Statement on Form
               SB-2 (File No. 333-56689) declared effective by the SEC on August
               10, 1998.
          **   Incorporated  by reference to the exhibits to the Proxy Statement
               for the Annual Meeting of Stockholders  held on April 6, 1999 and
               filed with the SEC on February 22, 1999 (File No. 0-24621).
          ***  Incorporated  by reference to the  September 30, 2002 Form 10-KSB
               filed with the SEC on December 23, 2002.

         (b)   Reports on Form 8-K.

               A Report on Form 8-K, dated July 29, 2003, was filed with the SEC
               on July 30, 2003 to announce  earnings for the quarter ended June
               30, 2003.

               A Report Form 8-K,  dated August 5, 2003,  was filed with the SEC
               on August 5, 2003 to announce a 20% stock dividend.

                                       21

<PAGE>
                                   SIGNATURES

         Pursuant to the  requirements  of Section 13 or 15(d) of the Securities
Exchange Act of 1934, as amended,  the registrant has duly caused this report to
be signed on its behalf by the  undersigned,  thereunto  duly  authorized  as of
December 17, 2003.

                                   FARNSWORTH BANCORP, INC.


                                   By:/s/ Gary N. Pelehaty
                                      -----------------------------------------
                                      Gary N. Pelehaty
                                      President and Chief Executive Officer
                                      (Duly Authorized Representative)

         Pursuant to the requirement of the Securities  Exchange Act of 1934, as
amended, this report has been signed below by the following persons on behalf of
the registrant and in the capacities indicated as of December 17, 2003.


/s/ Gary N. Pelehaty                         /s/ Charles Alessi
--------------------------------------       -----------------------------------
Gary N. Pelehaty                             Charles Alessi
President and Chief Executive Officer        Vice President, Chief Financial
(Principal Executive Officer)                Officer, Secretary and Treasurer
                                             (Principal Accounting and Financial
                                             Officer)



/s/ Joseph H. Kelly                          /s/ George G. Aaronson, Jr.
--------------------------------------       -----------------------------------
Joseph H. Kelly                              George G. Aaronson, Jr.
Directo                                      Director



/s/ Edward Koenig, Jr.                       /s/ Edgar N. Peppler
--------------------------------------       -----------------------------------
G. Edward Koenig, Jr.                        Edgar N. Peppler
Director                                     Director




/s/ William H. Wainwright, Jr.               /s/ Charles E. Adams
--------------------------------------       -----------------------------------
William H. Wainwright, Jr.                   Charles E. Adams
Director                                     Director

                                       22