<PAGE>

                     QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
                        OF THE SECURITIES EXCHANGE ACT OF 1934


                                    UNITED STATES
                          SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C.  20549


                                      FORM 10-Q

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

               [X] Quarterly Report Pursuant to Section 13 or 15(d) of
                         the Securities Exchange Act of 1934
                       For the period ended September 30, 1998

                                          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 0-20255

                   I.R.S. Employer Identification Number 34-1692031

                           Mahoning National Bancorp, Inc.

                                (an Ohio Corporation)
                                   23 Federal Plaza
                             Youngstown, Ohio  44501-0479
                              Telephone:  (330) 742-7000

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

Indicate the number of shares outstanding of each of the issuers classes of
common stock, as of the latest practicable date:  6,300,000 shares of the
Company's Common Stock (No par value) were outstanding as of  October  31, 1998.

<PAGE>

                           MAHONING NATIONAL BANCORP, INC.
                                        INDEX


<TABLE>
<CAPTION>
                                                                     Page Number
                                                                     -----------
<S>                                                                  <C>
PART I - FINANCIAL INFORMATION
     Item 1 - Financial Statements
     Consolidated Statements of Financial Condition (unaudited) -
     September 30, 1998 and
     December 31, 1997                                                    3

     Consolidated Statements of Income-
     Nine Months Ended September 30, 1998
     and 1997 (unaudited)                                                 4

     Consolidated Statements of Comprehensive Income-
     Nine Months Ended September 30, 1998 and 1997
     (unaudited)                                                          5

     Condensed Consolidated Statement of Cash Flows -
     Nine Months Ended September 30, 1998 and 1997
     (unaudited)                                                          6

     Notes to Consolidated Financial Statements                       7 - 8

     Item 2 - Management Discussion and Analysis
     of Financial Condition and Results of Operations                9 - 23

     Item 3 - Summary of Average Balances and Interest Rates             24

PART II - OTHER INFORMATION                                              25

     Exhibit Number 10 - Material Contract                          26 - 34

     Exhibit Number 27 - Financial Data Schedule                           

SIGNATURES                                                               35
</TABLE>

<PAGE>



                                           PART I
                                   FINANCIAL INFORMATION

                              MAHONING NATIONAL BANCORP, INC.
                      CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                                        (UNAUDITED)

<TABLE>
<CAPTION>
(Amounts in thousands)
                                                                           SEPTEMBER 30,      DECEMBER 31,
ASSETS                                                                         1998              1997
                                                                           -------------      ------------
<S>                                                                        <C>                <C>
Cash and due from banks                                                      $ 21,867          $ 29,143
Federal funds sold                                                               -                8,800
Investment securities available for sale - at fair value                      231,689           189,578
Investment securities held to maturity - at cost
  (Market value $29,676 at September 30, 1998  
   and $61,248 at December 31, 1997)                                           29,486            61,178
Loans                                                                         487,336           492,487
  Less allowance for possible loan losses                                       7,535             7,524
                                                                           -------------      ------------
        Net loans                                                             479,801           484,963
Bank premises and equipment                                                     8,596             8,653
Other assets                                                                   14,472            14,551
                                                                           -------------      ------------
        Total assets                                                         $785,911          $796,866 
                                                                           -------------      ------------
                                                                           -------------      ------------
                                               
LIABILITIES AND STOCKHOLDERS' EQUITY           
Liabilities                                    
  Deposits                                     
    Non-interest bearing                                                     $ 70,112          $ 74,500 
    Interest bearing                           
      Savings                                                                 262,913           275,139
      Time                                                                    204,698           195,472
                                                                           -------------      ------------
        Total deposits                                                        537,723           545,111
  Federal funds purchased and securities       
    sold under agreement to repurchase                                        122,441           146,245
  Short term borrowings                                                        12,400            10,954
  Long term borrowings                                                         12,435             3,151
  Other liabilities                                                             5,164             4,826
                                                                           -------------      ------------
        Total liabilities                                                     690,163           710,287
                                                                           -------------      ------------
Stockholders' Equity                           
  Common stock (No par value, $1 stated value) 
    Authorized 15,000,000 shares, issued       
    and outstanding - 6,300,000 shares                                          6,300             6,300
  Additional paid-in capital                                                   44,100            44,100
  Retained earnings                                                            41,643            35,221
  Unrealized gain on investment securities     
    available for sale, net of deferred taxes                                   3,705               958
                                                                           -------------      ------------
        Total stockholders' equity                                             95,748            86,579
                                                                           -------------      ------------
        Total liabilities and
          stockholders' equity                                               $785,911          $796,866 
                                                                           -------------      ------------
                                                                           -------------      ------------
</TABLE>

See Notes to Consolidated Financial Statements

<PAGE>


                                 MAHONING NATIONAL BANCORP, INC.
                               CONSOLIDATED STATEMENTS OF INCOME

<TABLE>
<CAPTION>
                                                       FOR THE THREE       FOR THE THREE       FOR THE NINE       FOR THE NINE
                                                        MONTHS ENDED        MONTHS ENDED       MONTHS ENDED       MONTHS ENDED
(AMOUNTS IN THOUSANDS, except per share data)          SEPTEMBER 30,       SEPTEMBER 30,       SEPTEMBER 30,      SEPTEMBER 30,
                                                            1998                1997               1998               1997
                                                        (UNAUDITED)         (UNAUDITED)        (UNAUDITED)        (UNAUDITED)
                                                       ------------------------------------------------------------------------
<S>                                                    <C>                 <C>                 <C>                <C>
INTEREST INCOME
  Interest and fees on loans                               $10,827            $11,096             $32,572            $32,691
  Interest on investment securities
    Taxable                                                  3,241              3,193               9,861              9,526
    Nontaxable                                                 490                281               1,053                789
  Interest on federal funds sold                               138                 25                 442                331
                                                       ------------------------------------------------------------------------
                                                            14,696             14,595              43,928             43,337
INTEREST EXPENSE
  Interest on deposits                                       3,940              4,237              11,905             12,691
  Interest on federal funds purchased and
     securities sold under agreement to repurchase           1,457              1,563               4,692              4,622
  Interest on short term borrowings                            105                 94                 307                320
  Interest on long term borrowings                             165                 48                 394                153
                                                       ------------------------------------------------------------------------
                                                             5,667              5,942              17,298             17,786
                                                       ------------------------------------------------------------------------
         Net interest income                                 9,029              8,653              26,630             25,551
PROVISION FOR LOAN LOSSES                                      726                725               2,178              2,250
                                                       ------------------------------------------------------------------------
         Net interest income after
           provision for loan losses                         8,303              7,928              24,452             23,301
OTHER OPERATING REVENUE
  Trust department income                                      807                702               2,382              2,199
  Service charges on deposit accounts                        1,085              1,088               3,161              3,102
  Other service charges                                        225                224                 614                619
  Other revenue                                                 71                 80                 209                215
  Gain on sale of loans                                        106                  7                 246                 16
  Gain on sale of investment securities
     available for sale                                        -                  -                   -                  178
                                                       ------------------------------------------------------------------------
                                                             2,294              2,101               6,612              6,329
OTHER OPERATING EXPENSE
  Salaries and employee benefits                             2,770              2,739               8,275              8,184
  Expenses of premise and fixed assets                         719                695               2,170              2,201
  Other expense                                              1,701              1,621               5,185              4,806
                                                       ------------------------------------------------------------------------
                                                             5,190              5,055              15,630             15,191
                                                       ------------------------------------------------------------------------
         Net Income before income taxes                      5,407              4,974              15,434             14,439
INCOME TAX EXPENSE                                           1,774              1,619               5,043              4,699
                                                       ------------------------------------------------------------------------
         NET INCOME                                       $  3,633            $ 3,355             $10,391            $ 9,740
                                                       ------------------------------------------------------------------------
                                                       ------------------------------------------------------------------------
NET INCOME PER COMMON SHARE                                  $0.58              $0.53               $1.65              $1.55

DIVIDENDS PER COMMON SHARE                                $   0.21            $  0.16             $  0.63            $  0.48
</TABLE>

See Notes to Consolidated Financial Statements

<PAGE>



                          MAHONING NATIONAL BANCORP, INC.
                  CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

<TABLE>
<CAPTION>
                                                    FOR THE THREE        FOR THE THREE       FOR THE NINE       FOR THE NINE
                                                      MONTHS ENDED        MONTHS ENDED       MONTHS ENDED        MONTHS ENDED
(Amounts in thousands, except per share data)      SEPTEMBER 30, 1998  SEPTEMBER 30, 1997  SEPTEMBER 30, 1998  SEPTEMBER 30, 1997
                                                     (UNAUDITED)          (UNAUDITED)         (UNAUDITED)          (UNAUDITED)
                                                   ------------------  ------------------  ------------------  ------------------
<S>                                                <C>                 <C>                 <C>                 <C>
Net Income                                               $3,633              $3,355            $10,391              $ 9,740
                                                   ------------------  ------------------  ------------------  ------------------
Other comprehensive income, before tax:
    Unrealized holding gains (losses) arising
      during period                                       3,757               1,363              4,226                1,029
    Less: reclassification adjustment for gains
      (losses) included in net income                       -                   -                  -                    178
                                                   ------------------  ------------------  ------------------  ------------------
Other comprehensive income, before tax                    3,757               1,363              4,226                  851
Income tax expense (benefit) related to
  items of other comprehensive income                     1,315                 477              1,479                  298
                                                   ------------------  ------------------  ------------------  ------------------
Comprehensive income                                     $6,075              $4,241            $13,138              $10,293
                                                   ------------------  ------------------  ------------------  ------------------
                                                   ------------------  ------------------  ------------------  ------------------
Comprehensive income per common share                    $ 0.96              $ 0.67            $  2.09              $  1.63
                                                   ------------------  ------------------  ------------------  ------------------
                                                   ------------------  ------------------  ------------------  ------------------
</TABLE>

See Notes to Consolidated Financial Statements


<PAGE>


                               MAHONING NATIONAL BANCORP, INC.
                       CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

<TABLE>
<CAPTION>
                                                                                  NINE MONTHS            NINE MONTHS
                                                                                     ENDED                  ENDED
(Amounts in thousands)                                                           SEPTEMBER 30,          SEPTEMBER 30,
                                                                                     1998                   1997
                                                                                  (UNAUDITED)            (UNAUDITED)
                                                                                 ------------------------------------
<S>                                                                              <C>                    <C>
Cash flows from operating activities                                                $13,443               $ 12,220 

Cash flows from investing activities
  Proceeds from maturities of investment securities available for sale               17,152                 10,723 
  Proceeds from maturities of investment securities held to maturity                 31,760                 24,235 
  Sale of investment securities available for sale                                      -                   20,075 
  Purchase of investment securities available for sale                              (55,040)               (61,202)
  Purchase of investment securities held to maturity                                    -                      -   
  Net decrease (increase) in loans                                                    1,840                (20,472)
  Net decrease in federal funds sold                                                  8,800                 19,500 
  Capital expenditures                                                                 (800)                  (632)
                                                                                 ------------------------------------
        Net cash used in investing activities                                         3,712                 (7,773)


Cash flows from financing activities
  Net decrease in deposits                                                           (7,388)               (17,973)
  Net (decrease) increase in federal funds purchased and
    securities sold under agreement to repurchase                                   (23,804)                11,763 
  Net increase in short term borrowings                                               1,446                  3,743 
  Proceeds from long term borrowings                                                 10,000                    -   
  Payments on long term borrowings                                                     (716)                  (680)
  Dividends paid                                                                     (3,969)                (3,024)
                                                                                 ------------------------------------
        Net cash (used) provided by  financing activities                           (24,431)                (6,171)

        Net decrease cash and cash equivalents                                       (7,276)                (1,724)
Cash and cash equivalents at beginning of year                                       29,143                 29,257 
                                                                                 ------------------------------------
Cash and cash equivalents at end of nine months                                     $21,867                $27,533 
                                                                                 ------------------------------------
                                                                                 ------------------------------------

Supplemental disclosures of cash flow information:
  Cash paid during the first nine months for:
    Interest                                                                        $17,260                $17,797 
                                                                                 ------------------------------------
                                                                                 ------------------------------------
    Income Taxes                                                                    $ 4,980                $ 4,266 
                                                                                 ------------------------------------
                                                                                 ------------------------------------
  Non-cash transactions:

    Transfer from loans to other real estate owned                                  $    50                $   159 
                                                                                 ------------------------------------
                                                                                 ------------------------------------
</TABLE>

See Notes to Consolidated Financial Statements

<PAGE>

                           MAHONING NATIONAL BANCORP, INC.
                      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE A - BASIS OF PRESENTATION

The financial information presented is prepared in accordance with generally 
accepted accounting principles and general policies within the financial 
service industry.  The financial information included herein  has been 
prepared by management without audit by independent certified public 
accountants who do not express an opinion thereon.  All significant 
intercompany balances and transaction have been eliminated and the 
information furnished includes all adjustments consisting of normal recurring 
accrual adjustments which are in the opinion of management, necessary for a 
fair presentation of results for the interim period.  The results of the 
interim financial information presented are not necessarily indicative of the 
results of operations for the full calendar year ending December 31, 1998.

NOTE B - STATEMENT OF FINANCIAL ACCOUNTING STANDARDS NO. 128 
- EARNING PER SHARE

In March 1997, the Financial Accounting Standards Board (FASB) issued 
Statement of Financial Accounting Standard (SFAS) No. 128, "Earnings Per 
Share" which is effective for financial statements for periods ending after 
December 15, 1997, including interim periods.  SFAS No. 128 simplifies the 
calculation of earnings per share (EPS) by replacing primary EPS with basic 
EPS.  It also requires dual presentation of basic EPS and diluted EPS for 
entities with complex capital structures.  Basic EPS includes no dilution and 
is computed by dividing income available to common stockholders by the 
weighted-average common shares outstanding for the period.  Diluted EPS 
reflects the potential dilution of securities that could share in earnings 
such as stock options, warrants or other common stock equivalents.  Since 
Mahoning National Bancorp, Inc. (Company) had no stock options, warrants or 
other common stock equivalents basic EPS and diluted EPS were the same in 
each period presented.

NOTE C - STATEMENT OF FINANCIAL ACCOUNTING STANDARDS NO. 130 
- REPORTING COMPREHENSIVE INCOME

In June 1997, the FASB issued SFAS No. 130, "Reporting Comprehensive Income." 
SFAS 130 establishes standards for reporting and display of comprehensive 
income and its components (revenues, expenses, gains and losses) in a full 
set of general-purpose financial statements.  SFAS No. 130 requires that all 
items that are required to be recognized under accounting standards as 
components of comprehensive income be reported in a financial statement that 
is displayed with the same prominence as other financial statements.  It does 
not require a specific format for that financial statement but requires that 
an enterprise display an amount representing total comprehensive income for 
the period in that financial statement.

<PAGE>

SFAS No. 130 requires that an enterprise (a) classify items of other 
comprehensive income by their nature in a financial statement and (b) display 
the accumulated balance of other comprehensive income separately from 
retained earnings and additional paid-in capital in the equity section of a 
statement of financial position.  SFAS No. 130 is effective for fiscal years 
beginning after December 15, 1997.  Reclassification of financial statements 
for earlier periods provided for comparative purposes is required.  The 
consolidated Statements of Comprehensive Income for nine months ended 
September 30, 1998 and 1997 are included in this form 10-Q on page 5.

NOTE D - STATEMENT OF FINANCIAL ACCOUNTING STANDARDS NO. 131         
       - DISCLOSURES ABOUT SEGMENTS OF AN ENTERPRISE AND
         RELATED INFORMATION

In June 1997, the FASB issued SFAS No. 131, "Disclosures about Segments of an
Enterprise and Related Information."  This Statement significantly changes the
way that public business enterprises report information about operating segments
in annual financial statements and requires that those enterprises report
selected information about reportable segments in interim financial reports
issued to stockholders.  It also establishes standards for related disclosures
about products and services, geographic areas and major customers.  SFAS No. 131
uses a "management approach" to disclose financial and descriptive information
about an enterprise's reportable operating segments which is based on reporting
information the way that management organizes the segments within the enterprise
for making operating decisions and assessing performance.  For many enterprises,
the management approach will likely result in more segments being reported.  In
addition, the Statement requires significantly more information to be disclosed
for each reportable segment than is presently being reported in annual financial
statements.  The Statement also requires that selected information be reported
in interim financial statements.  SFAS No. 131 is effective for financial
statement disclosure for the year ended December 31, 1998.  At this time, the
Company does not anticipate additional segment reporting will be required.

<PAGE>

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS


EARNINGS REVIEW

Net income for the first nine months of 1998 amounted to $10.391 million or 
$1.65 per share.  This represents an increase of 7% over net income earned 
during the same period in 1997.  ($9.740 million or $1.55 per share).  
Mahoning National Bancorp, Inc.'s net income for the current quarter 
increased 8% to $3.633 million or $0.58 per share from $3.355 million or 
$0.53 per share for the same quarter in 1997.

The primary component of earnings is net interest income.  Net interest 
income for the first nine months of 1998 was $26.630 million compared with 
$25.551 million or a 4% increase from the comparable period in 1997.  Net 
interest income for the current quarter increased 4% over the comparable 
period of 1997 ($9.029 million from $8.653 million).

The average balance of investment securities, at carrying value, increased 
$13.488 million for the first nine months of 1998 compared to 1997.  This 
increase in average investment security balances accounted for approximately 
$605 thousand in additional tax effective interest income in the first nine 
months of 1998 compared to the same period 1997.

Interest and fees on loans decreased $119 thousand in the first nine months 
of 1998 compared to the first nine months of 1997.  For the three months 
ended September 30, 1998, interest and fees on loans were down $269 thousand 
or 2% as a result of reduced loan fees compared to the same period in 1997.  
Average loan balances increased $2.398 million for the first nine months of 
1998 compared to 1997; $491.691 million compared to $489.293 million.  The 
increase in average loan balances for the first nine months of 1998 accounted 
for approximately $153 thousand in additional tax effective interest income 
on loans.  This increase was more than offset by a reduction in tax effective 
interest income of approximately $307 thousand due to an eight (8) basis 
point reduction in loan yields.  This reduction in loan yields was the result 
of a reduction in loan fees and competitive market pressures.  With the 
Company's 50 basis point reduction in its prime lending rate since October 1, 
1998, loan yields will be further pressured into 1999.

Interest expense decreased $275 thousand for the three months ended September 
30, 1998, and $488 thousand for the nine months ended September 30, 1998, 
compared to the same time periods in 1997.  This decrease can be attributed 
to a fourteen (14) basis point reduction in the cost of funds which reduced 
the Company's interest expense by approximately $752 thousand.  This 
reduction was partially offset by a  $5.103 million increase in the average 
balance of interest bearing liabilities, in the first nine months of 1998, 
which accounted for approximately $265 thousand of additional interest 
expense.

<PAGE>

The average balance of interest bearing deposits totaled $469.789 million for 
the first nine months of 1998, a $7.926 million decrease over the same period 
in 1997, average balance of $477.715 million.  This decrease, in average 
interest bearing deposits, accounted for a $190 thousand reduction in 
interest expense, while the sixteen (16) basis point reduction in average 
rates reduced interest expense by approximately $596 thousand.  Volume 
increases in other interest bearing liabilities accounted for an approximate 
$455 thousand increase in interest expense for the first nine months of 1998 
while a reduction in the funding cost of those liabilities accounted for an 
approximate $155 thousand reduction in interest expense.  The Company expects 
funding cost to remain well below 1997 levels throughout the remainder of 
1998 as the impact of the Federal Reserve 50 basis point reduction in the 
federal funds rate will reduce interest bearing liability funding costs.  The 
Company reduced rates on all interest bearing checking accounts in the second 
and third quarters of  1998 and expects further reductions in the fourth 
quarter.  On November 2, 1998, the Company reduced its savings rate 25 basis 
points for a total 50 basis point reduction since the early first quarter of 
1998.

In addition, time deposit costs for 1998 are currently lower than 1997 costs and
should remain well below 1997 levels for the remainder of the year as maturing
certificates reprice at lower rates.  It is the Company's intent to offer
competitive rates on those time deposit maturities that the Asset Liability
Committee (ALCO) determines appropriate.  The ALCO will base their decisions on
the Company's balance sheet structure, interest rate forecasts and alternative
funding costs.  Based on projected loan balances, forecast for the remainder of
1998, the Company does not expect to aggressively price its time deposits.  For
a detailed analysis of the Company's net interest margin, on a tax equivalent
basis, refer to the Summary of Average Balances and Interest Rates; Item 3 of
this report on page 21.

In late March 1997 the Federal Reserve Bank increased the discount rate and
Mahoning National increased its prime lending rate by 25 basis points to 8.50%
where it remained for the past eighteen months.  The net interest margin for the
first nine months of 1998 was 4.85%, an eight (8) basis point increase from the
4.77% net interest margin in the first nine months of 1997.

Subsequent to the quarter ended September 30, 1998, the Federal Reserve Bank
took the following actions:  (1)on October 1, 1998, lowered the federal funds
rate by 25 basis points, (2)on October 16, 1998, lowered the federal funds rate
an additional 25 basis points and reduced the discount rate by 25 basis points. 
As a result of these Federal Reserve rate adjustments the Company reduced its
prime lending rate by 50 basis points in October to 8.00%.  As the Company's
interest rate simulations and net economic value analysis indicated, due to the
liability sensitive nature of the Company's balance sheet, these rate reductions
are expected to positively impact net interest income into 1999.

The Company's primary market risk exposure is interest rate risk.  As part of
its effort to monitor and manage interest rate risk the Company uses simulation
analysis and net 

<PAGE>

present value analysis.  The simulation analysis monitors interest rate risk 
through the impact changes in interest rates can have on net income.  At 
September 30, 1998, the Company analyzed the effect of a presumed 100 and 200 
basis point increase and decrease in interest rates through its simulation 
analysis.  The results indicated no significant impact on net interest income 
for 1998, and were within the five percent (5%) of net interest income 
guidelines established by the Company.  While the results of the simulation 
indicated no significant impact on net interest income over the next twelve 
months, they did indicate the Company to be negatively impacted by rising 
interest rates and positively impacted by falling interest rates due to the 
liability sensitive nature of the balance sheet.

The net present value (NPV) analysis is used to measure the Company's interest
rate risk by computing estimated changes in NPV of its cash flows from assets,
liabilities and off-balance sheet items in the event of a range of assumed
changes in market interest rates.  NPV represents the market value of equity and
is equal to the market value of assets minus the market value of liabilities,
with adjustments made for off-balance sheet items.  This analysis assesses the
risk of loss in market risk sensitive instruments in the event of a sudden and
sustained 100 to 200 basis point increase or decrease in market interest rates. 
The Board of Directors has adopted an interest rate risk policy which
establishes maximum changes in the NPV of 20% in the event of a sudden and
sustained 100 to 200 basis point increase or decrease in market interest rates. 
The following table presents the Company's projected change in NPV for the
various rate shock levels at September 30, 1998:


<TABLE>
<CAPTION>
     Changes In
    Interest Rate         Change In           % Change         NPV of Equity/
   (basis points)       NPV of Equity          In NPV           NPV of Assets
-------------------------------------------------------------------------------
<S>                     <C>                   <C>              <C>
        -200              $ 22,219             23.21%              14.55%
        -100                14,081             14.71%              13.70%
           0                 6,163              6.44%              12.86%
        +100                (1,544)            -1.61%              12.02%
        +200                (9,047)            -9.45%              11.18%
</TABLE>

While there were no significant changes from the analysis prepared December 31,
1997, a sudden and sustained 200 basis point decrease in market interest rates
would increase the NPV of equity 23.21%.  This increase, which is above the 20%
guideline established by the Board was deemed acceptable due to the degree of
variance and positive impact on equity.

Other operating revenue for the first nine months of 1998, exclusive of security
transactions, was $6.612 million or a 7% increase over the first nine months of
1997 total 

<PAGE>

of $6.151 million.  Other operating revenue for the current quarter was 
$2.294 million compared to $2.101 million for the same quarter of 1997, a 9% 
increase.  Other operating revenue, exclusive of security transactions, as a 
percentage of average assets was 1.11% for the first nine months of 1998 
compared to 1.06% for the same period in 1997.

The largest component of other operating revenue in the first nine months of 
1998 was service charges on deposit accounts which increased $59 thousand or 
2% over the first nine months of 1997.  Service charges on deposit accounts 
for the current quarter decreased by $3 thousand over the same period in 
1997.  In the first nine months of 1998, service charges on deposit accounts 
as a percentage of average deposits increased to .78% from .76% for the same 
period in 1997. The Company annually reviews all of its fee-based products 
and services for marketability and profitability.  Increases realized in the 
first nine months of 1998 are the result of growth in the number of retail 
checking accounts over the past twelve months which coincided with the 
introduction of two new checking account products.  Management expects other 
operating revenue to continue to exceed 1997 levels.

Mahoning National Bank's Trust Department generated $2.382 million in other 
revenue in the first nine months of 1998, an increase of $183 thousand or 8% 
over the $2.199 million earned in the same period of 1997.  The Trust 
Department generated $807 thousand of operating income in the third quarter 
of 1998, a 15% increase over the $702 thousand earned in the same quarter of 
1997. At September 30, 1998, Trust Department Assets totaled $448.292 million 
with a market value of $654.780 million compared to $454.502 million with a 
market value of $653.778 million at September 30, 1997.  While asset totals 
have remained relatively flat the past twelve months the year-to-date 
increase in Trust Department income can be attributed to several factors:  an 
increase in market values for much of the first three quarters of the year, 
an improved account mix of higher fee paying accounts, and increased 
executorship fees.

In February 1997 the Company realized a $178 thousand gain when $20.075 
million of US Government Securities were sold from the available for sale 
portfolio. There were no security sales in the first nine months of 1998.

Provision for loan losses for the first nine months of 1998 amounted to 
$2.178 million compared to $2.250 million for the comparable period in 1997.  
The provision for the current quarter was $726 thousand compared to $725 
thousand for the same quarter of 1997.  This decrease is discussed in more 
detail under the Provision For Loan Losses heading later in this discussion.

Other operating expense for the first nine months of 1998 increased $439 
thousand or approximately 3% for the comparable period in 1997, to $15.630 
million from $15.191 million.  For the current quarter other operating 
expense totaled $5.190 million compared to $5.055 million in the same quarter 
of 1997.  As a percentage of average assets, other operating expense was 
2.63% for the first nine months of both 1998 and 1997.  The Company's 
efficiency ratio which measures non-interest expense as a percent of 
non-interest income 

<PAGE>

plus net interest income on a fully tax equivalent basis declined 52 basis 
points from 47.08% in 1997 to 46.56% in 1998.  This efficiency ratio would 
place the Company in the top ten percent of its peer group.

Salaries and employee benefits expense for the first nine months of 1998 
increased $91 thousand or 1% and increased $31 thousand or 1% for the most 
recent quarter when compared to the same period in 1997.  Salary expense 
alone increased $345 thousand or 5% for the first nine months of 1998 and 
$113 thousand or 5% for the current quarter when compared to the same periods 
in 1997.  This increase can be attributed to annual merit salary adjustments 
which took effect January 1, 1998 and increases in various employee incentive 
programs.  Health care expense for the first nine months of 1998 were $628 
thousand compared to $583 thousand for the same period in 1997, an increase 
of $45 thousand or 8%.  These increases were somewhat offset by a reduction 
in pension and workers compensation expense in the first nine months of 1998. 
The number of full time equivalent employees decreased from 393 at September 
30, 1997 to 374 at September 30, 1998, a reduction of 5%.

Expenses of premises and fixed assets for the first nine months of 1998, 
totaled $2.170 million, a 1% decrease ($31 thousand) from the same period in 
1997. Current quarter expense totaled $719 thousand, a 3% increase from the 
same quarter in 1997.

Other expenses increased $379 thousand in the first nine months of 1998 to 
$5.185 million from $4.806 million for the same period of 1997, an 8% 
increase. For the third quarter of 1998, other expenses increased $80 
thousand from the same period in 1997.  The increase in other expenses was 
the result of: increased amortization and support of software purchased in 
1997 and 1998, expenses associated with other real estate owned, increased 
marketing expenses related to the promotion of loan and deposit products, 
increased business activity and general inflationary increases.  Other 
expenses for the remainder of 1998 are expected to exceed 1997 expenses by 
approximately 5% to 10%.

In early 1997, the Company began to address the Year 2000 issue, which covers 
the process of converting computer systems to identify the Year 2000.  A Year 
2000 committee was formed consisting of senior management and selected 
representatives from all areas of the Company.  A senior officer who devotes 
100% of their time to the project, was appointed project manager.  It is the 
project managers responsibility to provide the Board of Directors with 
quarterly status reports, detailing the Company's internal Year 2000 
corrective efforts and the ability of the Company's major vendors to provide 
Year 2000 ready products and services.  The reports include at a minimum, the 
overall progress of the Year 2000 effort, including new efforts initiated 
since the last report, the Company's progress as compared to its overall Year 
2000 project plan and critical benchmarks, status reports regarding vendors, 
business partners, and major loan customers, results of internal and external 
testing, and contingency planning.

The Year 2000 Committee, identified all information technology and 
non-information technology applications and systems that could be impacted by 
the Year 2000 date 

<PAGE>

change and identified any third party vendors that impact the daily operation 
of the  Company.  Those applications, systems and vendors that the Company 
identified as mission critical were prioritized based on their potential 
impact to the ongoing operation of the Company.  An application, system or 
vendor is considered mission-critical  if it is vital to the successful 
continuance of core business activity or is an application that interfaces 
with a mission-critical system.  

A project plan has been developed based on the five (5) phases outlined by 
the Federal Financial Institutions  Examination Council (FFIEC): Awareness, 
Assessment, Renovation, Validation and Implementation.  The Awareness Phase 
encompasses establishing a budget and project plan for dealing with the Year 
2000 issue.  The Assessment Phase is the actual process of identifying and 
preparing an inventory of all its systems and individual components of those 
systems.  During this phase all system components were reviewed for Year 2000 
compliance, and through a risk analysis process, were identified as to 
whether they were mission critical.  The Renovation Phase is when changes are 
made to systems.  This phase deals primarily with the technical issues of 
converting existing systems, or switching to compliant systems.  During this 
phase, decisions are made on how to make the systems or processes Year 2000 
compliant, and the required system changes are made.  The Validation Phase is 
when a determination is made that no errors were introduced during the 
conversion process and that the renovation was successful.  The development 
of test data and test scripts, the running of test scripts, and the review of 
test results are crucial for this phase of the conversion process to be 
successful.  If testing results show anomalies, the testing area is corrected 
and re-tested. The Implementation Phase is when a tested Year 2000 compliant 
system is ready for use.  At the end of September 1998, the Awareness and 
Assessment phases had been completed and documentation supporting the 
comprehensive Year 2000 project plan was completed.  The Company is currently 
at various stages of the Renovation, Validation and Implementation phases on 
those applications or systems identified as mission-critical to the Company.  
The Company expects to complete the Renovation, Validation and Implementation 
phases on the majority of applications and systems identified as 
mission-critical by December 31, 1998, with the remainder completed by March 
31, 1999. 

 During the first quarter of 1998, the Company initiated a vendor management 
process that aggressively ascertains the Year 2000 readiness of third party 
relationships.  The Company has established monitoring procedures to verify 
the service provider and/or software vendor is taking appropriate action to 
achieve Year 2000 readiness.  In addition, the Company has established a 
process for testing remediated services and products in the Company's own 
environment whenever possible.  At this point in time, the only major concern 
the Company has with third parties is with the possible interruption of 
electrical power, which is certainly a concern that all businesses face due 
to the interdependencies within the nations power grid.  The Company is in 
the process of evaluating alternatives and developing procedures to operate 
in the event there are interruptions to the electrical power supply.

<PAGE>

Remediation contingency plans have been developed and alternative vendors 
identified for each issue listed as mission-critical.  These plans include 
various dates, which if certain requirements have not been met by current 
vendors to validate their Year 2000 readiness, will require a switch to an 
alternative vendor identified as Year 2000 compliant.  The Company is in the 
process of developing a Business Resumption Contingency Plan for the Year 
2000 in order to mitigate the risks associated with; (1) the failure to 
successfully complete renovation, validation, or implementation of the 
Company's Remediation Contingency Plan, and (2) failure of systems at 
critical dates.  In Business Resumption Contingency Planning, risks 
associated with the failure of core business processes are evaluated.  These 
are groups of related tasks that must be performed in a cohesive manner to 
ensure that the Company remains viable. Evaluation of these risks compare 
costs, time, and resources needed to implement the contingency alternatives.  
The Business Resumption Contingency Plan will be completed by December 31, 
1998.

The estimated cost for the Company's Year 2000 Remediation project should be 
approximately $765 thousand.  These costs include various hardware and 
software purchases and modification, employee training, professional services 
and additional employee man hours.  Through September 30, 1998, approximately 
$190 thousand has been expensed on Year 2000 Remediation with the remaining 
expense expected to occur over the next 18 months.

An additional area under review by the Company is the Year 2000 risk arising 
from relationships with three broad categories of customers:  fund takers 
(borrowers), fund providers (depositors), and capital market/asset management 
counterparties (brokers).  The potential risks associated with these 
customers and counterparties include increased credit, liquidity or 
counterparty trading risk when a customer encounters Year 2000 related 
problems.  The Company has implemented a due diligence process that has 
identified, assessed and established controls for Year 2000 risk by 
customers.  This process was completed by September 30, 1998, with 
appropriate risk controls in place to manage and mitigate Year 2000 customer 
risk.

INCOME TAXES

Income tax expense for the first nine months of 1998 amounted to $5.043 
million compared to $4.699 million for the same period in 1997.  Income tax 
expense for 1998 is being accrued at an effective rate of approximately 
32.7%, which compares to an effective tax rate of 32.2% for all of 1997.

The Statement of Condition includes approximately $402 thousand and $1.881 
million of net deferred tax assets at September 30, 1998 and December 31, 
1997 respectively.  It is management's belief that the Company has adequate 
taxable income to realize the deferred tax asset and accordingly no valuation 
reserve has been established.

<PAGE>

The following annualized ratios reflect the earnings performance for the first
nine months of 1998 compared to the same time period of 1997:

<TABLE>
<CAPTION>
                               For the nine              For the nine
                               months ended              months ended
                             September 30, 1998        September 30, 1997
                             ------------------        ------------------
<S>                          <C>                       <C>
 Return on Average Assets         1.75%                     1.69%
 Return on Average Equity        15.43                     16.19
 Return on Earning Assets
 -Taxable Equivalent              7.93                      8.02
 Interest Cost as a
    percentage of Earning         3.08                      3.25
    Assets
 Net Interest Margin              4.85                      4.77
</TABLE>

STATEMENTS OF CONDITION

As of September 30, 1998, total assets of the Company amounted to $785.911 
million, a 1% decrease from December 31, 1997 total assets of $796.866 
million. Average assets for the first nine months of 1998 amounted to 
$794.062 million compared to $772.307 million for the same period of 1997, a 
3% increase. Through the first nine months of 1998, total loans decreased 
$5.151 million or 1% from year end and the investment portfolio increased 
$10.419 million or 4%. Cash and due from banks, a non-earning asset, was 
reduced by $7.276 million over the first nine months of 1998 as the result of 
implementing a program that lowered the Company's reserve requirement at the 
Federal Reserve Bank and reduced cash held in the Company's branches.  The 
decline in assets was primarily the result of a $7.388 million decrease in 
deposits and a $24.404 million decrease in securities sold under agreement to 
repurchase, which includes Corporate Investment accounts.  The deposit 
declines experienced in the first nine months of 1998 continue the trend 
which began in 1996 and are representative of industry trends.  Consumers 
continue to move their funds from the banking industry into mutual funds or 
other investment products which tend to offer higher returns.  In addition, 
competitive pressures from within the banking and savings and loan industries 
to increase market share are making it much more difficult to retain 
deposits.  It is imperative that the Company offer the products that our 
customers want at competitive prices and that we continue to provide the 
quality service that distinguishes Mahoning National from its peers.

INVESTMENT PORTFOLIO

The deposits and other borrowings of the Company, in excess of required 
reserves and operating funds of the Mahoning National Bank of Youngstown, are 
invested in loans, investment securities and federal funds sold.  The 
objective of the investment portfolio is 

<PAGE>

to combine liquidity, earnings, and safety of the investment in a prudent 
manner so as to protect the depositor, fulfill responsibility to borrowers 
and offer a favorable return to the stockholders.

At September 30, 1998, the investment portfolio totaled $261.175 million 
(which included a $5.700 million unrealized gain on available for sale 
securities) which was a increase of $10.419 million from December 31, 1997.

At September 30, 1998, the Company has classified investment securities with 
amortized cost and fair market value of $225.989 and $231.689 million 
respectively, or 88% of the portfolio as available for sale, with the 
remainder of the portfolio classified  as held to maturity.  Those securities 
classified as available for sale will afford the Company's Asset/Liability 
Committee the necessary flexibility to manage the portfolio to meet liquidity 
needs that may arise.  The Company did not hold any on or off balance sheet 
derivatives during 1997 and 1998.

In the first nine months of 1997, $20.075 million of U.S. Government 
Securities that were coming due in 1997 were sold from the available for sale 
portfolio and were reinvested in longer term U.S. Treasury securities.  There 
was no security sales in the first nine months of 1998.  No securities were 
transferred between categories in the first nine months of 1998.

LOANS

Total loans decreased by $5.151 million or 1% from $492.487 million on 
December 31, 1997, as the Company was more active in selling conforming 
mortgages in the secondary market in 1998 and continued to maintain strict 
underwriting standards across all loan products.  The Company's loan to 
deposit ratio was 90.63% at September 30, 1998 compared to 90.35% at December 
31, 1997.

The loan portfolio, with the exception of commercial real estate experienced 
a decline from December 31, 1997 totals, due to a competitive loan pricing 
environment and the Company's decision to maintain stricter underwriting 
standards.  As interest margins continue to shrink due to the flat yield 
curve, loan pricing and loan terms have become very competitive.  The Company 
has made a decision not to chase loan volume with rates or terms that would 
jeopardize the quality of the loan portfolio.

Commercial real estate increased $7.561 million or 7% in the first nine 
months of 1998 from $106.521 million at December 31, 1997 to $114.082 
million. Commercial loans, which declined by 9% for the year ended December 
31, 1997, decreased by $7.246 million or 9% from $79.517 million at December 
31, 1997, to $72.271 million at September 30, 1998.  The dollar fluctuation 
of commercial real estate and commercial loans can be more volatile than 
other loan products due to the nature of the product and larger dollar amount 
of individual loans. As the competition for commercial real estate and 
commercial loans increases throughout 1998 into 1999, with banks looking to 

<PAGE>

continue past growth trends in their loan portfolios, the Company does not 
intend to compromise its credit standards for the sake of loan growth.

Consumer loans decreased $3.657 million or 3% in the first nine months of 
1998 after increasing $7.0 million, or 5%, in 1997.  Consumer loan balances 
are primarily dependent on the level of indirect automobile financing 
purchased by the Bank.  The growth rate of 1997 was not sustained in the 
first nine months of 1998 due to a slower market, greater competition among 
local lenders and the Company's close monitoring of underwriting criteria due 
to the increased charge-offs and delinquency trends of the past few years.  
Competition from leasing by captive automobile finance companies (i.e. GMAC, 
Ford Motor Credit) continues to remain strong.  These companies have been 
offering a variety of below market lease and loan programs which has reduced 
the amount of new car financing available to bank lenders.  To effectively 
compete in this environment the Company must continue to provide the dealer 
network with a very high level of quality service that can help off-set lower 
rate alternatives.  Given the rapid amortization of the automobile loan 
portfolio, which has a short average maturity, competition in the market 
area, and a projected slowdown in our national economy, consumer loan totals 
are expected to continue moderate declines over the remainder of 1998 and 
into 1999.

Residential mortgage loans declined approximately $5.9 million or 4% in the 
first nine months of 1998.  The Company, which has been more active in the 
secondary market in 1998, sold approximately $16 million in long term fixed 
rate mortgages in the first nine months of 1998 ($6 million in the third 
quarter) after selling approximately $1.0 million for all of 1997.  The 
Company will continue to place emphasis on generating salable loans, with 
servicing retained, over the remainder of 1998 and into 1999.  With this 
increased emphasis on selling long term fixed rate mortgages in the secondary 
market and current refinancing pressures due to the low mortgage interest 
rate environment, a continued decline in the residential mortgage loan 
portfolio is expected into 1999.  The increase in the sale of long term fixed 
rate mortgages is a result of an asset liability management strategy of not 
holding long term fixed rate assets.

Loans for purchasing or carrying securities which increased from $6 thousand 
at December 31, 1997 to approximately $17 million at June 30, 1998, declined 
to approximately $4 million at September 30, 1998.  This fluctuation in loan 
balances was the result of customers borrowing, on 90 day notes, to purchase 
the stock of a local mutual savings and loan association which converted to a 
stock company in July 1998.

As of September 30, 1998, non-performing loans, defined as those loans which 
are on non-accrual or are 90 days or more past due and still accruing, 
totaled $1.624 million compared to $2.881 million at December 31, 1997.  
Listed below is a schedule of the Company's non-performing assets:

<PAGE>

<TABLE>
<CAPTION>
 (Amounts in thousands)            September 30, 1998      December 31, 1997
 ---------------------             ------------------      -----------------
 <S>                               <C>                     <C>
 Non accrual loans                     $1,019                   $2,227
 Accruing loans 90 days or   
      more past due                       605                      654
                                       ------                   ------
 Non performing loans                   1,624                    2,881
 Restructured loans in
      compliance with
      modified terms                       54                       --
 Other real estate owned                  611                    1,112
                                       ------                   ------
 Total  non performing assets          $2,289                   $3,993
                                       ------                   ------
                                       ------                   ------
 Total non performing assets to
      total assets                      0.29%                    0.50%
</TABLE>


The following ratios provide additional information on the status of the loan
portfolio:

<TABLE>
<CAPTION>
                                      As of                      As of
                                September 30, 1998        September 30, 1997
                                ------------------        ------------------
<S>                             <C>                       <C>
 Loan deposit ratio                  90.63%                     92.79%
 Non performing loans to
      total loans                      .33                        .75
 Non performing loans to
      allowance for loan losses      21.55                      47.99
 Allowance for loan losses
      to total loans                  1.55                       1.55
 Net charge-offs ($000)             $2,167                     $2,683
</TABLE>

Shown below is a summary of the allowance for loan losses:

<TABLE>
<CAPTION>
                                          For the nine          For the nine
                                          months ended          months ended
       (Amounts in thousands)          September 30, 1998    September 30, 1997
        --------------------           ------------------    ------------------
<S>                                    <C>                   <C>
 Balance at beginning of period              $7,524                $8,112
 Provision charged to operating                                        
      expense                                 2,178                 2,250
 Recoveries of loans charged off                633                   461
 Losses charged to allowance                 (2,800)               (3,144)
                                             ------                ------
 Balance at end of period                    $7,535                $7,679
                                             ------                ------
                                             ------                ------
 Year to date net charge-offs                    
      to average loans                          .44%                  .55%
</TABLE>

Information required under Statement of Financial Accounting Standards No. 114
"Accounting by Creditors for Impairment of a Loan" and No. 118 "Accounting by
Creditors for Impairment of a Loan - Income Recognition and Disclosure" is as
follows for the nine months ended September 30:

<PAGE>

<TABLE>
<CAPTION>
                                            1998                   1997
                                           ------                  ----
<S>                                          <C>                   <C>
 Principal amount of impaired loans          $226                  $844
 Allowance allocated to impaired                                      
      loans                                    --                    --
                                           ------                  ----
 Portion for which no allowance is 
      allocated                              $226                  $844
                                           ------                  ----
                                           ------                  ----
 Average investment in impaired   
      loans for the nine months
      ended September 30, 1998:            $1,153                  $927
                                           ------                  ----
                                           ------                  ----
</TABLE>

Total cash collected on impaired loans during the first nine months of 1998 
and 1997 was $383 thousand and $582 thousand respectively; $381 thousand was 
credited to the principal balance outstanding and $2 thousand was credited to 
interest in the first nine months of 1998, while $573 thousand was credited 
to the principal balance outstanding and $9 thousand was credited to interest 
in the same time period in 1997.  Interest that would have been accrued on 
impaired loans in the first nine months of 1998 and 1997 was $31 thousand and 
$35 thousand respectively.  Interest income of $2 thousand and $9 thousand 
was recognized during the first nine months of 1998 and 1997, respectively.

PROVISION FOR LOAN LOSSES

The policies of the Company provide for loan loss reserves to adequately 
protect the Company against reasonably probable loan losses consistent with 
sound and prudent banking practice.  In determining the monthly provision for 
loan losses and the adequacy of the loan loss reserve, management reviews the 
current and forecasted economic conditions and portfolio trends.  The primary 
focus is placed on current problem loans, delinquencies and anticipated 
charge-offs.  As of September 30, 1998, all loans classified for regulatory 
purposes do not represent or result from trends or uncertainties which 
management reasonably expects will materially impact future operating 
results, liquidity, or capital resources.

The provision for loan losses charged to expense during the first nine months 
of 1998 was $2.178 million, a decrease of $72 thousand from the 1997 first 
nine month provision.  Net charge-offs on consumer loans and credit card 
related plans totaled $1.328 million for the first nine months of 1998 
compared to $1.384 million for the same period in 1997, a $56 thousand 
decrease.  The Company's experience in 1997 and the first nine months of 1998 
followed national trends of deteriorating credit quality in consumer loans 
and credit card and related plans brought on by the high level of consumer 
debt and record personal bankruptcy filings.

A complete analysis of the loan underwriting and loan collection departments 
was performed in 1997.  As a result of that analysis, strict underwriting 
guidelines have been 

<PAGE>

established along with more pro-active collection efforts.  These actions 
should have a positive impact on reducing consumer loan charge-offs over the 
remainder of 1998 and into 1999.  As of September 30, 1998, consumer loan 
delinquencies have shown significant improvement over the delinquencies at 
September 30, 1997.  In addition, the number of bankruptcy notices received 
and automobile repossessions were down 21% and 22% respectively for the first 
nine months of 1998 compared to 1997.

It is anticipated that some of the amounts charged-off in the first nine 
months will be collected in the future and will be added to the allowance for 
loan losses.  The timing and amounts of these collections are uncertain at 
this time.

At September 30, 1998, the allowance for loan losses totaled $7.535 million 
or 1.55% of total loans, compared to $7.679 million or 1.55% of total loans 
at September 30, 1997.  Through the first nine months of 1998 the Company's 
net charge-offs totaled $2.167 million, a $516 thousand or 19% decrease 
compared to the $2.683 million charged-off in the first nine months of 1997.  
Over this same period the Company's non-performing loans to total loans ratio 
improved 42 basis points from .75% at September 30, 1997 to .33% at September 
30, 1998.

This area will continue to be monitored closely over the remainder of the 
year as the Company continues to evaluate the adequacy of the allowance for 
loan losses with future provisions to the allowance being dependent upon the 
growth and quality of the loan portfolio.  As a result of possible changes in 
economic conditions there can be no guarantee that the level of the provision 
or allowance for loan losses will not be increased by the Company.

LIQUIDITY AND CAPITAL

It is a primary objective of the Company to maintain a level of liquidity 
deemed adequate to meet the expected and potential funding needs of loan and 
deposit customers.  It is the Company's policy to manage its affairs so that 
the liquidity needs are fully satisfied through normal bank operations.  
Short term investments (Federal funds sold) and short term borrowings 
(Federal funds purchased, repurchase agreements, U.S. Treasury demand notes 
and Federal Home Loan Bank advances) are used primarily as cash management 
and liquidity tools. Short term Federal fund lines totaling $60 million have 
been established at the Company's correspondent banks.  When loan demand 
increases at a faster rate than deposit growth it may be necessary to manage 
the available for sale portion of the investment portfolio to meet that 
demand, or to sell conforming residential mortgages on the secondary market.  
At September 30, 1998, and December 31, 1997, $0 and $298 thousand  of 
residential mortgage loans were designated as held for sale, respectively.  
At September 30, 1998, $231.689 million of the investment portfolio was 
classified as available for sale.  This classification will afford the 
Company's Asset/Liability Committee the flexibility to manage the portfolio 
to meet any liquidity needs that may arise.

<PAGE>

An additional source of liquidity is derived from the Federal Home Loan Bank 
of Cincinnati (FHLB).  The FHLB provides short term funding alternatives with 
a remaining available borrowings of $42.579 million and funding for 
one-to-four family residential mortgage loans and allows the Company to 
better manage its interest rate risk.  The Company had $12.435 million 
outstanding in FHLB borrowings at September 30, 1998, compared to $3.151 
million at December 31, 1997.

Total capital accounts have grown $9.169 million or 11% in the first nine 
months of 1998.  This increase reflects retained earnings less dividends paid 
and also reflects a $2.747 million unrealized gain, net of deferred taxes, on 
the available for sale investment portfolio for the first nine months of 
1998. Dividends paid in 1998 year to date were $3.969 million or $.63 per 
share compared to $3.024 million or $.48 per share for the same period in 
1997.  Book value per share as of September 30, 1998 was $15.20 per share 
compared to $13.74 on December 31, 1997.

Under regulations issued by federal banking agencies, banks and bank holding 
companies are required to maintain certain minimum capital ratios known as 
the risk-based capital ratio and the leverage ratio.  At September 30, 1998, 
the Company's leverage, Tier 1 and total risk-based capital ratios were 
11.62%, 18.83% and 20.09%, respectively, compared to  11.05%, 17.70% and 
18.95% at December 31, 1997, respectively.  The Company has exceeded all 
required regulatory capital ratios for each period presented and is 
considered "well capitalized" under all federal banking agency regulations.  
The Company's risk-based capital ratios are well above the regulatory 
minimums due to the capital strength and low risk nature of the balance sheet 
and off balance sheet commitments.  The structure of the Company's balance 
sheet is such that nearly all of the investment portfolio is invested in U.S. 
Government obligations or other low risk categories, and over 20% of the loan 
portfolio is invested in one-to-four family residential mortgage loans which 
have a 50% risk weight assessment.  Due to the increased level of capital in 
1998, management is reviewing various capital management strategies. It is 
the Company's intent to prudently manage the capital base in an effort to 
increase return on equity performance while maintaining necessary capital 
requirements to maintain the "well capitalized" classification.

<PAGE>

FORWARD LOOKING STATEMENTS

Certain statements contained in this report that are not historical facts are 
forward looking statements that are subject to certain risks and 
uncertainties. When used herein, the terms "anticipates," "plans," "expects," 
"believes," and similar expressions as they relate to the Company or its 
management are intended to identify such forward looking statements.  The 
Company's actual results, performance or achievements may materially differ 
from those expressed or implied in the forward looking statement.  Risks and 
uncertainties that could cause or contribute to such material differences 
include, but are not limited to, general economic conditions, interest rate 
environment, competitive conditions in the financial services industry, 
changes in law, governmental policies and regulations, and rapidly changing 
technology affecting financial services.

<PAGE>

                             MAHONING NATIONAL BANCORP, INC.
                    SUMMARY OF AVERAGE BALANCES AND INTEREST RATES
                                     TAX EQUIVALENT

<TABLE>
<CAPTION>
                                                       FOR THE NINE MONTHS ENDED                    FOR THE NINE MONTHS ENDED
                                                           SEPTEMBER 30, 1998                           SEPTEMBER 30, 1997
                                                  ------------------------------------           ----------------------------------
(Amounts in thousands)                                AVERAGE                  AVERAGE             AVERAGE                  AVERAGE
                                                      BALANCE     INTEREST    RATE%(2)             BALANCE     INTEREST    RATE%(2)
                                                  ------------------------------------           ----------------------------------
<S>                                               <C>             <C>         <C>                 <C>          <C>         <C>
INTEREST YIELDS
Loans                                                $491,691    $  32,691       8.89             $489,293      $32,845       8.97 

Investment securities (1)                             247,935       11,379       6.14              234,447       10,740       6.12 
Other earning assets                                   10,644          442       5.47                8,070          331       5.40 
                                                  ------------------------------------           ----------------------------------
   Total return on earning assets                     750,270       44,512       7.93              731,810       43,916       8.02 

INTEREST COSTS
Interest bearing deposits:
   Savings deposits                                   272,954        4,267       2.09              278,495        4,793       2.30 
   Time deposits                                      196,835        7,638       5.19              199,220        7,898       5.30 
                                                  ------------------------------------           ----------------------------------
     Total interest bearing deposits                  469,789       11,905       3.39              477,715       12,691       3.55 

Federal funds purchased                                 3,314          139       5.55                4,979          213       5.63 
Repurchase agreements                                 133,608        4,553       4.56              124,862        4,409       4.72 

Short term borrowings                                   7,749          307       5.22                3,760          153       5.42 
Long term borrowings                                   10,083          394       5.23                8,124          320       5.20 
                                                  ------------------------------------           ----------------------------------
     Total interest bearing liabilities              $624,543      $17,298       3.70             $619,440      $17,786       3.84 


Interest spread                                                    $27,214       4.23                          $26,130       4.18 
                                                                 ---------------------                        ---------------------
                                                                 ---------------------                        ---------------------

AS A PERCENT OF AVERAGE EARNING ASSETS

   Total return on earning assets                                                7.93                                         8.02 
   Total interest cost                                                           3.08                                         3.25 
                                                                               ------                                       ------
     Net Interest Margin                                                         4.85                                         4.77
                                                                               ------                                       ------
                                                                               ------                                       ------
</TABLE>

(1) Investment securities average balance is based on average carrying
    value while the average rate is calculated using average historical
    cost.
(2) Annualized


<PAGE>

                                       PART II
                                  OTHER INFORMATION
                           Mahoning National Bancorp, Inc.



Item 1    -    Legal Proceedings
               None

Item 2    -    Changes in the Rights of the Company's Security Holders
               None

Item 3    -    Default Upon Senior Securities
               None

Item 4    -    Submission of Matters to a Vote of Security Holders
               None

Item 5    -    Other Information
               None

Item 6(a) -    Exhibits

               (10) Material Contracts

                    (10a)   Change-In-Control Protective Agreement - 
                            Martha A. Drabiski

               (27) Financial Data Schedule


<PAGE>

                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Quarterly Report on Form 10-Q for the nine
months ended September 30, 1998 to be signed on its behalf by the undersigned
thereunto duly authorized.



DATE:   November 04, 1998                    Mahoning National Bancorp, Inc.
     -----------------------


                                             /s/Gregory L. Ridler
                                             -------------------------------
                                             Gregory L. Ridler 
                                             Chairman of the Board,
                                             President and Chief
                                             Executive Officer



DATE:   November 04, 1998                    /s/Norman E. Benden, Jr.
     -----------------------                 -------------------------------
                                             Norman E. Benden, Jr.
                                             Treasurer