SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20429



                                    FORM 10-Q

(Mark One)

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

                  For the quarterly period ended March 31, 2000
                                                 --------------

                                       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 0-29709

                   HARLEYSVILLE SAVINGS FINANCIAL CORPORATION
                   ------------------------------------------
             (Exact name of registrant as specified in its charter)

        Pennsylvania                                      23-3028464
  -------------------------                          ---------------------
  (State or other jurisdiction of                      (I.R.S. Employer
  incorporation or organization)                     Identification No.)

                271 Main Street, Harleysville, Pennsylvania 19438
--------------------------------------------------------------------------------
                    (Address of principal executive offices)
                                   (Zip Code)

                                 (215) 256-8828
--------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)


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

     (Former name,  former address and former fiscal year, if changed since last
report)

     Indicate  by check mark  whether the  Registrant  (1) has filed all reports
required to be filed by section 13 or 15 (d) of the  Securities  Exchange Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
Registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days. Yes [ X ] No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

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


     Common Stock, $.01 Par Value, 2,272,618 as of May 8, 2000


<PAGE>
                   HARLEYSVILLE SAVINGS FINANCIAL CORPORATION

                                 AND SUBSIDIARY

                                      Index

                                                                         PAGE(S)

Part I    FINANCIAL INFORMATION

   Item 1.   Financial Statements

       Consolidated Statements of Financial Condition as of
       March 31, 2000 (unaudited) and September 30, 1999                    1

       Consolidated Statements of Income for the Three and Six
       Months Ended March 31, 2000 and 1999 (unaudited)                     2

       Consolidated Statements of Stockholders' Equity for the Six
       Months Ended March 31, 2000 (unaudited)                              3

       Consolidated Statements of Cash Flows for the Six Months
       Ended March 31, 2000 and 1999 (unaudited)                            4

       Notes to Consolidated Financial Statements                         5 - 8

   Item 2.   Management's Discussion and Analysis of Financial
            Condition and Results of Operations                           9 - 10

   Item 3.   Quantitative and Qualitative Disclosures About Market Risk     11



Part II    OTHER INFORMATION

              Item 1. - 6.                                                  12

              Signatures                                                    13


<PAGE>
<TABLE>
<CAPTION>
                              Harleysville Savings Financial Corporation
                            Consolidated Statements of Financial Condition

                                                                      March 31,         September 30,
                                                                        2000                1999
                                                                    -------------      -------------
                                                                     (unaudited)

<S>                                                                 <C>                <C>
Assets

Cash and amounts due from depository institutions .............     $     988,320      $   1,273,990
Interest bearing deposits in other banks ......................         4,126,152          2,681,828
                                                                    -------------      -------------
     Total cash and cash equivalents ..........................         5,114,472          3,955,818
Investment securities held to maturity (fair value -
        March 31, $62,752,000; September 30, $59,201,000) .....        65,493,413         61,014,582
Investment securities available-for-sale at fair value ........         4,990,379          3,201,932
Mortgage-backed securities held to maturity (fair value -
        March 31, $113,216,000; September 30, $114,497,000) ...       116,873,189        116,778,337
Mortgage-backed securities available-for-sale at fair value ...         7,569,338          7,915,919
Loans receivable (net of allowance for loan losses -
        March 31, $2,038,068; September 30, $2,040,000) .......       256,186,077        252,259,611
Accrued interest receivable:
  Investments and interest-bearing deposits ...................           972,152            863,305
  Mortgage-backed securities ..................................           694,871            685,581
  Loans receivable ............................................         1,318,285          1,346,223
Federal Home Loan Bank stock - at cost ........................         6,880,400          6,472,900
Office properties and equipment ...............................         4,548,954          4,677,886
Deferred income taxes .........................................           357,892            304,060
Prepaid expenses and other assets .............................           560,083            371,568
                                                                    -------------      -------------
TOTAL ASSETS ..................................................     $ 471,559,505      $ 459,847,722
                                                                    =============      =============

Liabilities and Stockholders' Equity
Liabilities:

     Deposits .................................................     $ 308,474,593      $ 303,660,099
     Advances from Federal Home Loan Bank .....................       128,876,107        125,179,928
     Accrued interest payable .................................           883,619            601,813
     Advances from borrowers for taxes and insurance ..........         2,516,149            874,167
     Accounts payable and accrued expenses ....................           523,574            569,068
                                                                    -------------      -------------
Total liabilities .............................................       441,274,042        430,885,075
                                                                    -------------      -------------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
<S>                                                                 <C>                <C>
Commitments
Stockholders' equity:

     Preferred Stock:  $.01 par value;
       7,500,000 shares authorized; none issued
     Common stock:  $.01 par value; 15,000,000
       shares authorized; issued and outstanding,
       March 31, 2000, 2,271,618; September 30, 1999, 2,256,750            22,716             22,568
     Paid-in capital in excess of par .........................         6,961,092          6,829,794
     Treasury stock, at cost (10,000 shares) ..................          (141,250)
     Retained earnings - partially restricted .................        23,648,158         22,211,041
     Accumulated other comprehensive loss .....................          (205,253)          (100,756)
                                                                    -------------      -------------
Total stockholders' equity ....................................        30,285,463         28,962,647
                                                                    -------------      -------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY ....................     $ 471,559,505      $ 459,847,722
                                                                    =============      =============
</TABLE>

See notes to consolidated financial statements.
<PAGE>
<TABLE>
<CAPTION>
                                Harleysville Savings Financial Corporation
                                    Consolidated Statements of Income

                                             For the Three Months Ended        For the Six Months Ended
                                                       March 31,                        March 31,
                                             ---------------------------     ---------------------------
                                                 2000            1999            2000             1999
                                             -----------     -----------     -----------     -----------
INTEREST INCOME:                                      (unaudited)                  (unaudited)
<S>                                          <C>             <C>             <C>             <C>
  Interest on mortgage loans ...........     $ 3,665,955     $ 3,698,049     $ 7,311,301     $ 7,469,411
  Interest on mortgage-backed securities       2,101,994       1,412,377       4,164,588       2,634,605
  Interest on consumer and other loans .       1,108,944       1,115,261       2,213,008       2,236,089
  Interest and dividends on investments        1,271,086       1,087,384       2,527,885       2,271,482
                                             -----------     -----------     -----------     -----------
Total interest income ..................       8,147,979       7,313,071      16,216,782      14,611,587
                                             -----------     -----------     -----------     -----------
Interest Expense:

  Interest on deposits .................       3,627,276       3,464,382       7,238,102       7,119,512
  Interest on borrowings ...............       1,900,420       1,499,971       3,785,856       2,942,149
                                             -----------     -----------     -----------     -----------
Total interest expense .................       5,527,696       4,964,353      11,023,958      10,061,661
                                             -----------     -----------     -----------     -----------
Net Interest Income ....................       2,620,283       2,348,718       5,192,824       4,549,926
Provision for loan losses ..............            --             2,521            --             7,428
                                             -----------     -----------     -----------     -----------
Net Interest Income after Provision
  for Loan Losses ......................       2,620,283       2,346,197       5,192,824       4,542,498
                                             -----------     -----------     -----------     -----------
Other Income:

  Other income .........................         121,335         104,917         223,805         229,510
                                             -----------     -----------     -----------     -----------
Total other income .....................         121,335         104,917         223,805         229,510
                                             -----------     -----------     -----------     -----------
Other Expenses:

  Salaries and employee benefits .......         684,311         600,983       1,332,555       1,170,225
  Occupancy and equipment ..............         246,537         303,040         496,769         603,660
  Deposit insurance premiums ...........          16,014          43,988          60,719          86,487
  Other ................................         367,957         294,232         720,747         575,277
                                             -----------     -----------     -----------     -----------
Total other expenses ...................       1,314,819       1,242,243       2,610,790       2,435,649
                                             -----------     -----------     -----------     -----------
Income before Income Taxes .............       1,426,799       1,208,871       2,805,839       2,336,359
Income tax expense .....................         439,400         385,000         870,400         732,000
                                             -----------     -----------     -----------     -----------
Net Income .............................     $   987,399     $   823,871     $ 1,935,439     $ 1,604,359
Basic Earnings Per Share ...............     $      0.44     $      0.37     $      0.86     $      0.42
Diluted Earnings Per Share .............     $      0.43     $      0.36     $      0.85     $      0.42
Dividends Per Share ....................     $      0.11     $      0.09     $      0.22     $      0.18
</TABLE>
See notes to consolidated financial statements.
<PAGE>
<TABLE>
<CAPTION>
                                             Harleysville Savings Financial Corporation
                                                 Statements of Stockholders' Equity


                                                                Paid                       Retained      Accumulated
                                                               Capital                     Earnings-       Other          Total
                                                Common        in Excess      Treasury      Partially    Comprehensive  Stockholders'
                                                 Stock         of Par          Stock       Restricted       Loss          Equity
------------------------------------------------------------------------------------------------------------------------------------
<S>                                          <C>            <C>            <C>            <C>           <C>             <C>
Balance at September 30, 1999 ...........    $    22,568    $ 6,829,794    $      --      $22,211,041   $  (100,756)    28,962,647
                                             ===========    ===========    ===========    ===========   ===========    ===========

Net Income ..............................                                                   1,935,439                    1,935,439
Issuance of Common Stock ................            148        131,298                                                    131,446
Dividends - $.11 per share ..............                                                    (498,322)                    (498,322)
Treasury stock purchased (10,000) .......                                     (141,250)                                   (141,250)
Unrealized holding loss on available-for-
 sale securities net of tax .............                                                                  (104,497)      (104,497)
                                             -----------    -----------    -----------    -----------   -----------     ----------

Balance at March 31,2000 ................    $    22,716    $ 6,961,092    $  (141,250)   $23,648,158   $  (205,253)    30,285,463
                                             ===========    ===========    ===========    ===========   ===========    ===========

</TABLE>


See notes to consolidated financial statements.


<PAGE>
<TABLE>
<CAPTION>
                             Harleysville Savings Financial Corporation
                                Consolidated Statements of Cash Flows

                                                                         Six Months Ended March 31,
                                                                       -----------------------------
                                                                            2000             1999
                                                                       ------------     ------------
Operating Activities: .............................................             (unaudited)
<S>                                                                    <C>              <C>
Net Income ........................................................    $  1,935,439     $  1,604,359
Adjustments to reconcile net income to net cash provided by
    operating activities:
    Provision for loan losses .....................................            --              7,428
    Depreciation ..................................................         221,109          161,113
    Amortization of deferred loan fees ............................         (65,080)        (196,839)
Changes in assets and liabilities which provided (used) cash:

    Increase in deferred income taxes .............................        (107,664)         (22,946)
    Increase in accounts payable and accrued
      expenses and income taxes payable ...........................         (45,494)         (62,683)
    Increase in prepaid expenses and other assets .................        (188,515)        (673,881)
    Decrease (increase) in accrued interest receivable ............          90,199          (47,475)
    Increase in accrued interest payable ..........................         281,806           34,910
                                                                       ------------     ------------
Net cash provided in operating activities .........................       2,121,800          803,986
                                                                       ------------     ------------

Investing Activities:

Purchase of investment securities held to maturity ................      (5,984,732)     (36,835,031)
Proceeds from maturities of investment securities held to maturity        1,525,000       30,485,753
Purchase of investment securities available for sale ..............      (1,879,410)            --
Purchase of FHLB stock ............................................        (407,500)        (490,500)
Long-term loans originated or acquired ............................     (25,055,092)     (34,792,361)
Purchase of mortgage-backed securities held to maturity ...........      (6,589,900)     (36,227,328)
Principal collected on long-term loans & mortgage-backed securities      27,876,136       48,379,986
Purchases of premises and equipment ...............................         (92,177)         (64,150)
                                                                       ------------     ------------
Net cash used by investing activities .............................     (10,607,675)     (29,543,631)
                                                                       ------------     ------------

Financing Activities:

Net (decrease) increase in demand deposits, NOW accounts and
    savings accounts ..............................................      (5,525,957)      11,124,903
Net increase (decrease) in certificates of deposit ................      10,340,451       (8,758,868)
Cash dividends ....................................................        (498,322)        (402,630)
Net increase in FHLB advances .....................................       3,696,179        9,810,740
Purchase of treasury stock ........................................        (141,250)
Net proceeds from issuance of stock ...............................         131,446          155,739
Net increase in advances from borrowers for taxes & insurance .....       1,641,982        2,171,769
                                                                       ------------     ------------
Net cash provided by financing activities .........................       9,644,529       14,101,653
                                                                       ------------     ------------

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ..................       1,158,654      (14,637,992)

CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR ....................       3,955,818       18,873,926
                                                                       ------------     ------------

CASH AND CASH EQUIVALENTS AT END OF PERIOD ........................    $  5,114,472     $  4,235,934
                                                                       ============     ============
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
<S>                                                                    <C>              <C>
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
  Cash paid during the period for:
    Income taxes ..................................................    $    871,500     $    882,176
    Interest expense ..............................................      10,742,152       10,026,751

</TABLE>
See notes to consolidated financial statements
<PAGE>
                   Notes to Consolidated Financial Statements
                                   (Unaudited)

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis  of  Presentation  - The  accompanying  unaudited  consolidated  financial
statements of Harleysville Savings Financial Corporation (the "Company"), a bank
holding  company,  of  which  Harleysville   Savings  Bank  is  a  wholly  owned
subsidiary, have been prepared in accordance with the instructions for Form 10-Q
and therefore do not include  information or footnotes  necessary for a complete
presentation  of financial  condition,  results of operations  and cash flows in
conformity  with  generally  accepted  accounting   principles.   However,   all
adjustments  (consisting  only of normal  recurring  adjustments)  which, in the
opinion of management, are necessary for a fair presentation have been included.
The  results of  operations  for the six  months  ended  March 31,  2000 are not
necessarily  indicative  of the  results  which may be  expected  for the entire
fiscal year.

Comprehensive  Income - The Company  adopted  Statement of Financial  Accounting
Standards No. 130, Reporting  Comprehensive  Income,  effective October 1, 1998.
The statement requires  disclosure of amounts from transactions and other events
which are  currently  excluded  from the  statement  of income and are  recorded
directly  to  stockholders'  equity.  Comprehensive  income for the three  month
periods ended March 31, 2000 and 1999, was approximately  $883,000 and $814,000,
respectively.  For the six month  periods  ended  March 31,  2000 and 1999,  was
approximately $1.7 million and $1.6 million, respectively.

2. INVESTMENT SECURITIES HELD TO MATURITY

A comparison of cost and  approximate  fair value of investment  securities,  by
maturities, is as follows:
<TABLE>
<CAPTION>
                                                                               March 31, 2000
---------------------------------------------------------------------------------------------------------------------
                                                                           Gross            Gross
                                                         Amortized      Unrealized       Unrealized       Approximate
                                                           Cost            Gain            Losses          Fair Value
---------------------------------------------------------------------------------------------------------------------
<S>                                                   <C>             <C>              <C>              <C>
U.S. Government agencies

      Due after 2 years through 5 years ...........   $ 13,500,000                     $   (499,000)    $ 13,001,000
      Due after 5 years through 10 years ..........     20,980,763                       (1,453,763)      19,527,000
      Due after 10 years through 15 years .........     19,402,299    $     54,688         (850,987)      18,606,000
Tax Exempt Obligations

      Due after 10 years through 15 years .........        828,566           6,434                           835,000
      Due after 15 years ..........................     10,781,785          94,590          (93,375)      10,783,000
                                                      ------------    ------------     ------------     ------------

Total Investment Securities .......................   $ 65,493,413    $    155,712     $ (2,897,125)    $ 62,752,000
                                                      ============    ============     ============     ============
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                                               September 30, 1999
---------------------------------------------------------------------------------------------------------------------
                                                                           Gross            Gross
                                                         Amortized      Unrealized       Unrealized       Approximate
                                                           Cost            Gain            Losses          Fair Value
---------------------------------------------------------------------------------------------------------------------
<S>                                                   <C>             <C>              <C>              <C>
U.S. Government agencies

      Due after 3 years through 5 years .             $ 11,500,000                     $   (246,000)    $ 11,254,000
      Due after 5 years through 10 years                25,002,578    $      1,281       (1,113,859)      23,890,000
      Due after 10 years through 15 years               16,389,395          53,218         (491,613)      15,951,000
Tax Exempt Obligations

      Due after 15 years ................                8,122,609          84,835         (101,444)       8,106,000
                                                      ------------    ------------     ------------     ------------

Total Investment Securities .............             $ 61,014,582    $    139,334     $ (1,952,916)    $ 59,201,000
                                                      ============    ============     ============     ============
</TABLE>

U.S.  Government  Agencies  include  structured  note  securities  with periodic
interest rate  adjustments  and are called  periodically  by the issuing agency.
These  structured  notes  were  comprised  of  step-up  bonds with par values of
$998,000 at March 31, 2000 and September 30, 1999.

The Company has the positive intent and the ability to hold these  securities to
maturity. At March 31, 2000, neither a disposal,  nor conditions that could lead
to a decision not to hold these securities to maturity were reasonably foreseen.

<PAGE>
3.  INVESTMENT SECURITIES AVAILABLE-FOR-SALE

A comparison of cost and approximate  fair value of investment  securities is as
follows:
<TABLE>
<CAPTION>
                                                            March 31, 2000
--------------------------------------------------------------------------------------------------
                                                        Gross            Gross
                                      Amortized      Unrealized       Unrealized       Approximate
                                        Cost            Gain            Losses          Fair Value
--------------------------------------------------------------------------------------------------
<S>                                <C>             <C>              <C>              <C>
ARM Mutual Funds                   $ 5,033,982     $          -     $    (43,603)    $  4,990,379
                                   ------------    ------------     ------------     ------------
Total Investment Securities        $ 5,033,982     $          -     $    (43,603)    $  4,990,379
                                   ===========     ============     ============     ============
<CAPTION>
                                                             September 30, 1999
--------------------------------------------------------------------------------------------------
                                                        Gross            Gross
                                      Amortized      Unrealized       Unrealized       Approximate
                                        Cost            Gain            Losses          Fair Value
--------------------------------------------------------------------------------------------------
<S>                                <C>             <C>              <C>              <C>
ARM Mutual Funds                   $ 3,242,085     $          -     $    (40,153)    $ 3,201,932
                                   ------------    ------------     ------------     ------------
Total Investment Securities        $ 3,242,085     $          -     $    (40,153)     $ 3,201,932
                                   ===========     ============     ============      ===========
</TABLE>

4.  MORTGAGE-BACKED SECURITIES HELD TO MATURITY

A comparison of cost and approximate fair value of mortgage-backed securities is
as follows:
<TABLE>
<CAPTION>
                                                                 March 31, 2000
-----------------------------------------------------------------------------------------------------
                                                           Gross            Gross
                                         Amortized      Unrealized       Unrealized       Approximate
                                           Cost            Gain            Losses          Fair Value
-----------------------------------------------------------------------------------------------------
<S>                                    <C>             <C>              <C>              <C>
Collateralized mortgage obligations    $ 48,063,533    $     13,663    $ (1,199,196)    $ 46,878,000
FHLMC pass-through certificates ...      10,828,319           5,468        (246,787)      10,587,000
FNMA pass-through certificates ....      22,668,559          15,875      (1,020,434)      21,664,000
GNMA pass-through certificates ....      35,312,778            --        (1,225,778)      34,087,000
                                       ------------    ------------    ------------     ------------
Total Mortgage-backed Securities ..    $116,873,189    $     35,006    $ (3,692,195)    $113,216,000
                                       ============    ============    ============     ============
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                                 September 30, 1999
-----------------------------------------------------------------------------------------------------
                                                           Gross            Gross
                                         Amortized      Unrealized       Unrealized       Approximate
                                           Cost            Gain            Losses          Fair Value
-----------------------------------------------------------------------------------------------------
<S>                                    <C>             <C>              <C>              <C>
Collateralized mortgage obligations    $ 43,559,590    $     96,166    $   (908,756)    $ 42,747,000
FHLMC pass-through certificates ...       9,136,261          52,811         (94,072)       9,095,000
FNMA pass-through certificates ....      26,224,652          79,902        (710,554)      25,594,000
GNMA pass-through certificates ....      37,857,834          22,070        (818,904)      37,061,000
                                       ------------    ------------    ------------     ------------
Total Mortgage-backed Securities ..    $116,778,337    $    250,949    $ (2,532,286)    $114,497,000
                                       ============    ============    ============     ============
</TABLE>

5.  MORTGAGE-BACKED SECURITIES AVAILABLE-FOR-SALE

A comparison of cost and approximate fair value of mortgage-backed securities is
as follows:
<TABLE>
<CAPTION>
                                                            March 31, 2000
------------------------------------------------------------------------------------------------
                                                        Gross            Gross
                                      Amortized      Unrealized       Unrealized     Approximate
                                        Cost            Gain            Losses        Fair Value
------------------------------------------------------------------------------------------------
<S>                                 <C>           <C>            <C>               <C>
FHLMC pass-through certificates     $2,986,957    $        --    $ (176,648)       $2,810,309
GNMA  pass-through certificates      4,849,767             --       (90,738)        4,759,029
                                    ----------    -----------    ----------        ----------
Total Mortgage-backed Securities    $7,836,724    $        --    $ (267,386)       $7,569,338
                                    ==========    ===========    ==========        ==========
<CAPTION>
                                                           September 30, 1999
--------------------------------------------------------------------------------------------------
                                                        Gross            Gross
                                      Amortized      Unrealized       Unrealized     Approximate
                                        Cost            Gain            Losses        Fair Value
--------------------------------------------------------------------------------------------------
<S>                                 <C>            <C>             <C>             <C>
FHLMC pass-through certificates     $ 3,125,446    $      --       $  (101,662)    $ 3,023,784
GNMA  pass-through certificates       4,902,981        (10,846)      4,892,135
                                    -----------    -----------     -----------     ----------- -
Total Mortgage-backed Securities    $ 8,028,427    $      --       $  (112,508)    $ 7,915,919
                                    ===========    ===========     ===========     ===========
</TABLE>
<PAGE>
6.  LOANS RECEIVABLE

Loans receivable consist of the following:
<TABLE>
<CAPTION>
                                               March 31, 2000    September 30, 1999
                                               -------------     ------------------
<S>                                            <C>                 <C>
Residential Mortgages ...................      $ 197,751,986       $ 195,126,790
Commercial Mortgages ....................            757,041             766,627
Construction ............................          5,807,508           3,885,232
Education ...............................          3,226,079           1,347,591
Savings Account .........................            514,560             535,036
Home Equity .............................         46,993,649          49,240,261
Automobile and other ....................            606,038             660,504
Line of Credit ..........................          7,182,598           7,175,891
                                               -------------       -------------
Total ...................................        262,839,459         258,737,932
  Undisbursed portion of loans in process         (2,679,234)         (2,533,342)
  Deferred loan fees ....................         (1,936,080)         (1,904,979)
  Allowance for loan losses .............         (2,038,068)         (2,040,000)
                                               -------------       -------------
Loans receivable - net ..................      $ 256,186,077       $ 252,259,611
                                               =============       =============
</TABLE>
The  total  amount  of loans  being  serviced  for the  benefit  of  others  was
approximately  $7.1 million and $7.6 million at March 31, 2000 and September 30,
1999, respectively.

The following schedule summarizes the changes in the allowance for loan losses:
<TABLE>
<CAPTION>
                                    Six Months Ended March 31,
                                    --------------------------
                                      2000              1999
<S>                               <C>               <C>
Balance, beginning of period      $ 2,040,000       $ 2,040,000
  Provision for loan losses              --               7,428
  Amounts charged off, net .           (1,932)          (12,428)
                                  -----------       -----------
Balance, end of period .....      $ 2,038,068       $ 2,035,000
                                  ===========       ===========
</TABLE>
7.  OFFICE PROPERTIES AND EQUIPMENT

Office  properties  and equipment  are  summarized  by major  classification  as
follows:
<TABLE>
<CAPTION>
                                               March 31, 2000     September 30, 1999
                                               --------------     ------------------
<S>                                             <C>                 <C>
Land and buildings .....................        $ 4,155,083         $ 4,139,005
Furniture, fixtures and equipment ......          2,816,921           2,740,822
Automobiles ............................             52,263              52,263
                                                -----------         -----------
Total ..................................          7,024,267           6,932,090
  Less accumulated depreciation ........         (2,475,313)         (2,254,204)
                                                -----------         -----------
Net ....................................        $ 4,548,954         $ 4,677,886
                                                ===========         ===========
</TABLE>
<PAGE>
8.  DEPOSITS

Deposits are summarized as follows:
<TABLE>
<CAPTION>

                                              March 31, 2000      September 30, 1999
                                              --------------      ------------------
<S>                                            <C>                  <C>
NOW accounts .........................         $ 11,768,438         $ 11,811,986
Checking accounts ....................            5,493,725            5,372,003
Money Market Demand accounts .........           48,973,254           54,490,438
Passbook and Club accounts ...........            2,619,741            2,706,688
Certificate accounts .................          239,619,435          229,278,984
                                               ------------         ------------
Total deposits .......................         $308,474,593         $303,660,099
                                               ============         ============
</TABLE>

The  aggregate  amount of  certificate  accounts in  denominations  of more than
$100,000 at March 31, 2000 amounted to approximately $15.2 million.
<PAGE>
9.  COMMITMENTS

At March 31, 2000, the following commitments were outstanding:

Origination of fixed-rate mortgage loans                            $  1,479,245
Origination of adjustable-rate mortgage loans                          3,361,870
Unused line of credit loans                                            9,770,767
Loans in process                                                       2,679,234
                                                                    ------------

Total                                                               $ 17,291,116
                                                                    ============

10.  DIVIDEND

On April 26, 2000,  the Board of Directors  declared a cash dividend of $.11 per
share  payable on May 24,  2000 to the  stockholders'  of record at the close of
business on May 10, 2000.

11.  EARNINGS PER SHARE

The  calculations of earnings per share were based on the number of common stock
and common stock equivalents outstanding.

The  following  average  shares were used for the  computation  of earnings  per
share:
<TABLE>
<CAPTION>

               For the Three Months Ended              For the Six Months Ended
                        March 31,                               March 31,
            --------------------------------       ------------------------------------
               2000                  1999            2000                       1999
            ---------              ---------       ---------                  ---------
<S>         <C>                    <C>             <C>                        <C>
Basic       2,268,324              2,241,013       2,264,202                  2,238,379
Diluted     2,290,210              2,291,475       2,287,141                  2,300,738

</TABLE>
<PAGE>
MANAGEMENT'S  DISCUSSION  AND  ANALYSIS OF  FINANCIAL  CONDITION  AND RESULTS OF
OPERATIONS

This report contains certain forward-looking statements and information relating
to the  Company  that  are  based  on the  beliefs  of  management  as  well  as
assumptions  made by and  information  currently  available  to  management.  In
addition, in those and other portions of this document,  the words "anticipate,"
"believe,"  "estimate,"  "intend,"  "should"  and  similar  expressions,  or the
negative thereof, as they relate to the Company or the Company's management, are
intended to identify  forward-looking  statements.  Such statements  reflect the
current  views of the  Company  with  respect to  future-looking  events and are
subject to certain risks,  uncertainties and assumptions.  Should one or more of
these risks or uncertainties  materialize or should underlying assumptions prove
incorrect,  actual results may vary materially  from those  described  herein as
anticipated,  believed,  estimated,  expected or intended.  The Company does not
intend to update these forward-looking statements.

Changes in Financial Position for the Six-Month Period Ended March 31, 2000
---------------------------------------------------------------------------

Total assets at March 31, 2000 were $471.6 million, an increase of $11.8 million
or 2.6% for the  six-month  period.  The increase was primarily the result of an
increase in loans  receivable  of $3.9  million  and an  increase in  investment
securities  held to maturity of $4.5 million.  The remainder of the increase was
due to the purchase of investment  securities available for sale of $1.8 and the
increase of cash and cash equivalents of approximately $1.1 million.

During the six-month  period ended March 31, 2000,  total deposits  increased by
$4.8 million to $308.5 million.  Advances from borrowers for taxes and insurance
also increased by $1.6 million.  This is a seasonal  increase as the majority of
taxes the Company  escrows for are  disbursed in the month of August.  There was
also an increase in advances from Federal Home Loan Bank of $3.7 million,  which
was used to fund the purchase of  investment  securities  and maintain  adequate
cash for the Company's loan growth. The increase in the accrued interest payable
was a direct result of the  increased  balance in the advances from Federal Home
Loan Bank.

Comparisons of Results of Operations for the Three-Month  and Six-Month  Periods
--------------------------------------------------------------------------------
Ended March 31, 2000 with the Three and Six-Month Periods Ended March 31, 1999.
-------------------------------------------------------------------------------

Net Interest Income
-------------------

The  increase  in the net  interest  income for the three and six month  periods
ended March 31, 2000 when compared to the same periods in 1999 can be attributed
to the increase in the interest rate spread.  The interest rate spread increased
from 1.90% for the  three-month  period  ended  March 31,  1999 to 1.95% for the
comparable period ended March 31, 2000. For the six-month period ended March 31,
1999, the interest rate spread  increased from 1.85% to 1.95% for the comparable
period ended March 31, 2000. This increase can also be attributed to the average
balance of interest-earning assets increasing from $419.1 and $415.6 million for
the three and six month  periods ended March 31, 1999,  respectively,  to $459.8
and $457.8 million for the comparable periods ended March 31, 2000.
<PAGE>
Total interest  income was $8.2 million for the  three-month  period ended March
31, 2000 compared to $7.3 million for the comparable period in 1999. For the six
month period  ended March 31,  2000,  total  interest  income was $16.2  million
compared to $14.6 million for the comparable period in 1999. The increase is the
result of the increased average balance of interest-earning assets and increased
average yield for the  interest-earning  assets to 7.09% and 7.08% for the three
and six-month period ended March 31, 2000, respectively from 6.98% and 7.03% for
the comparable periods in 1999.

Total  interest  expense  increased to $5.5 million for the  three-month  period
ended March 31, 2000 from $5.0 million for the  comparable  period in 1999.  For
the six-month period ended March 31, 2000,  total interest expense  increased to
$11.0  million  from $10.1  million  for the  comparable  period in 1999.  These
increases  occurred as a result of an  increase in the average  interest-bearing
liabilities  from $391.3  million and $388.7 for the three and six month periods
ended  March 31,  1999,  respectively,  to $430.6  and  $429.3  million  for the
comparable period ended March 31, 2000.
<PAGE>
Other Income
------------

Other income  increased to $121,000 for the  three-month  period ended March 31,
2000 from $105,000 for the comparable  period in 1999. For the six-month  period
ended March 31, 2000,  other income  decreased to $224,000 from $230,000 for the
comparable period in 1999. The three-month increase is due to an increase in the
fee generating services offered by the Company. The six-month decrease is due to
a reduction in the number of mortgage late charges and fewer disability and life
insurance fees.

Other Expenses
--------------

During the quarter ended March 31, 2000, other expenses  increased by $73,000 or
5.8% to $1.3 million when compared to the same period in 1999. For the six month
period  ended March 31,  2000,  other  expenses  increased  by $175,000 or 7.19%
compared to the comparable period in 1999.  Management believes these are normal
increases in the cost of operations  after  considering the effects of inflation
and the impact of the growth in the assets of the Company  when  compared to the
same periods in 1999. The annualized ratio of expenses to average assets for the
three and six month periods ended March 31, 2000 was 1.12%.

Income Taxes
------------

The Company  made  provisions  for income taxes of $439,000 and $870,000 for the
three and  six-month  periods  ended March 31, 2000,  respectively,  compared to
$385,000 and $732,000 for the comparable  periods in 1999.  These provisions are
based on the levels of taxable income.

Liquidity and Capital Resources
-------------------------------

The  Company's  net income for the  quarter  ended  March 31,  2000 of  $987,000
increased  stockholder's  equity to $30.3 million or 6.4% of total assets.  This
amount  is  well  in  excess  of  the  Company's  minimum   regulatory   capital
requirements as illustrated below:

<TABLE>
<CAPTION>
                                                                   (in thousands)
                                                     Leveraged                       Risk-based
                                                 ------------------             ------------------
<S>                                              <C>           <C>              <C>          <C>
         Actual regulatory capital               $30,462       6.4%             $32,500      15.6%
         Minimum required regulatory capital      18,864       4.0%              16,683       8.0%
                                                 -------       ---              -------       ---
         Excess capital                          $11,598       2.4%             $15,871       7.6%
</TABLE>
The liquidity of the Company's operations, measured by the ratio of the cash and
securities balances to total assets, equaled 42.4% at March 31, 2000 compared to
42.0% at September 30, 1999.

As of March 31, 2000,  the Company had $17.3 million in commitments to fund loan
originations,  disburse loans in process and meet other obligations.  Management
anticipates  that the majority of these  commitments  will be funded  within the
next six months by means of normal cash flows and net new deposits. In addition,
the amount of  certificate  accounts which are scheduled to mature during the 12
months  ending  March  31,  2001  is $168  million.  Management  expects  that a
substantial  portion of these  maturing  deposits will remain as accounts in the
Company.
<PAGE>
Quantitative and Qualitative Disclosures About Market Risk
----------------------------------------------------------

The Company has instituted  programs designed to decrease the sensitivity of its
earnings to material and prolonged  increases in interest  rates.  The principal
determinant  of the exposure of the Company's  earnings to interest rate risk is
the timing  difference  between  the  repricing  or  maturity  of the  Company's
interest-earning  assets and the  repricing or maturity of its  interest-bearing
liabilities.  If the  maturities of such assets and  liabilities  were perfectly
matched,  and if the  interest  rates borne by its assets and  liabilities  were
equally  flexible  and moved  concurrently,  neither  of which is the case,  the
impact on net interest  income of rapid increases or decreases in interest rates
would be minimized.  The Company's asset and liability  management policies seek
to increase the interest rate sensitivity by shortening the repricing  intervals
and the maturities of the Company's interest-earning assets. Although management
of the Company believes that the steps taken have reduced the Company's  overall
vulnerability to increases in interest rates, the Company remains  vulnerable to
material and prolonged  increases in interest  rates during periods in which its
interest rate sensitive liabilities exceed its interest rate sensitive assets.
<PAGE>
The authority and  responsibility  for interest rate management is vested in the
Company's Board of Directors.  The Chief Executive Officer  implements the Board
of Directors'  policies  during the day-to-day  operations of the Company.  Each
month, the Chief Executive Officer presents the Board of Directors with a report
which outlines the Company's  asset and liability "gap" position in various time
periods.  The  "gap"  is the  difference  between  interest-earning  assets  and
interest-bearing  liabilities  which mature or reprice over a given time period.
He also meets  weekly with the  Company's  other  senior  officers to review and
establish  policies and  strategies  designed to regulate the Company's  flow of
funds and  coordinate  the  sources,  uses and pricing of such funds.  The first
priority in structuring  and pricing the Company's  assets and liabilities is to
maintain an  acceptable  interest  rate  spread  while  reducing  the effects of
changes in interest rates and maintaining the quality of the Company's assets.

The  following  table  summarizes  the  amount of  interest-earning  assets  and
interest-bearing  liabilities  outstanding  as of  March  31,  2000,  which  are
expected to mature,  prepay or reprice in each of the future time periods shown.
Except as stated below, the amounts of assets or liabilities  shown which mature
or reprice  during a particular  period were  determined in accordance  with the
contractual terms of the asset or liability. Adjustable and floating-rate assets
are included in the period in which  interest rates are next scheduled to adjust
rather  than in the  period  in which  they are due,  and  fixed-rate  loans and
mortgage-backed  securities  are  included  in the  periods  in  which  they are
anticipated to be repaid.

The following table does not necessarily indicate the impact of general interest
rate  movements  on  Harleysville  Savings'  net  interest  income  because  the
repricing of certain  categories of assets and liabilities is discretionary  and
is subject to competitive and other pressures.  As a result,  certain assets and
liabilities indicated as repricing within a stated period may in fact reprice at
different rate levels.
<PAGE>
<TABLE>
<CAPTION>
                                                     1 Year           1 to 3          3 to 5           Over 5
                                                     or less          Years            Years           Years           Total
                                                    ---------       ---------       ---------        ---------       ---------
<S>                                                 <C>             <C>             <C>              <C>             <C>
Interest-earning assets

Mortgage loans ...............................      $  44,933       $  25,851       $  20,645        $ 105,831       $ 197,260
Mortgage-backed securities ...................         44,494          19,947          12,381           47,977         124,799

Consumer and other loans .....................         26,313          17,194           9,776            6,462          59,745
Investment securities and other investments ..         16,947           2,500          11,000           52,030          82,477
                                                    ---------       ---------       ---------        ---------       ---------

Total interest-earning assets ................        132,687          65,492          53,802          212,300         464,281
                                                    ---------       ---------       ---------        ---------       ---------

Interest-bearing liabilities

   Passbook and Club accounts ................           --              --              --             17,262          17,262

   NOW accounts ..............................           --              --              --              2,620           2,620

   Money Market Deposit accounts .............           --              --              --             27,143          27,143

   Choice Savings ............................          5,458            --              --             16,373            --

   Certificate accounts ......................        167,730          63,240           8,649             --           239,619

   Borrowed money ............................         46,413          49,123          23,371            9,969         128,876
                                                    ---------       ---------       ---------        ---------       ---------

Total interest-bearing liabilities ...........        219,601         112,363          32,020           73,367         437,351
                                                    ---------       ---------       ---------        ---------       ---------

Repricing GAP during the period ..............      $ (86,914)      $ (46,871)      $  21,782        $ 138,933       $  26,930
                                                    =========       =========       =========        =========       =========

Cumulative GAP ...............................      $ (86,914)      $(133,785)      $(112,003)       $  26,930
                                                    =========       =========       =========        =========

Ratio of GAP during the period to total assets         -18.43%          -9.94%           4.62%           29.46%
                                                    =========       =========       =========        =========

Ratio of cumulative GAP to total assets ......         -18.43%         -28.37%         -23.75%            5.71%
                                                     ========       =========       =========        =========
</TABLE>
<PAGE>

Part II  OTHER INFORMATION

              Item 1-5.   Not applicable.
                          ---------------

              Item 6.     Exhibits and Reports on Form 8-K

                          Financial Data Schedule Exhibit 27.










<PAGE>

                                   Signatures

Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the Bank
has duly  caused  this  report  to be signed  on its  behalf by the  undersigned
thereunto duly authorized.

                                      HARLEYSVILLE SAVINGS FINANCIAL CORPORATION


Date:  May 8, 2000              By:   /s/ Edward J. Molnar
                                      --------------------
                                      Edward J. Molnar
                                      President and Chief Executive Officer

Date:  May 8, 2000              By:   /s/ Brendan J. McGill
                                      ---------------------
                                      Brendan J. McGill
                                      Senior Vice President
                                      Treasurer and Chief Financial Officer