****

News Release

CONTACT:  ELLEN BATKIE     (800) 262-6301

**CHARTER ONE REPORTS RECORD 4th QTR EPS OF $.59, UP 20%**

Highlights for the quarter ended 12/31/01:

- Net earnings a record $.59 per share, up 20% over 4th quarter 2000
- Net yield at 12/31/01 of 3.38%, up from 3.21% at 9/30/01 and 2.91% at 12/31/00
- Net interest income up 11% from the 3rd quarter, and 30% from 4th quarter 2000
- Retail banking revenue up 11% from the 3rd quarter, and 22% from 4th quarter 2000
- Total deposits, excluding acquisitions, up $768 million or 3% in quarter, up 17% in year
- Core deposits, excluding acquisitions, up $1.2 billion or 9% in quarter, up 48% in year
- Loan originations of $4.9 billion, up from $4.5 billion in 3rd quarter, and $2.8 billion in 4th quarter 2000
- Non single-family loan portfolio up 19% in the year, now 61% of total loans
- Net charge-offs of .29% in the quarter, significantly below industry average
- Reserve to loans strengthened to .98%, up from .78% at 12/31/00

CLEVELAND, Ohio, January 22, 2002 -- Charter One Financial, Inc. (NYSE:CF), the holding company of Charter One
Bank, F.S.B., today reported net income of $135 million for the three months ended December 31, 2001, or a record $.59 per
diluted share. This was up 20% from $.49 in net earnings per diluted share reported in the year ago quarter, and up 3.5%
from $.57 in the third quarter of 2001. All per share data have been restated for the 5% stock dividend paid on September 28,
2001.

Net income for the quarter generated annualized returns of 1.44% on average assets, 17.67% on average equity, and 20.18% on
average tangible equity. These compared with returns of 1.33% on average assets, 18.26% on average equity and 20.18% on
average tangible equity in the fourth quarter of 2000.

There were several significant components to the fourth-quarter earnings that related primarily to interest rates and the country's
economic environment. The rate environment drove residential lending volumes to extraordinary levels and accounted for much
higher sales of mortgage-backed securities. The result was $46 million in pre-tax gains from those sales, far above a normal run
rate. Offsetting the earnings benefit of these gains was a $20 million increase in loan loss reserves due to the softening economy;
a $16.5 million increase in the mortgage servicing rights valuation allowance due to the increase in mortgage prepayment levels;
and a $7.5 million contribution to a newly formed charitable foundation.

Net income for the full-year 2001 topped $500 million for the first time in Charter One's history, reaching $501 million, or $2.21
per diluted share. This represented an 11% increase over 2000's net operating earnings (net income excluding merger-related
costs) of $1.99 per share. Returns held steady for the two years, with returns on assets, equity and tangible equity of 1.41%,
18.17% and 20.25% in 2001, compared to operating returns on assets, equity and tangible equity of 1.43%, 18.82% and 20.88%
in 2000.

"Charter One's 2001 performance was simply remarkable," commented Charles John Koch, Charter One's Chairman and Chief
Executive Officer. "Not only did we surpass every financial and operating performance goal that we established for ourselves as
we entered 2001, we also made great strides in achieving our longer term goal of building a fortress-like balance sheet. We posted
extraordinary retail deposit growth, which helped move our loan-to-deposit ratio to 101% (from 122% a year ago). Additionally
we materially strengthened our loan loss reserves, and maintained one of the strongest tangible capital positions in the financial
sector. All of this was accomplished while reporting returns on assets and equity in the upper quartile of the regional banking
sector."

*Net interest income and net yield* - Net interest income was $280 million for the three months ended December 31, 2001, up a
noteworthy 11% from $253 million in the third quarter of 2001 and 30% from $215 million in the fourth quarter of 2000. This
increase was primarily driven by net yield expanding to 3.38% at December 31, 2001, up from 3.21% at the end of September,
and 2.91% at the end of December 2000. Asset growth also contributed to the increase, with average interest earning assets up
2% in the fourth quarter of 2001, and up 13% from the fourth quarter of 2000. The expansion in net yield reflected the significant
benefits realized from the maturity and repricing of higher rate certificates of deposit and repricing of core deposits. This also
provides a strong foundation going into 2002.

*Retail banking revenue*- Retail banking revenue is the largest component of recurring noninterest income and totaled $80 million
for the three months ended December 31, 2001, up 22% from the comparable 2000 quarter. Retail banking revenue actually
includes three separate components: deposit-related revenue ($68 million), fees from retail brokerage activities ($9 million), and
other revenue related to retail operations ($3 million). Deposit-related revenue was once again up 20% over the same quarter last
year, extending the streak of 20% year-over-year growth. The primary drivers of the increase were debit card and transaction-related revenues, both of which are important elements of the retail banking strategy.

*Mortgage banking revenue* - The mortgage banking category includes revenue associated with Charter One's mortgage servicing
and mortgage banking operations, offset by the amortization of its mortgage servicing rights asset. In the fourth quarter of 2002
the $16.5 million increase in the MSR valuation allowance discussed above exceeded the revenues generated by $3 million. In
the year ago quarter, mortgage banking revenue benefited from a $21 million gain on the sale of $3 billion in mortgage servicing.
Notwithstanding the high prepayment environment throughout 2001, Charter One's substantial retail mortgage replenishment
capabilities resulted in a 33% increase from December 2000 in its portfolio of loans serviced for others, to just under $14 billion.

*Net gains (losses)* - Historically, Charter One has managed portfolio size and mix through sales of mortgage-backed securities
comprised primarily of seasoned bank-originated, fixed-rate mortgage product. These sales generate nearly all of the revenue
included as net gains (losses). With lending volumes continuing at record levels, particularly in the consumer-oriented portfolio,
the Company remains an excess asset generator, meaning it is generating significantly more residential mortgage

assets than it
needs to meet its balance sheet size and mix objectives. During the fourth quarter of 2001, net gains of $46 million resulted
primarily from the sale of $1.9 billion of such securities.

*Lending production* - Loan and lease originations for the fourth quarter of 2001 were strong at $4.9 billion,
capping off a record year of  $17.8 billion. Single-family originations remained a significant portion of
overall volumes at $2.8 billion in the fourth quarter, and $9.2 billion for the year. Since single-family
loans represent an important gateway to the retail consumer and the resulting cross-sell opportunities,
healthy origination levels continue to be an important element of Charter One's banking model.

*Lending portfolio* - Loans and leases before reserves totaled $26.0 billion at December 31, up $1.8
billion, or 7%, from the end of the 2000. The ending balance included $1.4 billion in loans from
acquisitions and is after $6.7 billion in single-family and consumer loans securitized during the year. At
the end of December, 39% of the loan portfolio was in single-family loans, down from 45% at the end
of 2000. At 61% of the portfolio, the non single-family portion of the portfolio totaled $15.8 billion, up
1% during the quarter and 19% since the beginning of the year. Without the acquisitions and
securitization activity, the growth rate would have been 23% for the year.

*Credit quality* *and allowance for loan losses* - Annualized net charge-offs equaled .29% of average
loans for the fourth quarter of 2001, down from .36% in the third quarter, and came in at .27% for the
year. This level is roughly one-third the industry average of 1.10% reported for the third quarter of 2001
by the FDIC for commercial banks with assets in excess of $10 billion. Furthermore, Charter One's
nonperforming asset level is at the very low end of the range for comparably sized financial institutions.
Nonperforming assets (including troubled debt restructurings and loans delinquent 90 days and still
accruing) increased to $244 million at December 31, 2001 from $214 million at September 30, 2001.
The ratio of nonperforming assets to total assets remained low at .64% at December 31, 2001. Given the
performance of the portfolio and the collateralized nature of these assets, management continues to
believe credit losses will remain very manageable over the near term.

In light of the softening economy and reflecting the shifting mix of the loan portfolio, the provision for
loan and lease losses exceeded net charge-offs by $20 million during the quarter ($32 million during the
year). The ratio of the allowance to total loans has increased from .78% at the beginning of 2001 .98%
at December 31. Additionally, the $255 million allowance was equivalent to nearly four years of charge-offs, based on the 2001 annual level. The portfolio remains well diversified and 95% of all loans are
collateralized, with 60% backed by single and multifamily real estate.

*Deposits -* Deposits totaled $25.1 billion at December 31, 2001, up $5.5 billion, or 28%, during the year.
Acquisitions contributed $2.2 billion of the net growth, resulting a de novo retail deposit increase of $3.3
billion, for a growth rate of 17%. This represents the highest organic growth rate in Charter One history,
both in terms of growth rate and absolute balances. During the fourth quarter, total deposits, excluding
acquisitions, increased by $768 million, for an organic growth of 3%. The quarter also included $866
million coming from the purchase of the branches and retail deposits of Superior Federal Bank in
Illinois. Early deposit retention results at Superior have been excellent.

But the real news was in core deposits, a primary focus over the past several years. Core deposits
(checking, money market and savings accounts) totaled $14.6 billion at December 31, 2001, up $5.1
billion or 55% from the end of 2000. Acquisitions accounted for only $607 million of this growth,

Much of the success in attracting deposits has been attributable to attractive checking account products.
Once again, a record was established in opening 131,000 checking accounts during the fourth quarter,
bringing the total for the year to 467,000. The total number of checking accounts increased to 1.27
million at the end of 2001, up 17% from 1.09 million at the end of 2000, with only 1% attributable to
acquisitions.

*Operating expenses -*Administrative expenses totaled $176 million in the three months ended December
31, 2001, up from $155 million in the third quarter of 2001 and $142 million (excluding merger costs)
in the year ago quarter. The increase was primarily attributable to costs associated with acquisitions, high
loan origination volumes and new marketing programs. Additionally, Charter One established a charitable
foundation during the fourth quarter, funding it with an initial deposit of $7.5 million. Operating expenses
translated into an efficiency ratio of 41.66% for the fourth quarter of 2001, compared to 40.49% for the
third quarter of 2001 and 41.79% for the fourth quarter of 2000.

*Stock repurchase update*- On July 18, 2000, the Company authorized the repurchase of 10% of its
outstanding shares, or approximately 20 million shares. During 2001, Charter One repurchased 4.3
million shares. Separately, on September 12, 2001, the Company entered into an agreement with a third
party that provided the Company with an option to purchase up to $100 million of Charter One common
stock through the use of forward transactions. On January 8, 2002, the Company settled open forward
transactions for 3.5 million shares of its common stock through physical share settlement whereby the
Company paid cash of $97 million, or $27.69 per share, to a third party in exchange for the 3.5 million
shares. The common shares outstanding and shareholders' equity were reduced on the settlement date
and, as a result, the transaction did not affect Charter One's 2001 results or year-end balance sheet.
Following the purchases under this agreement, Charter One had 7.1 million shares remaining under its
current repurchase authorization.

*Acquisition update -*On January 11, 2002, the Company announced an agreement to acquire Charter
National Bancorp, a commercial bank headquartered in Wyandotte, Michigan, with $300 million of
assets. At the same time, it announced its intention to adopt the Charter One name for its Michigan
operations as soon as the merger is complete, sometime in the second or third quarter of 2002.

*National bank charter application -*As previously announced, Charter One has filed an application with
the Office of the Comptroller of the Currency to convert to a national bank charter. Charter One Bank
is currently a federal savings bank regulated by the Office of Thrift Supervision. Charter One expects the
conversion to be effective during the first quarter of 2002. Given the Bank's capital levels and business
mix, management does not anticipate any significant financial or regulatory impact from the switch in
regulators.

*Outlook -* In closing, Koch stated he was comfortable with earnings estimates of $2.50 to $2.55 per share
for 2002, which translates into a 13 to 15% growth rate. "Our comfort stems primarily from confidence
in our consumer banking model, and the strong momentum coming off our 2001 performance.
Furthermore, we expect to meet these targets in a conservative manner."

He went on to summarize a few of the most significant assumptions behind the earnings guidance:

- A continuation of the current interest rate and economic environment
- Modest asset growth of up to 3%
- A 20% increase in retail banking revenues
- A 4% increase in operating expenses
- A net charge-off ratio of 30 basis points on average loans
- Normalized levels of securities gains of $5 million per quarter starting second quarter 2002; first
quarter includes $20 million in gains already realized.

The ability to meet these robust growth targets with little or no asset growth not only reduces our risk
profile, it provides tremendous capital management flexibility. As illustrated by the 3.5 million shares
repurchased on January 8 of this year, we have a strong history of using our capital position in an
opportunistic manner.

*Company profile -* Charter One has $38 billion in total assets, making it one of the 25 largest bank
holding companies in the country. The Bank has 456 branch locations in Ohio, Michigan, New York,
Illinois, Massachusetts, and Vermont. In Michigan, the branch locations currently operate under the
name First Federal of Michigan. The Company's diverse product set includes: consumer banking,
indirect auto finance, commercial leasing, business lending, commercial real estate lending, mortgage
banking, and retail investment products. For additional information, including press releases and
investor presentations, investors are directed to Charter One's web site: www.charterone.com.

The Company has scheduled a conference call to discuss quarterly results for 10:00 a.m. eastern time
on Wednesday, January 23, 2002. To participate in the call, dial (888) 423-3268 and ask for the
Charter One 4th quarter earnings call. The call is available on a replay basis until February 2, 2002
by dialing (320) 365-3844, access code 621377. Alternatively, the call will be available through
Charter One's website, both on a live and a replay basis.

**Forward-Looking Information**

This release contains certain estimates of future operating trends for Charter One Financial, Inc.,
as well as estimates of financial condition and earnings, operating efficiencies, revenue creation,
lending origination, loan sale volumes, charge-offs and loan loss provisions. These estimates
constitute forward-looking statements (within the meaning of the Private Securities Litigation
Reform Act of 1995), which involve significant risks and uncertainties. Actual results may differ
materially from the results discussed in these forward-looking statements. Factors that might
cause such a difference include, but are not limited to:(1) the economic impact of the terrorist
attacks on September 11, and the U.S. response to those attacks; (2) revenue growth is lower
than expected; (3) competitive pressures among depository institutions increase significantly; (4)
changes in the interest rate environment reduce interest margins; (5) general economic
conditions, either nationally or in the states in which the Company does business, are less
favorable than expected; and (6) legislation or regulatory changes adversely affect the businesses
in which the Company is engaged. Other factors which may affect these statements are identified
in previous filings with the Securities and Exchange Commission.

***#####***

**CHARTER ONE FINANCIAL, INC.CONSOLIDATED STATEMENTS OF INCOME**(unaudited)

**Three Months Ended****12/31/01**
**9/30/01**
**6/30/01**
**3/31/01**
**12/31/00****(Dollars in thousands, except per share data)****Interest income:**Loans and leases
$     462,055
$     484,697
$     458,851
$     466,667
$     472,623Mortgage-backed securities:Available for sale
109,319
89,819
84,613
82,724
69,608Held to maturity
17,241
20,141
23,283
26,287
28,108Investment securities:Available for sale
2,741
3,387
2,216
2,836
8,057Held to maturity
85
88
91
145
333Other interest-earning assets
8,605
10,850
10,888
10,617
11,173Total interest income
600,046
608,982
579,942
589,276
589,902**Interest expense:**Deposits
199,688
224,811
216,327
214,457
211,787FHLB advances
112,297
122,214
128,186
135,747
141,910Other borrowings
8,121
8,633
7,758
9,591
21,375Total interest expense
320,106
355,658
352,271
359,795
375,072Net interest income
279,940
253,324
227,671
229,481
214,830Provision for loan and lease losses
38,853
27,109
17,076
17,728
20,920Net interest income after provision for loan and lease losses
241,087
226,215
210,595
211,753
193,910**Other income:**Retail banking
80,108
72,285
72,130
67,369
65,648Mortgage banking
(3,069)
9,637
8,830
9,480
35,967Leasing operations
252
2,230
331
1,207
905Net gains (losses)
46,336
26,302
25,580
16,094
(2,862)Bank owned life insurance and other
9,197
9,691
9,785
9,849
11,909Total other income
132,824
120,145
116,656
103,999
111,567**Administrative expenses:**Compensation and employee benefits
72,412
73,951
65,438
68,099
61,656Net occupancy and equipment
29,162
27,051
26,314
26,861
25,902Marketing expenses
9,462
6,554
9,633
6,059
3,991Federal deposit insurance premiums
1,044
1,026
932
916
939Merger expenses
-
-
-
-
3,427Amortization of goodwill
4,039
4,039
4,039
4,039
4,045Other administrative expenses
59,884
42,629
44,467
41,612
45,121Total administrative expenses
176,003
155,250
150,823
147,586
145,081Income before income taxes
197,908
191,110
176,428
168,166
160,396Income taxes
62,829
60,677
56,016
53,376
51,022Net income
$     135,079
$     130,433
$     120,412
$     114,790
$     109,374**Basic earnings per share**(1)****
$             .60
$             .58
$             .55
$             .52
$             .50**Diluted earnings per share**(1)****
$             .59
$             .57
$             .54
$             .51
$             .49**Average common shares outstanding**(1)**:******Basic
224,524,427
224,709,693
217,811,601
218,849,204
218,367,756Diluted
229,922,618
230,579,401
223,381,474
224,244,027
222,881,769Cash dividends declared per share(1)
$             .20
$             .19
$             .19
$             .17
$             .17
__________________________
(1)	Restated to reflect the 5% stock dividend issued September 28, 2001.

**CHARTER ONE FINANCIAL, INC. AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF INCOME**(unaudited)

|                                                                     | **Twelve Months Ended**                         
|-------------------------------------------------------------------- | ------------------------------------------------
|                                                                     | **12/31/01**                                    
|                                                                     | **(Dollars in thousands,except per share data)**
|**Interest income:**                                                 |                                                 
|Loans and leases                                                     | $   1,872,270                                   
|Mortgage-backed securities:                                          |                                                 
|Available for sale                                                   | 366,475                                         
|Held to maturity                                                     | 86,952                                          
|Investment securities:                                               |                                                 
|Trading                                                              | -                                               
|Available for sale                                                   | 11,180                                          
|Held to maturity                                                     | 409                                             
|Other interest-earning assets                                        | 40,960                                          
|Total interest income                                                | 2,378,246                                       
|**Interest expense:**                                                |                                                 
|Deposits                                                             | 855,283                                         
|FHLB advances                                                        | 498,444                                         
|Other borrowings                                                     | 34,103                                          
|Total interest expense                                               | 1,387,830                                       
|Net interest income                                                  | 990,416                                         
|Provision for loan and lease losses                                  | 100,766                                         
|Net interest income after provision for loan and        lease losses | 889,650                                         
|**Other income:**                                                    |                                                 
|Retail banking                                                       | 291,892                                         
|Mortgage banking                                                     | 24,878                                          
|Leasing operations                                                   | 4,020                                           
|Net gains                                                            | 114,312                                         
|Bank owned life insurance and other                                  | 38,522                                          
|Total other income                                                   | 473,624                                         
|**Administrative expenses:**                                         |                                                 
|Compensation and employee benefits                                   | 279,900                                         
|Net occupancy and equipment                                          | 109,388                                         
|Marketing expenses                                                   | 31,708                                          
|Federal deposit insurance premiums                                   | 3,918                                           
|Merger expenses                                                      | -                                               
|Amortization of goodwill                                             | 16,156                                          
|Other administrative expenses                                        | 188,592                                         
|Total administrative expenses                                        | 629,662                                         
|Income before income taxes                                           | 733,612                                         
|Income taxes                                                         | 232,898                                         
|Net income                                                           | $       500,714                                 
|**Basic earnings per share**(1)****                                  | $             2.25                              
|**Diluted earnings per share**(1)****                                | $             2.21                              
|**Average common shares outstanding**(1)**:******                    |                                                 
|Basic                                                                | 221,473,731                                     
|Diluted                                                              | 227,031,880                                     
|Cash dividends declared per share(1)                                 | $              .75                              

(1)	Restated to reflect the 5% stock dividend issued September 28, 2001.

**CHARTER ONE FINANCIAL, INC.CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION**(unaudited)

|                                                                                                                                                                | **12/31/01**                                      | **9/30/01**  | **6/30/01**  | **3/31/01** | **12/31/00**
|--------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------- | ------------ | ------------ | ----------- | ------------
|                                                                                                                                                                | **(Dollars in thousands, except per share data)**
|**ASSETS**                                                                                                                                                     
|Cash and deposits with banks                                                                                                                                    | $    481,013                                      | $    565,955 | $    608,420 | $   537,754 | $    530,771
|Federal funds sold and other                                                                                                                                    | 35,507                                            | 504          | 13,161       | 35,494      | 486         
|Total cash and cash equivalents                                                                                                                                 | 516,520                                           | 566,459      | 621,581      | 573,248     | 531,257     
|Investments securities:                                                                                                                                         |                                                   |              |              |             |             
|Available for sale                                                                                                                                              | 129,312                                           | 133,409      | 109,298      | 113,242     | 426,701     
|Held to maturity                                                                                                                                                | 6,274                                             | 7,088        | 6,827        | 7,469       | 22,514      
|Mortgage-backed securities:                                                                                                                                     |                                                   |              |              |             |             
|Available for sale                                                                                                                                              | 8,030,512                                         | 7,390,874    | 5,621,148    | 5,385,106   | 4,087,196   
|Held to maturity                                                                                                                                                | 983,904                                           | 1,129,049    | 1,268,993    | 1,415,280   | 1,506,175   
|Loans and leases, net                                                                                                                                           | 25,396,071                                        | 25,194,411   | 24,337,829   | 23,807,368  | 23,950,172  
|Loans held for sale                                                                                                                                             | 332,629                                           | 204,126      | 198,491      | 157,762     | 58,002      
|Bank owned life insurance                                                                                                                                       | 808,231                                           | 798,124      | 753,840      | 753,323     | 743,509     
|Federal Home Loan Bank stock                                                                                                                                    | 617,836                                           | 614,603      | 572,857      | 577,135     | 568,377     
|Premises and equipment                                                                                                                                          | 352,235                                           | 348,821      | 334,057      | 331,459     | 323,911     
|Accrued interest receivable                                                                                                                                     | 162,065                                           | 176,359      | 156,732      | 159,103     | 165,990     
|Real estate and other collateral owned                                                                                                                          | 54,351                                            | 45,642       | 39,537       | 36,573      | 27,731      
|Loan servicing assets                                                                                                                                           | 139,840                                           | 148,875      | 134,286      | 127,301     | 121,735     
|Goodwill                                                                                                                                                        | 350,839                                           | 300,104      | 164,227      | 168,319     | 172,411     
|Other assets                                                                                                                                                    | 293,897                                           | 244,184      | 227,517      | 218,973     | 265,746     
|Total assets                                                                                                                                                    | $38,174,516                                       | $37,302,128  | $34,547,220  | $33,831,661 | $32,971,427 
|**LIABILITIES AND SHAREHOLDERS' EQUITY**                                                                                                                       
|Deposits:                                                                                                                                                       |                                                   |              |              |             |             
|Checking accounts                                                                                                                                               | $ 7,830,026                                       | $ 6,405,681  | $ 5,101,776  | $ 4,365,660 | $ 3,941,912 
|Money market and savings accounts                                                                                                                               | 6,737,160                                         | 6,754,670    | 6,375,715    | 6,220,615   | 5,486,158   
|Certificates of deposit                                                                                                                                         | 10,556,123                                        | 10,328,720   | 9,642,507    | 9,834,765   | 10,177,601  
|Total deposits                                                                                                                                                  | 25,123,309                                        | 23,489,071   | 21,119,998   | 20,421,040  | 19,605,671  
|Federal Home Loan Bank advances                                                                                                                                 | 8,657,238                                         | 9,139,367    | 9,384,710    | 9,635,622   | 9,636,277   
|Federal funds purchased and repurchase agreements                                                                                                               | 203,259                                           | 467,771      | 171,636      | 56,472      | 262,326     
|Other borrowings                                                                                                                                                | 304,410                                           | 306,987      | 292,504      | 289,010     | 284,808     
|Advance payments by borrowers for taxes and insurance                                                                                                           | 54,103                                            | 57,775       | 54,120       | 50,306      | 60,761      
|Accrued interest payable                                                                                                                                        | 57,704                                            | 73,908       | 91,419       | 91,849      | 54,499      
|Accrued expenses and other liabilities                                                                                                                          | 845,993                                           | 841,057      | 865,265      | 742,738     | 610,881     
|Total liabilities                                                                                                                                               | 35,246,016                                        | 34,375,936   | 31,979,652   | 31,287,037  | 30,515,223  
|Shareholders' equity:                                                                                                                                           |                                                   |              |              |             |             
|Preferred stock - $.01 par value per share; 20,000,000    shares authorized and unissued                                                                        | -                                                 | -            | -            | -           | -           
|Common stock - $.01 par value per share; 360,000,000    shares authorized; 224,855,827, 224,427,720,    212,681,891, 212,681,891, and 212,684,698 shares issued | 2,249                                             | 2,244        | 2,127        | 2,127       | 2,127       
|Additional paid-in capital                                                                                                                                      | 2,091,767                                         | 2,084,103    | 1,751,959    | 1,747,775   | 1,745,232   
|Retained earnings                                                                                                                                               | 811,093                                           | 721,430      | 916,326      | 850,961     | 786,793     
|Less 516,082, 0, 5,571,193, 4,667,371, and 4,456,293    shares of common stock held in treasury at cost                                                         | (14,586)                                          | -            | (141,622)    | (110,821)   | (100,545)   
|Borrowings of employee investment and stock    ownership plan                                                                                                   | -                                                 | (314)        | (628)        | (942)       | (1,256)     
|Accumulated other comprehensive income                                                                                                                          | 37,977                                            | 118,729      | 39,406       | 55,524      | 23,853      
|Total shareholders' equity                                                                                                                                      | 2,928,500                                         | 2,926,192    | 2,567,568    | 2,544,624   | 2,456,204   
|Total liabilities and shareholders' equity                                                                                                                      | $38,174,516                                       | $37,302,128  | $34,547,220  | $33,831,661 | $32,971,427 

**CHARTER ONE FINANCIAL, INC.SELECTED STATISTICAL DATA**(unaudited)

|                                                               | **Three Months Ended**                           
|-------------------------------------------------------------- | -------------------------------------------------
|                                                               | **12/31/01**                                     
|                                                               | **(Dollars in thousands, except per share data)**
|**Operating earnings (excluding merger expenses):**            |                                                  
|Operating earnings                                             | $135,079                                         
|Operating earnings per share(1)                                | .59                                              
|**Annualized returns and ratios based on operating earnings:** |                                                  
|Return on average assets                                       | 1.44%                                            
|Return on average equity                                       | 17.67                                            
|Average equity to average assets                               | 8.15                                             
|Net interest income to administrative expenses                 | 1.59x                                            
|Administrative expenses to average assets                      | 1.88%                                            
|Efficiency ratio                                               | 41.66                                            
|**Annualized returns based on net income:**                    |                                                  
|Return on average assets                                       | 1.44                                             
|Return on average equity                                       | 17.67                                            
|**Annualized return on average tangible equity**(2)****        | 20.18                                            

|                                                    | **Twelve Months Ended**                         
|--------------------------------------------------- | ------------------------------------------------
|                                                    | **12/31/01**                                    
|                                                    | **(Dollars in thousands,except per share data)**
|**Operating earnings (excluding merger expenses):** |                                                 
|Operating earnings                                  | $500,714                                        
|Operating earnings per share(1)                     | 2.21                                            
|**Returns and ratios based on operating earnings:** |                                                 
|Return on average assets                            | 1.41%                                           
|Return on average equity                            | 18.17                                           
|Average equity to average assets                    | 7.76                                            
|Net interest income to administrative expenses      | 1.57x                                           
|Administrative expenses to average assets           | 1.77%                                           
|Efficiency ratio                                    | 41.91                                           
|**Returns based on net income:**                    |                                                 
|Return on average assets                            | 1.41                                            
|Return on average equity                            | 18.17                                           
|**Return on average tangible equity**(2)****        | 20.25                                           

|                                            | **12/31/01** | **9/30/01** | **6/30/01** | **3/31/01** | **12/31/00**
|------------------------------------------- | ------------ | ----------- | ----------- | ----------- | ------------
|**End of period capitalization:**           |              |             |             |             |             
|Equity to assets                            | 7.67%        | 7.84%       | 7.43%       | 7.52%       | 7.45%       
|Tangible equity to assets                   | 6.74         | 7.03        | 6.96        | 7.02        | 6.92        
|Book value per share(1)                     | $13.05       | $13.04      | $11.81      | $11.65      | $11.23      
|Tangible book value per share(1)            | 11.47        | 11.68       | 11.05       | 10.88       | 10.44       
|**Miscellaneous end-of-period data:**       |              |             |             |             |             
|Number of employees (full-time equivalents) | 6,850        | 6,716       | 6,660       | 6,551       | 6,573       
|Number of full-service branches             | 456          | 436         | 423         | 423         | 419         
|Number of loan production offices           | 29           | 29          | 29          | 32          | 32          
|Number of ATMs                              | 919          | 921         | 905         | 910         | 913         

**COMPOSITION OF DEPOSITS**

|                                  | **12/31/01**               | **9/30/01** | **6/30/01** | **3/31/01** | **12/31/00**
|--------------------------------- | -------------------------- | ----------- | ----------- | ----------- | ------------
|                                  | **(Dollars in thousands)**
|Checking accounts:                |                            |             |             |             |             
|Interest-bearing                  | $5,973,545                 | $4,840,344  | $3,545,157  | $2,853,954  | $2,547,726  
|Noninterest-bearing               | 1,856,481                  | 1,565,337   | 1,556,619   | 1,511,706   | 1,394,186   
|Money market and savings accounts | 6,737,160                  | 6,754,670   | 6,375,715   | 6,220,615   | 5,486,158   
|Certificates of deposit:          |                            |             |             |             |             
|Retail                            | 10,465,071                 | 10,243,990  | 9,522,954   | 9,695,516   | 9,979,198   
|Brokered                          | 91,052                     | 84,730      | 119,553     | 139,249     | 198,403     
|Total deposits                    | $25,123,309                | $23,489,071 | $21,119,998 | $20,421,040 | $19,605,671 

**CHARTER ONE FINANCIAL, INC.AVERAGE BALANCE SHEET, YIELDS AND COSTS**(unaudited)

|****                                       | **Three Months Ended**    
|------------------------------------------ | --------------------------
|****                                       | **12/31/01**              
|****                                       | **(Dollars in thousands)**
|**Average balance sheet data:**            |                           
|Interest-earning assets:                   |                           
|Loans and leases                           | $25,992,199               
|Mortgage-backed securities                 | 8,125,218                 
|Investment securities                      | 139,714                   
|Other interest-earning assets              | 627,381                   
|                                           |                           
|Total interest-earning assets              | 34,884,512                
|Allowance for loan and lease losses        | (235,087)                 
|Noninterest-earning assets(1)              | 2,867,450                 
|                                           |                           
|Total assets                               | $37,516,875               
|                                           |                           
|Interest-bearing liabilities:              |                           
|Checking accounts                          | $  6,971,531              
|Money market and savings accounts          | 6,705,579                 
|Certificates of deposit                    | 10,449,348                
|                                           |                           
|Total deposits                             | 24,126,458                
|FHLB advances                              | 8,866,648                 
|Other borrowings                           | 553,116                   
|                                           |                           
|Total interest-bearing liabilities         | 33,546,222                
|Noninterest-bearing liabilities            | 912,290                   
|                                           |                           
|Total liabilities                          | 34,458,512                
|Shareholders' equity                       | 3,058,363                 
|                                           |                           
|Total liabilities and shareholders' equity | $37,516,875               
|                                           |                           
|                                           |                           
|**Yields and costs during period:**        |                           
|Weighted average yield:                    |                           
|Loans and leases(2)                        | 7.10%                     
|Mortgage-backed securities                 | 6.23                      
|Investment securities                      | 8.09                      
|Other interest-earning assets              | 5.37                      
|Total interest-earning assets              | 6.87                      
|Weighted average cost(3):                  |                           
|Checking accounts                          | 2.24                      
|Money market and savings accounts          | 2.61                      
|Certificates of deposit                    | 4.41                      
|Total deposits                             | 3.28                      
|FHLB advances                              | 5.02                      
|Other borrowings                           | 5.82                      
|Total interest-bearing liabilities         | 3.79                      
|Interest rate spread                       | 3.08                      
|Net yield on interest-earning assets       | 3.21                      

**CHARTER ONE FINANCIAL, INC.AVERAGE BALANCE SHEET, YIELDS AND COSTS**(unaudited)

|                                           | **Twelve Months Ended**   
|------------------------------------------ | --------------------------
|                                           | **12/31/01**              
|                                           | **(Dollars in thousands)**
|**Average balance sheet data:**            |                           
|Interest-earning assets:                   |                           
|Loans and leases                           | $25,463,666               
|Mortgage-backed securities                 | 6,818,807                 
|Investment securities                      | 146,664                   
|Other interest-earning assets              | 628,560                   
|Total interest-earning assets              | 33,057,697                
|Allowance for loan and lease losses        | (211,859)                 
|Noninterest-earning assets(1)              | 2,651,957                 
|Total assets                               | $35,497,795               
|Interest-bearing liabilities:              |                           
|Checking accounts                          | $ 5,345,061               
|Money market and savings accounts          | 6,433,557                 
|Certificates of deposit                    | 10,230,112                
|Total deposits                             | 22,008,730                
|FHLB advances                              | 9,361,225                 
|Other borrowings                           | 515,345                   
|Total interest-bearing liabilities         | 31,885,300                
|Noninterest-bearing liabilities            | 856,906                   
|Total liabilities                          | 32,742,206                
|Shareholders' equity                       | 2,755,589                 
|Total liabilities and shareholders' equity | $35,497,795               
|**Yields and costs during period:**        |                           
|Weighted average yield:                    |                           
|Loans and leases(2)                        | 7.35%                     
|Mortgage-backed securities                 | 6.65                      
|Investment securities                      | 7.90                      
|Other interest-earning assets              | 6.43                      
|Total interest-earning assets              | 7.19                      
|Weighted average cost(3):                  |                           
|Checking accounts                          | 2.22                      
|Money market and savings accounts          | 3.23                      
|Certificates of deposit                    | 5.17                      
|Total deposits                             | 3.89                      
|FHLB advances                              | 5.32                      
|Other borrowings                           | 6.58                      
|Total interest-bearing liabilities         | 4.35                      
|Interest rate spread                       | 2.84                      
|Net yield on interest-earning assets       | 3.00                      

**CHARTER ONE FINANCIAL, INC.YIELDS AND COSTS AT END OF PERIOD**(unaudited)

|****                                   | **12/31/01** | **9/30/01** | **6/30/01** | **3/31/01** | **12/31/00**
|-------------------------------------- | ------------ | ----------- | ----------- | ----------- | ------------
|**Yields and costs at end of period:** |              |             |             |             |             
|Weighted average yield:                |              |             |             |             |             
|Real estate loans                      | 6.99%        | 7.30%       | 7.33%       | 7.45%       | 7.49%       
|Retail consumer loans                  | 6.35         | 6.90        | 7.18        | 7.82        | 7.86        
|Automobile loans                       | 7.67         | 8.16        | 8.45        | 8.63        | 8.67        
|Consumer finance loans                 | 8.15         | 8.33        | 8.41        | 8.76        | 8.91        
|Leases(1)                              | 5.87         | 6.05        | 6.22        | 6.27        | 6.33        
|Corporate banking loans                | 6.07         | 7.11        | 7.47        | 8.34        | 8.89        
|Total loans and leases                 | 6.91         | 7.30        | 7.43        | 7.69        | 7.73        
|Mortgage-backed securities             | 6.18         | 6.46        | 6.73        | 7.06        | 7.29        
|Investment securities                  | 8.21         | 8.15        | 7.90        | 7.92        | 7.40        
|Other interest-earning assets          | 5.43         | 6.88        | 7.13        | 7.12        | 7.46        
|Total interest-earning assets          | 6.71         | 7.10        | 7.27        | 7.54        | 7.64        
|Weighted average cost(2):              |              |             |             |             |             
|Checking accounts                      | 1.86         | 2.45        | 2.15        | 1.93        | 1.73        
|Money market and savings accounts      | 2.26         | 2.72        | 3.14        | 3.79        | 3.29        
|Certificates of deposit                | 4.03         | 4.84        | 5.52        | 5.76        | 5.93        
|Total deposits                         | 2.88         | 3.58        | 3.99        | 4.34        | 4.35        
|FHLB advances                          | 5.02         | 5.12        | 5.39        | 5.51        | 5.86        
|Other borrowings                       | 5.86         | 5.31        | 6.84        | 8.06        | 7.21        
|Total interest-bearing liabilities     | 3.46         | 4.04        | 4.46        | 4.75        | 4.89        
|Interest rate spread                   | 3.25         | 3.06        | 2.81        | 2.79        | 2.75        
|Net yield on interest-earning assets   | 3.38         | 3.21        | 3.00        | 2.97        | 2.91        

**LOAN AND LEASE PORTFOLIO**(unaudited)

|****                                                           | **12/31/01**               | **9/30/01** | **6/30/01** | **3/31/01** | **12/31/00**
|-------------------------------------------------------------- | -------------------------- | ----------- | ----------- | ----------- | ------------
|****                                                           | **(Dollars in thousands)**
|**Loan and lease portfolio, net**(1)**:******                  |                            |             |             |             |             
|One-to-four family:                                            |                            |             |             |             |             
|Permanent:                                                     |                            |             |             |             |             
|Fixed rate                                                     | $,419,819                  | $5,812,007  | $5,408,985  | $4,788,565  | $4,543,712  
|Adjustable rate                                                | 3,350,370                  | 3,753,921   | 3,935,194   | 5,034,817   | 5,989,120   
|Construction                                                   | 409,369                    | 411,186     | 380,735     | 354,997     | 345,930     
|                                                               | 10,179,558                 | 9,977,114   | 9,724,914   | 10,178,379  | 10,878,762  
|Commercial real estate:                                        |                            |             |             |             |             
|Multifamily                                                    | 1,189,777                  | 1,240,894   | 1,035,595   | 1,031,704   | 1,115,360   
|Other                                                          | 1,279,889                  | 1,276,072   | 1,038,628   | 1,001,852   | 855,266     
|                                                               | 2,469,666                  | 2,516,966   | 2,074,223   | 2,033,556   | 1,970,626   
|Consumer:                                                      |                            |             |             |             |             
|Retail                                                         | 4,857,473                  | 4,910,435   | 5,454,166   | 4,853,952   | 4,631,476   
|Automobile                                                     | 4,397,425                  | 4,259,625   | 3,625,418   | 3,308,099   | 3,151,084   
|Consumer finance                                               | 1,042,522                  | 1,066,613   | 1,073,648   | 1,098,983   | 988,879     
|                                                               | 10,297,420                 | 10,236,673  | 10,153,232  | 9,261,034   | 8,771,439   
|Business:                                                      |                            |             |             |             |             
|Leases                                                         | 1,994,524                  | 2,008,167   | 1,937,747   | 1,869,117   | 1,778,021   
|Corporate banking                                              | 1,043,010                  | 895,221     | 844,582     | 816,035     | 798,942     
|                                                               | 3,037,534                  | 2,903,388   | 2,782,329   | 2,685,152   | 2,576,963   
|Loans and leases before allowance for    loan and lease losses | 25,984,178                 | 25,634,141  | 24,734,698  | 24,158,121  | 24,197,790  
|Allowance for loan and lease losses                            | (255,478)                  | (235,604)   | (198,378)   | (192,991)   | (189,616)   
|Loans and leases, net(1)                                       | $25,728,700                | $25,398,537 | $24,536,320 | $23,965,130 | $24,008,174 
|Portfolio of loans serviced for others                         | $13,846,807                | $13,862,069 | $12,115,754 | $10,723,836 | $10,379,644 

**CHARTER ONE FINANCIAL, INC.LOAN AND LEASE ACTIVITY**(unaudited)

|                                               | **Three Months Ended**    
|---------------------------------------------- | --------------------------
|                                               | **12/31/01**              
|                                               | **(Dollars in thousands)**
|**Originations:**                              |                           
|Real estate:                                   |                           
|Permanent:                                     |                           
|One-to-four family                             | $2,831,833                
|Multifamily                                    | 1,774                     
|Commercial                                     | 9,070                     
|Total permanent loans                          | 2,842,677                 
|Construction:                                  |                           
|One-to-four family                             | 7,288                     
|Multifamily                                    | 7,841                     
|Commercial                                     | 21,947                    
|Total construction loans                       | 37,076                    
|Total real estate loans originated             | 2,879,753                 
|Retail consumer                                | 867,979                   
|Automobile                                     | 636,021                   
|Consumer finance                               | 63,935                    
|Leases                                         | 104,562                   
|Corporate banking                              | 396,426                   
|Total loans and leases originated              | 4,948,676                 
|Loans purchased                                | 7,244                     
|Sales and principal reductions:                |                           
|Loans sold                                     | 476,089                   
|Loans exchanged for mortgage-backed securities | 1,259,205                 
|Principal reductions                           | 2,982,202                 
|Total sales and principal reductions           | 4,717,496                 
|Increase (decrease) before net items           | $    238,424              

|                                               | **Twelve Months Ended**   
|---------------------------------------------- | --------------------------
|                                               | **12/31/01**              
|                                               | **(Dollars in thousands)**
|**Originations:**                              |                           
|Real estate:                                   |                           
|Permanent:                                     |                           
|One-to-four family                             | $8,814,430                
|Multifamily                                    | 42,453                    
|Commercial                                     | 155,604                   
|Total permanent loans                          | 9,012,487                 
|Construction:                                  |                           
|One-to-four family                             | 349,510                   
|Multifamily                                    | 138,861                   
|Commercial                                     | 195,896                   
|Total construction loans                       | 684,267                   
|Total real estate loans originated             | 9,696,754                 
|Retail consumer                                | 3,536,687                 
|Automobile                                     | 2,715,921                 
|Consumer finance                               | 259,458                   
|Leases                                         | 502,073                   
|Corporate banking                              | 1,138,496                 
|Total loans and leases originated              | 17,849,389                
|Loans purchased                                | 1,425,549                 
|Sales and principal reductions:                |                           
|Loans sold                                     | 1,635,903                 
|Loans exchanged for mortgage-backed securities | 6,708,253                 
|Principal reductions                           | 9,111,479                 
|Total sales and principal reductions           | 17,455,635                
|Increase before net items                      | $  1,819,303              

**CHARTER ONE FINANCIAL, INC.ALLOWANCE FOR LOAN AND LEASE LOSSES**(unaudited)

|****                                                     | **Three Months Ended**    
|-------------------------------------------------------- | --------------------------
|****                                                     | **12/31/01**              
|****                                                     | **(Dollars in thousands)**
|**Allowance for loan and lease losses:**                 |                           
|Balance, beginning of period                             | $235,604                  
|Provision for loan and lease losses                      | 38,853                    
|Acquired through business combination                    | -                         
|Loans and leases charged off:                            |                           
|One-to-four family                                       | (1,035)                   
|Commercial real estate                                   | (630)                     
|Retail consumer                                          | (1,841)                   
|Automobile                                               | (13,073)                  
|Consumer finance                                         | (2,890)                   
|Leases                                                   | -                         
|Corporate banking                                        | (2,216)                   
|Total charge-offs                                        | (21,685)                  
|Recoveries:                                              |                           
|One-to-four family                                       | 13                        
|Commercial real estate                                   | 51                        
|Retail consumer                                          | 650                       
|Automobile                                               | 1,803                     
|Consumer finance                                         | 26                        
|Leases                                                   | -                         
|Corporate banking                                        | 163                       
|Total recoveries                                         | 2,706                     
|Net loan and lease charge-offs                           | (18,979)                  
|Balance, end of period                                   | $255,478                  
|Net charge-offs to average loans and leases (annualized) | .29%                      

|****                                                     | **Twelve Months Ended**   
|-------------------------------------------------------- | --------------------------
|****                                                     | **12/31/01**              
|****                                                     | **(Dollars in thousands)**
|**Allowance for loan and lease losses:**                 |                           
|Balance, beginning of period                             | $189,616                  
|Provision for loan and lease losses                      | 100,766                   
|Acquired through business combination                    | 33,782                    
|Loans and leases charged off:                            |                           
|One-to-four family                                       | (3,196)                   
|Commercial real estate                                   | (1,139)                   
|Retail consumer                                          | (7,613)                   
|Automobile                                               | (40,097)                  
|Consumer finance                                         | (11,246)                  
|Leases                                                   | (7,496)                   
|Corporate banking                                        | (7,672)                   
|Total charge-offs                                        | (78,459)                  
|Recoveries:                                              |                           
|One-to-four family                                       | 132                       
|Commercial real estate                                   | 75                        
|Retail consumer                                          | 1,972                     
|Automobile                                               | 6,603                     
|Consumer finance                                         | 227                       
|Leases                                                   | 220                       
|Corporate banking                                        | 544                       
|Total recoveries                                         | 9,773                     
|Net loan and lease charge-offs                           | (68,686)                  
|Balance, end of period                                   | $255,478                  
|Net charge-offs to average loans and leases (annualized) | .27%                      

**CHARTER ONE FINANCIAL, INC.NONPERFORMING ASSETS**(unaudited)

|                                                                    | **12/31/01**               | **9/30/01** | **6/30/01** | **3/31/01** | **12/31/00**
|------------------------------------------------------------------- | -------------------------- | ----------- | ----------- | ----------- | ------------
|                                                                    | **(Dollars in thousands)**
|Nonperforming loans and leases:                                     |                            |             |             |             |             
|Nonaccrual loans and leases:                                        |                            |             |             |             |             
|Real estate mortgage loans:                                         |                            |             |             |             |             
|One-to-four family(1)                                               | $ 79,394                   | $ 77,094    | $ 71,761    | $ 71,531    | $ 71,269    
|Multifamily and commercial                                          | 13,552                     | 8,046       | 5,566       | 8,566       | 8,132       
|Construction and land                                               | 10,276                     | 4,182       | 6,482       | 7,683       | 8,806       
|Total real estate mortgage loans                                    | 103,222                    | 89,322      | 83,809      | 87,780      | 88,207      
|Retail consumer                                                     | 16,592                     | 16,156      | 14,565      | 12,924      | 11,120      
|Automobile                                                          | -                          | 24          | 47          | 56          | 130         
|Consumer finance                                                    | 68,485                     | 63,198      | 58,255      | 51,898      | 48,673      
|Leases                                                              | 904                        | 2,687       | 6,441       | -           | -           
|Corporate banking                                                   | 10,551                     | 9,455       | 15,041      | 16,593      | 18,707      
|Total nonaccrual loans and leases                                   | 199,754                    | 180,842     | 178,158     | 169,251     | 166,837     
|Accruing loans and leases delinquent more than 90 days:             |                            |             |             |             |             
|Real estate mortgage loans:                                         |                            |             |             |             |             
|One-to-four family                                                  | -                          | -           | -           | -           | -           
|Multifamily and commercial                                          | -                          | -           | -           | -           | -           
|Construction and land                                               | -                          | -           | -           | -           | -           
|Total real estate mortgage loans                                    | -                          | -           | -           | -           | -           
|Retail consumer(1)                                                  | 4,519                      | 3,149       | 2,692       | 2,947       | 2,586       
|Automobile                                                          | 6,000                      | 6,437       | 6,709       | 5,887       | 6,911       
|Consumer finance                                                    | -                          | -           | -           | -           | -           
|Leases                                                              | -                          | 62          | 412         | 1,958       | 2,956       
|Corporate banking                                                   | 4,691                      | 1,991       | 2,076       | 1,114       | 2,086       
|Total accruing loans and leases delinquent more than 90 days        | 15,210                     | 11,639      | 11,889      | 11,906      | 14,539      
|Restructured real estate mortgage loans                             | 653                        | 656         | 659         | 662         | 666         
|Total nonperforming loans and leases                                | 215,617                    | 193,137     | 190,706     | 181,819     | 182,042     
|Real estate acquired through foreclosure and other collateral owned | 50,265                     | 41,955      | 36,500      | 33,363      | 27,523      
|Total nonperforming assets                                          | 265,882                    | 235,092     | 227,206     | 215,182     | 209,565     
|Less government guaranteed loans                                    | 21,506                     | 21,439      | 19,527      | 22,878      | 19,225      
|Nonperforming assets net of government guaranteed loans             | $244,376                   | $213,653    | $207,679    | $192,304    | $190,340    
|Ratio of (excluding government guaranteed nonperforming loans):     |                            |             |             |             |             
|Nonperforming loans and leases to total loans and leases            | .75%                       | .68%        | .70%        | .66%        | .68%        
|Nonperforming assets to total assets                                | .64                        | .57         | .60         | .57         | .58         
|Allowance for loan and lease losses to:                             |                            |             |             |             |             
|Nonperforming loans and leases                                      | 131.61                     | 137.22      | 115.89      | 121.42      | 116.46      
|Total loans and leases before allowance                             | .98                        | .92         | .80         | .80         | .78