FORM 10-QSB

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

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

                For the quarterly period ended September 30, 2001
                                                         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 0-25076
                                                -------

                               Washington Bancorp
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

            Iowa                                                 42-1446740
-------------------------------                              -------------------
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation or organization)                              Identification No.)

                  102 East Main Street, Washington, Iowa 52353
                  --------------------------------------------
               (Address of principal executive offices)(Zip Code)

        Registrant's telephone number, including area code: (319)653-7256

Check  whether  the issuer  (1) has filed all  reports  required  to be filed by
Section 13 or 15(d) of the  Securities  Exchange  act of 1934 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 [ ]

State the number of shares  outstanding of each of the issuers classes of common
equity, as of the latest practicable date.

Common Stock, $.01 par value 511,653 shares outstanding as of November12, 2001

Transitional Small Business Disclosure Format (check one): Yes[ ] No[X]
<PAGE>




                                      INDEX

Part I.  Financial Information

         Item 1.  Consolidated Financial Statements

                  Consolidated Statements of Financial Condition
                  at September 30, 2001 (unaudited) and June 30, 2001

                  Unaudited Consolidated Statements of Income for the
                  three months ended September 30, 2001 and 2000

                  Unaudited Consolidated Statements of  Comprehensive Income
                  for the three months ended September 30, 2001 and 2000

                  Unaudited Consolidated Statements of Cash Flows for the three
                  months ended September 30, 2001 and 2000

                  Notes to Financial Statements

         Item 2.  Management's Discussion and Analysis

Part II. Other Information

         Items 1 through 6

         Signatures

         Exhibits
<PAGE>

Part 1.  Financial Information
Item 1.  Consolidated Financial Statements

Washington Bancorp and Subsidiaries

Consolidated Statements of Financial Condition
<TABLE>
                                                          September 30,     June 30,
                                                               2001          2001 *
                                                          ----------------------------
                                                           (unaudited)
<S>                                                       <C>             <C>
ASSETS
Cash and cash equivalents:
  Interest-bearing ....................................   $  1,924,090    $  2,462,282
  Noninterest-bearing .................................      1,139,952         679,041
Investment securities:
  Held to maturity ....................................      1,150,301       1,142,599
  Available-for-sale ..................................     22,618,935      22,090,836
Federal funds sold ....................................         80,000       3,350,000
Loans receivable, net of allowance for loan losses
  of $661,074 at September 30, 2001 and $607,833
  at June 30, 2001 ....................................    85,208,895       84,095,349
Accrued interest receivable ...........................     1,763,737        1,517,702
Federal Home Loan Bank stock ..........................     1,756,200        1,756,200
Foreclosed real estate ................................       156,104          145,949
Premises and equipment, net ...........................     1,027,067          986,635
Goodwill ..............................................     1,091,402        1,091,402
Other assets ..........................................       370,145          373,855
                                                         -----------------------------
            Total assets ..............................  $118,286,828     $119,691,850
                                                         =============================

LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
  Deposits:
    Noninterest-bearing ...............................  $  4,272,805     $  4,107,003
    Interest-bearing ..................................    71,047,130       68,797,275
                                                         -----------------------------
            Total deposits ............................    75,319,935       72,904,278
Federal funds purchased ...............................       500,000        1,500,000
Borrowed funds ........................................    29,540,858       32,334,794
Advances from borrowers for taxes and insurance .......        94,903          244,377
Accrued expenses and other liabilities ................       712,301          754,975
                                                         -----------------------------
            Total liabilities .........................   106,167,997      107,738,424
                                                         -----------------------------

Redeemable common stock held by ESOP ..................       332,725          336,980
                                                         -----------------------------
Stockholders' Equity:
  Common Stock ........................................         6,511            6,511
  Common Stock ........................................     6,165,755        6,175,332
  Retained Earnings ...................................     8,240,518        8,175,145
  Accumulated  other  comprehensive  gain (loss) ......        88,592          (29,669)
  Cost of common shares aquired for the  treasury
    (134,730 at September 30, 2001 and 134,162 at
    June 30, 2001) ....................................    (2,080,214)      (2,070,600)
  Deferred  compensation ..............................       (33,276)         (21,093)
  Maximum cash  obligation  related to ESOP shares ....      (332,725)        (336,980)
  Unearned ESOP shares ................................      (269,055)        (282,200)
                                                         -----------------------------
       Total stockholders' equity .....................    11,786,106       11,616,446
                                                         -----------------------------
       Total liabilities and stockholders' equity .....  $118,286,828     $119,691,850
                                                         =============================
<FN>
* Condensed from audited financial statements See Notes to Financial Statements.
</FN>
</TABLE>
<PAGE>

Washington Bancorp and Subsidiaries

Unaudited Consolidated Statements of Income
<TABLE>
                                                                 Three Months Ended
                                                                    September 30,
                                                                  2001         2000
                                                               -----------------------
<S>                                                            <C>          <C>
Interest and dividend income:
  Loans, including fees:
    First mortgage loans ...................................   $1,125,420   $1,152,092
    Consumer and other loans ...............................      760,834      690,352
  Investment securities:
    Taxable ................................................      306,634      352,449
    Nontaxable .............................................       20,624       15,716
  Federal Home Loan Bank stock .............................       18,060       29,680
                                                               -----------------------
        Total interest income ..............................    2,231,572    2,240,289
                                                               -----------------------
Interest expense:
  Deposits .................................................      816,278      845,524
  Borrowed funds ...........................................      417,969      511,560
                                                               -----------------------
        Total interest expense .............................    1,234,247    1,357,084
                                                               -----------------------
        Net interest income ................................      997,325      883,205
Provision for loan losses ..................................       60,000       34,000
                                                               -----------------------
        Net interest income after provision
        for loan losses ....................................      937,325      849,205
                                                               -----------------------
Noninterest income:
  Service charges and fees .................................      132,226      113,322
  Insurance commissions ....................................       12,810       15,193
  Investment commissions ...................................       13,839       10,755
  Other ....................................................        2,587       13,476
                                                               -----------------------
        Total noninterest income ...........................      161,462      152,746
                                                               -----------------------
Noninterest expense:
  Compensation and benefits ................................      368,119      308,556
  Occupancy and equipment ..................................       70,759       67,690
  FDIC deposit insurance premium ...........................        9,246       11,315
  Data processing ..........................................       28,105       20,619
  Goodwill amortization ....................................           --       23,640
  Other ....................................................      157,130      139,152
                                                               -----------------------
        Total noninterest expense ..........................      633,359      570,972
                                                               -----------------------
        Income before income taxes .........................      465,428      430,979
Income tax expense .........................................      155,578      171,631
                                                               -----------------------
         Net income ........................................   $  309,850   $  259,348
                                                               =======================

Earnings per common share
  Basic ....................................................   $     0.63   $     0.51
  Diluted ..................................................   $     0.62   $     0.50
Dividends per common share .................................   $     0.50   $     0.50

Weighted average common shares for:
  Basic earnings per share .................................      491,040      508,693
  Diluted earnings per share ...............................      503,624      516,159
</TABLE>
See Notes to Financial Statements
<PAGE>

Washington Bancorp and Subsidiaries

Unaudited Consolidated Statements of Comprehensive Income

                                                             Three Months Ended
                                                                September 30,
                                                               2001       2000
                                                             -------------------

Net income ...............................................   $309,850   $259,348
Other comprehensive income(loss),
  Unrealized holding gains (losses) arising during
    the period, net of income taxes ......................    118,261    110,316
                                                             -------------------
        Comprehensive income .............................   $428,111   $369,664
                                                             ===================

See Notes to Financial Statements
<PAGE>

Washington Bancorp and Subsidiaries

Unaudited Consolidated Statements of Cash Flows
Three Months Ended September 30, 2001 and 2000
<TABLE>

                                                                                   2001          2000
                                                                                ------------------------
<S>                                                                             <C>           <C>
Cash Flows from Operating Activities
  Net income ................................................................   $  309,850    $  259,348
  Adjustments to reconcile net income to net cash
    provided by operating activities:
    Amortization of premiums and discounts on
      debt securities .......................................................      (10,964)        4,465
    Amortization of goodwill ................................................           --        23,641
    Provision  for loan  losses .............................................       60,000        34,000
    Loss on sale of  foreclosed  real  estate ...............................        5,205        20,743
    Depreciation ............................................................       31,535        22,498
    Compensation under stock awards .........................................       12,004         6,274
    ESOP contribution expense ...............................................       22,182        16,469
    (Increase) in accrued interest receivable ...............................     (246,035)     (182,884)
    (Increase)decrease in other assets ......................................      (15,258)       51,691
    Increase (decrease) in accrued expenses and other liabilities ...........      (99,313)       78,928
                                                                                ------------------------
        Net cash provided by operating activities ...........................       69,206       335,173
                                                                                ------------------------
Cash Flows from Investing Activities
  Held-to-maturity securities:
    Purchases ...............................................................       (7,800)           --
  Available-for-sale securities:
    Maturities and calls ....................................................    4,676,832       300,000
    Purchases ...............................................................   (5,000,000)           --
  Federal funds sold, net ...................................................    3,270,000       (15,000)
  Purchase of Federal Home Loan Bank stock ..................................           --       (26,600)
  Loans made to customers, net ..............................................   (1,188,906)     (915,008)
  Purchase of premises and equipment ........................................      (71,968)     (123,711)
                                                                                ------------------------
        Net cash provided by (used in) investing activities .................    1,678,158      (780,319)
                                                                                ------------------------
Cash Flows from Financing Activities
  Net increase in deposits ..................................................    2,415,657     1,078,314
  Proceeds from Federal Home Loan Bank advances .............................    2,680,000   180,800,000
  Principal payments on Federal Home Loan Bank advances .....................   (5,473,936) (180,018,234)
  Federal funds purchased, net ..............................................   (1,000,000)           --
  Net (decrease) in advances from borrowers for taxes
    and insurance ...........................................................     (149,474)     (200,083)
  Acquisition of common stock ...............................................      (97,775)     (130,937)
  Stock options exercised ...................................................       45,360            --
  Dividends paid ............................................................     (244,477)     (252,158)
                                                                                ---------------------------
        Net cash provided by (used in) financing activities .................   (1,824,645)    1,276,902
                                                                                ---------------------------

        Increase  (decrease)  in cash and cash  equivalents .................      (77,281)      831,756

Cash and cash equivalents:
  Beginning .................................................................    3,141,323     2,849,385
                                                                                ------------------------
  Ending ....................................................................   $3,064,042    $3,681,141
                                                                                ========================
</TABLE>
<PAGE>

Washington Bancorp and Subsidiaries

Unaudited Consolidated Statements of Cash Flows
Three Months Ended September 30, 2001 and 2000

                                                             2001         2000
                                                           ---------------------
Supplemental Disclosures of Cash Flow Information
  Cash payments for:
    Interest paid to depositors ......................     $418,968     $367,685
    Interest paid on other obligations ...............     $391,507     $490,379
    Income taxes, net of refunds .....................     $203,065     $193,400

Supplemental Schedule of Noncash Investing and
  Financing Activities
  Transfers from loans to foreclosed real estate .....     $   --       $133,969
  Contract sales of foreclosed real estate ...........     $   --       $ 40,000

See Notes to Financial Statements.
<PAGE>

Washington Bancorp and Subsidiaries
Notes to Financial Statements



Principles of consolidation.  The accompanying consolidated financial statements
include  the  accounts  of  Washington   Bancorp,   Washington  Federal  Savings
Bank("Washington  Federal"), WFSB's wholly-owned subsidiary Washington Financial
Services,  Inc.,  which is a discount  brokerage firm, and Rubio Savings Bank of
Brighton,  Iowa ("Rubio Savings Bank" ). All significant  intercompany  balances
and transactions have been eliminated in consolidation.

Basis of presentation.  Interim Financial Information (unaudited): The financial
statements and notes related  thereto for the three month period ended September
30,  2001,  are  unaudited,  but  in  the  opinion  of  management  include  all
adjustments,  consisting only of normal recurring  adjustments,  necessary for a
fair  presentation  of the  financial  position and results of  operations.  The
operating  results for the interim  periods are not  indicative of the operating
results to be expected  for a full year or for other  interim  periods.  Not all
disclosures required by generally accepted accounting principles necessary for a
complete   presentation  have  been  included.  It  is  recommended  that  these
consolidated  condensed  financial  statements be read in  conjunction  with the
Annual  Report on Form  10-KSB for the year ended June 30,  2001 and all related
amendments and exhibits (including all financial  statements and notes therein),
filed by the Company with the Securities and Exchange Commission.

Goodwill.  Goodwill  resulting  from the Company's  acquisition of Rubio Savings
Bank was being amortized by the  straight-line  method over 15 years.  Beginning
July 1, 2001,  the  Company  adopted  FASB 142  "Goodwill  and Other  Intangible
Assets"  and as a  result  goodwill  will no  longer  be  amortized  but will be
annually reviewed for impairment.

Foreclosed real estate. Real estate properties acquired through loan foreclosure
are initially recorded at the lower of cost or fair value less estimated selling
expenses  at  the  date  of  foreclosure.  Costs  relating  to  development  and
improvement  of property  are  capitalized,  whereas  costs  relating to holding
property are expensed.

Redeemable  common stock held by ESOP.  The  Company's  maximum cash  obligation
related to these shares is classified outside  stockholders'  equity because the
shares are not  readily  traded and could be put to the  Company  for cash.  The
maximum cash obligation represents the approximate market value of the allocated
ESOP shares at the end of the reporting period.

Regulatory capital requirements. Quantitative measures established by regulation
to ensure capital adequacy require the Company and the Banks to maintain minimum
amounts  and  ratios  (set  forth in the  following  table)  of total and Tier 1
capital (as defined in the regulations) to risk-weighted assets (as defined) and
of Tier 1 capital  (as  defined)  to  average  assets (as  defined).  Management
believes,  as of September 30, 2001 and 2000, that the Company and the Banks met
all capital adequacy requirements to which they are subject.
<PAGE>

As of September 30, 2001, the most recent  notification from the Federal Deposit
Insurance  Corporation  categorized  the  Banks as well  capitalized  under  the
regulatory  framework for prompt  corrective  action.  To be categorized as well
capitalized,  an  institution  must maintain  minimum total  risk-based,  Tier 1
risk-based and Tier 1 leverage ratios as set forth in the following table. There
are no conditions or events since the notification that management believes have
changed the Banks' category. The Company's and the Banks' actual capital amounts
and ratios as of September 30, 2001 and 2000 are also presented in the table.
<TABLE>
                                                                                            Minimum to Be
                                                                                          Well Capitalized
                                                                      Minimum Capital  Under Prompt Corrective
                                                        Actual          Requirement       Action Provisions
                                                   ----------------  ----------------  -----------------------
                                                   Amount    Ratio   Amount    Ratio       Amount    Ratio
                                                   -----------------------------------------------------------
<S>                                                <C>       <C>     <C>       <C>         <C>       <C>
September 30, 2001
  Total capital to risk
    weighted assets:
    Consolidated ...........................       11,786    14.34%   6,574    8.00%         N/A       N/A
    Washington .............................        8,107    12.35%   5,251    8.00%       6,564    10.00%
    Rubio ..................................        3,686    22.70%   1,299    8.00%       1,624    10.00%

  Tier 1 capital to risk
    weighted assets:
    Consolidated ...........................       10,606    12.91%   3,287    4.00%         N/A       N/A
    Washington .............................        8,029    12.23%   2,626    4.00%       3,939     6.00%
    Rubio ..................................        2,584    15.91%     649    4.00%         974     6.00%

  Tier 1 capital to average assets:
    Consolidated ...........................       10,606     9.13%   4,649    4.00%         N/A       N/A
    Washington .............................        8,029     8.62%   3,727    4.00%       4,658     5.00%
    Rubio ..................................        2,584    11.12%     697    4.00%       1,162     5.00%

September 30, 2000
  Total capital to risk
    weighted assets:
    Consolidated ...........................       10,832    13.51%   6,416    8.00%         N/A       N/A
    Washington .............................        7,201    11.19%   5,150    8.00%       6,438    10.00%
    Rubio ..................................        3,615    22.88%   1,264    8.00%       1,580    10.00%

  Tier 1 capital to risk
    weighted assets:
    Consolidated ...........................       10,007    12.48%   3,208    4.00%         N/A       N/A
    Washington .............................        7,489    11.63%   2,575    4.00%       3,863     6.00%
    Rubio ..................................        2,498    15.81%     632    4.00%         948     6.00%

  Tier 1 capital to average assets:
    Consolidated ...........................       10,007     8.62%   4,643    4.00%         N/A       N/A
    Washington .............................        7,489     7.96%   3,763    4.00%       4,703     5.00%
    Rubio ..................................        2,498    11.13%     673    4.00%       1,122     5.00%
</TABLE>
<PAGE>

Item 2.  Management's Discussion and Analysis

Forward-Looking Statements

When  used in this  Form  10-QSB  or  future  filings  by the  Company  with the
Securities  and Exchange  Commission,  in the Company's  press releases or other
public  or  shareholder  communications,  or in oral  statements  made  with the
approval of an authorized  executive officer,  the words or phrases "will likely
result," "are  expected  to," "will  continue,"  "is  anticipated,"  "estimate,"
"project,"   "believe"   or  similar   expressions   are  intended  to  identify
"forward-looking  statements"  within  the  meaning  of the  Private  Securities
Litigation  Reform Act of 1995.  The  Company  wishes to caution  readers not to
place undue reliance on any such forward-looking statements, which speak only as
of the date made, and to advise readers that various factors, including regional
and national  economic  conditions , changes in levels of market interest rates,
credit risks of lending  activities,  and  competitive  and regulatory  factors,
could affect the Company's  financial  performance and could cause the Company's
actual results for future periods to differ materially from those anticipated or
projected.

The Company does not undertake,  and specifically disclaims any obligations,  to
revise any  forward-looking  statements to reflect the occurrence of anticipated
or unanticipated events or circumstances after the date of such statements.

General

Washington Bancorp is an Iowa corporation which was organized in October 1995 by
Washington  Federal  Savings Bank for the purpose of becoming a savings and loan
holding  company.  Washington  Federal is a  federally  chartered  savings  bank
headquartered  in Washington,  Iowa.  Originally  chartered in 1934,  Washington
Federal converted to a federal savings bank in 1994. Its deposits are insured up
to the applicable limits by the Federal Deposit Insurance Corporation ("FDIC").

In March 1996,  Washington  Federal  converted to the stock form of organization
through the sale and issuance of its common  stock to the  Company.  On June 24,
1997,  Washington  entered into a merger agreement to acquire Rubio Savings Bank
of  Brighton,  Iowa.  Rubio  Savings  Bank is held as a separate  subsidiary  of
Washington  Bancorp.  In January 1998,  Washington Bancorp became a bank holding
company  upon the  completion  of its  acquisition  of Rubio  Savings  Bank.  In
December  1998,  Washington  Federal  opened a branch  office,  Wellman  Federal
Savings, in Wellman, Iowa. In September 2000, Washington Federal opened a branch
office,  Richland  Federal Savings,  in Richland,  Iowa. The principal assets of
Washington Bancorp are Washington Federal and Rubio Savings Bank  (collectively,
the "Banks").  Washington  Bancorp presently has no separate  operations and its
business  consists  primarily of the business of the Banks.  All  references  to
Washington  Bancorp,  unless  otherwise  indicated  at or before March 11, 1996,
refer to Washington Federal.

Washington  Bancorp is investigating the possibility of de-registering  with the
SEC in an effort to reduce  expenses.  De-registering  may  result in the common
stock no longer  being  quoted  on the OTC  Electronic  Bulletin  Board and will
reduce the expenses associated with the SEC reporting requirements.  In order to
de-register,  Washington  Bancorp must first have fewer than 300 record holders.
Washington  Bancorp's shares trade infrequently and are widely held in the local
area of Washington, Iowa. Therefore the negative impact for the liquidity of the
shares is expected to be minimal.

Washington Federal attracts deposits from the general public in its local market
area  and  uses  such  deposits  primarily  to  invest  in one-  to  four-family
residential  loans  secured by owner  occupied  properties  and  non-residential
properties, as well as construction loans on such properties. Washington Federal
also invests in United States treasury securities,  mortgage-backed  securities,
federal agency bonds,  corporate bonds,  agricultural  loans,  commercial loans,
consumer loans, and automobile loans.

Rubio attracts deposits from the general public in its local market area and the
businesses in the Brighton area. The deposits are primarily  invested in federal
agency bonds,  agricultural  operating loans,  commercial  loans,  one- to- four
family  residential  real estate loans,  and farm real estate loans.  Rubio also
invests in United  States  treasury  securities,  commercial  real estate loans,
automobile loans and consumer loans.

The  executive  office  of the  Company  is  located  at 102 East  Main  Street,
Washington, Iowa 52353, telephone (319)653-7256.
<PAGE>

Financial Condition

Total  assets.  Total  consolidated  assets  decreased  $1.4 million from $119.7
million at June 30, 2001 to $118.3  million at September 30, 2001.  The decrease
was  primarily  due to a $3.2 million  decrease in federal funds sold, a $77,000
decrease in cash and cash  equivalents,  and a $4,000  decrease in other assets,
partially  offset by a $1.1  million  increase in loans  receivable,  a $536,000
increase in investment  securities,  a $246,000 increase in accrued interest,  a
$40,000 increase in premises and equipment, and a $10,000 increase in foreclosed
real estate.

Loans receivable.  Loans receivable increased $1.1 million from $84.1 million at
June 30, 2001 to $85.2 million at September 30, 2001. This increase is primarily
due to  continued  loan  demand in the  Company's  market  area.  The  Company's
non-performing  assets were $1.2  million or 0.99% of total  assets at September
30, 2001 as compared to $714,000 or 0.60% of total assets at June 30, 2001.

Investment  securities.  Investment  securities  increased  $536,000  from $23.2
million at June 30, 2001 to $23.8 million at September 30, 2001 primarily due to
the purchase of $5.0 million in United States treasury and agency securities, an
increase in the market value of the portfolio of $194,000,  and the amortization
of premiums and discounts of $11,000 partially offset by the maturity or call of
$4.7 million in United States treasury and agency  securities.  The portfolio of
available- for- sale securities is comprised primarily of investment  securities
carrying fixed interest rates.  The aggregate fair value of these securities was
more on September 30, 2001 than their carrying value.

Deposits. Deposits increased $2.4 million from $72.9 million at June 30, 2001 to
$75.3 million at September 30, 2001.  Transaction and savings deposits increased
as a percentage  of total  deposits from $25.9 million or 35.5% at June 30, 2001
to $27.8  million or 36.9% at September  30, 2001  primarily due to the seasonal
fluctuation in the cash position of a local government  agency.  Certificates of
deposit  decreased as a percentage of total deposits from $47.0 million or 64.5%
at June 30, 2001 to $47.5 million or 63.1% at September 30, 2001.

Total stockholders'  equity.  Total stockholders' equity increased $169,000 from
$11.6  million at June 30, 2001 to $11.8  million at  September  30,  2001.  The
increase  is  primarily  due to net income of  $310,000,  the change  from a net
unrealized loss to a net unrealized gain in the available for sale securities of
$118,000,  the  exercise of stock  options of $45,000,  the  allocation  of ESOP
shares of $22,000, the amortization of deferred compensation of $12,000, and the
change in the  maximum  cash  obligation  on  allocated  ESOP  shares of $4,000,
partially  offset by the  dividends  paid to  shareholders  of $244,000  and the
repurchase of 6,100 shares of the Company's common stock at a cost of $98,000.

Results of Operations - Three Months Ended September 30, 2001 As Compared To The
Three Months Ended September 30, 2000

Performance  summary.  Net income  increased  $51,000 to $310,000  for the three
months  ended  September  30,  2001 from  $259,000  for the three  months  ended
September  30, 2000.  The increase is primarily  due an increase in net interest
income of $114,000, an increase in non-interest income of $9,000, and a decrease
in income tax expense of $156,000,  partially offset by an increase in provision
for loan loss of $26,000 and an increase in non-interest expense of $62,000. For
the three  months  ended  September  30, 2001 the  annualized  return on average
assets was 1.07%  compared to 0.89% for the three  months  ended  September  30,
2000,  while the  annualized  return on average  equity was 10.78% for the three
months  ended  September  30, 2001  compared to 9.58% for the three months ended
September 30, 2000.

Net interest income.  Net interest income increased $114,000 to $997,000 for the
three months ended  September  30, 2001 from $883,000 for the three months ended
September 30, 2000. The increase is primarily due to the decrease of $123,000 in
interest  expense to $1.2 million for the three months ended  September 30, 2001
from $1.4 million for the three months ended  September 30, 2000 and an increase
in  interest  income of  $9,000  to $2.2  million  for the  three  months  ended
September  30, 2001 from $2.2 million for the three months ended  September  30,
2000.
<PAGE>

For  the  three  months  ended   September  30,  2001,   the  average  yield  on
interest-earning  assets was 8.04%  compared to 8.13% for the three months ended
September 30, 2000. The average cost of  interest-bearing  liabilities was 4.97%
for the three months ended  September  30, 2001  compared to 5.41% for the three
months ended September 30, 2000. The average balance of interest  earning assets
increased  $800,000 to $111.0  million for the three months ended  September 30,
2001 from $110.2 million for the three months ended  September 30, 2000.  During
this same period, the average balance of interest-bearing  liabilities decreased
$1.1 million to $99.3 million for the three months ended September 30, 2001 from
$110.4 million for the three months ended September 30, 2000.

The average  interest rate spread was 3.07% for the three months ended September
30, 2001 compared to 2.73% for the three months ended  September  30, 2000.  The
average net interest  margin was 3.59% for the three months ended  September 30,
2001 compared to 3.21% for the three months ended  September  30, 2000.  Despite
the decrease in the average  yield on  interest-earning  assets the net interest
margin  increased  primarily due to the decrease in the average cost of interest
bearing liabilities and the increase in the ratio of interest-earning  assets to
interest-bearing liabilities.

Provision for loan loss.  Provision for loan loss  increased  $26,000 to $60,000
for the three months ended  September 30, 2001 from $34,000 for the three months
ended  September 30, 2000.  The primary reason for the increase in the provision
was the increased size of the loan  portfolio,  particularly  in  nonresidential
real estate,  commercial,  and agriculture loans which are considered to carry a
higher risk of default  than  residential  loans.  Despite  this  increase,  the
Company's loan portfolio  remains primarily  residential  mortgage loans and has
experienced  a minimal  amount  of  charge-offs  in the past  three  years.  The
allowance  for loan  losses was  $661,000 or 0.78% of loans  receivable,  net at
September  30, 2001  compared to $657,000 or 0.78% of loans  receivable,  net at
September   30,  2000.   The   allowance  for  loan  loss  as  a  percentage  of
non-performing  assets was 56.45% at September  30, 2001,  compared to 75.05% at
September 30, 2000.

Noninterest  income.  Noninterest  income  increased  $9,000 to $162,000 for the
three months ended  September  30, 2001 from $153,000 for the three months ended
September 30, 2000. The increase is primarily due an increase in service charges
and fees of  $19,000  and an  increase  in  investment  commissions  of  $3,000,
partially  offset by a decrease  in other  noninterest  income of $11,000  and a
decrease in insurance commissions of $2,000.  Service charges and fees increased
primarily  due to an increase in loan fees and charges  resulting  from mortgage
loans refinancing into secondary market loan products,  an increase in overdraft
fee  income,  and income  from a new check and  coupon  book  printing  service.
Investment  commissions  increased  primarily due to an increase in sales. Other
noninterest  income decreased  primarily due to a decrease in the disposition of
real estate owned.  Insurance  commissions decreased primarily due to a decrease
in the level of credit life and disability sales on loan products.

Noninterest  expense.  Noninterest expense increased $62,000 to $633,000 for the
three months ended  September  30, 2001 from $571,000 for the three months ended
September  30,  2000.  The increase is  primarily  due to a $60,000  increase in
compensation and benefits,  an $18,000 increase in other noninterest  expense, a
$7,000  increase in data  processing,  and a $3,000  increase in  occupancy  and
equipment,  partially  offset  by a  $23,000  decrease  in the  amortization  of
goodwill and a $2,000 decrease in FDIC insurance premium.

Compensation and benefits increased  primarily due to regular salary adjustments
and an  increase  in cost of  retirement  benefits.  Other  noninterest  expense
increased  primarily  due  to  costs  associated  with  the  preparation  of the
Company's  audited  annual  report  and the cost of  supplies  for the new check
printing services. Data processing increased primarily due to an increase in the
usage of services offered by Washington Federal's main data processing provider.
Occupancy and equipment  increased  primarily due to the costs  associated  with
improvements  on the branch  building in Wellman,  Iowa. In accordance  with the
Financial  Accounting Standards Board Statement No. 142, goodwill will no longer
be  amortized,  but will be annually  reviewed for  impairment.  FDIC  insurance
premiums  decreased  primarily  due  to the  decrease  in  Washington  Federal's
regulatory premium rate.
<PAGE>

Liquidity  and  capital  resources.  The Banks'  principal  sources of funds are
deposits,  amortization  and prepayment of loan principal,  borrowings,  and the
sale and maturity of investment securities.  While scheduled loan repayments and
maturing  investments are relatively  predictable,  deposit flows and early loan
repayments are more influenced by interest rates,  general economic  conditions,
and  competition.  The Banks  generally  manage the  pricing of the  deposits to
maintain a steady deposit balance,  but has from time to time decided not to pay
deposit rates that are as high as those of the competition,  and when necessary,
to supplement deposits with alternative sources of funds.

Liquidity management is both a daily and long-term responsibility of management.
The Banks  adjust their  investments  in liquid  assets based upon  management's
assessment  of (i) expected  loan demand,  (ii) expected  deposit  flows,  (iii)
yields  available on  interest-bearing  deposits,  and (iv) the objective of its
asset/liability  management  program.  Excess liquidity is invested generally in
interest-bearing  overnight deposits and other short-term  government and agency
obligations.  If the Banks  require  funds beyond their ability to generate them
internally,  they have additional borrowing capacity with the FHLB of Des Moines
and collateral eligible for reverse repurchase agreements.

The Banks  anticipate  that they will have  sufficient  funds  available to meet
current  loan  commitments.  At  September  30,  2001,  Washington  Federal  had
outstanding  commitments  to extend  credit  which  amounted to $3.1 million and
Rubio Savings Bank had  outstanding  commitments to extend credit which amounted
to $916,000.
<PAGE>

Part II - Other Information

Item 1.  Legal Proceedings.

         None

Item 2.  Changes in Securities and Use of Proceeds.

         None

Item 3.  Defaults Upon Senior Securities.

         None

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

         None

Item 5.  Other Information.

         None

Item 6.  Exhibits and Reports on Form 8-K

         (a)     Exhibits (listed by numbers corresponding to
                 the Exhibit Table of Item 601 on Regulation S-B)

                 11       Computation of Earnings Per Common Share

         (b)     Reports on Form 8-K

                 No reports in Form 8-K have been filed  during the quarter for
                 which this report was filed.


<PAGE>





                                   Signatures

In accordance with the  requirements of the Exchange Act, the registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.

                               Washington Bancorp
                                  (Registrant)

Date    November 13, 2001                 /s/ Stan Carlson
        -----------------                 -------------------------------------
                                          Stan Carlson, President and Chief
                                          Executive Officer

Date    November 13, 2001                 /s/ Leisha A. Linge
        -----------------                 -------------------------------------
                                          Leisha A. Linge, Executive Vice
                                          President