SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C.

                                   FORM 10-QSB

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

                  For the quarterly period ended June 30, 1997

                                       OR

 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT

             For the transition period from __________ to __________

                           Commission File No. 0-27714

                     Crazy Woman Creek Bancorp Incorporated
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

          Wyoming                                              83-0315410
--------------------------------------------------------------------------------
  (State or other jurisdiction of                           (I.R.S. Employer
    incorporation or organization)                         Identification No.)


                     106 Fort Street, Buffalo, Wyoming 82834
                     ---------------------------------------
                    (Address of principal executive offices)


                                 (307) 684-5591
                                 --------------
              (Registrant's telephone number, including area code)



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

State the number of shares outstanding of each of the issuer's classes of common
equity as of the latest practicable date.

         Class:   Common Stock, par value $.10 per share
                  Outstanding at July 17, 1997:  954,845

Transitional Small Business Disclosure Format (check one):  Yes       No  X
                                                                 ---     ---

<PAGE>



                     CRAZY WOMAN CREEK BANCORP INCORPORATED

                              INDEX TO FORM 10-QSB

                                                                         Page
                                                                         ----

PART I    FINANCIAL INFORMATION
          ---------------------

Item 1.   Financial Statements

          Consolidated Statements of Financial Condition at June 30,
          1997 (unaudited) and September 30, 1996 (audited)............    1

          Consolidated Statements of Income for the three and nine
          months ended June 30, 1997 and 1996 (unaudited)..............    2

          Consolidated Statements of Cash Flows for the nine months
          ended June 30, 1997 and 1996 (unaudited).....................    3

          Notes to Unaudited Interim Consolidated Financial
          Statements...................................................    5

Item 2.   Management's Discussion and Analysis of Financial
          Condition and Results of Operations..........................    7



PART II.  OTHER INFORMATION
          -----------------

Item 1.   Legal Proceedings............................................   15

Item 2.   Changes in Securities........................................   15

Item 3.   Defaults upon Senior Securities..............................   15

Item 4.   Submission of Matters to a Vote of Security Holders..........   15

Item 5.   Other Information............................................   15

Item 6.   Exhibits and Reports on Form 8-K.............................   15



SIGNATURES





<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY
                 Consolidated Statements of Financial Condition
<TABLE>
<CAPTION>
                                                                                            June 30,            September 30,
                                                                                              1997                  1996
                                                                                           -----------          -------------
                                                                                           (unaudited)            (audited)
                                                                                                    (In Thousands)
<S>                                                                                         <C>                     <C>     
Assets
------
Cash and cash equivalents.......................................................            $    762                $    451

Interest bearing time deposits..................................................                  99                      99

Investment and mortgage-backed securities available-for-sale....................              15,035                  13,365

Investment and mortgage-backed securities held-to-maturity
  (estimated market value of $9,222 in 1997 and $10,181 in 1996)................               9,226                  10,303

Stock in Federal Home Loan Bank of Seattle, at cost.............................                 563                     400

Loans receivable, net...........................................................              27,646                  25,859

Accrued interest receivable.....................................................                 448                     496

Premises and equipment, net.....................................................                 461                     502

Other assets....................................................................                  35                      42
                                                                                            --------                 -------

    Total assets................................................................            $ 54,275               $  51,517
                                                                                             =======                ========

Liabilities and Stockholders' Equity
------------------------------------

Liabilities

  Deposits......................................................................              28,658                  29,371

  Advances from Federal Home Loan Bank..........................................              11,079                   6,113

  Advances from borrowers for taxes and insurance...............................                  43                      53

  Federal income tax payable ...................................................                 135                      15

  Deferred income taxes.........................................................                 120                      81

  Dividends payable.............................................................                  95                     106

  Accrued expenses and other liabilities........................................                 132                     270
                                                                                           ---------                 -------

    Total liabilities...........................................................              40,262                  36,009
                                                                                            --------                 -------

Stockholders' equity

  Preferred stock, par value $.10 per share, 2,000,000 shares authorized;                   $      -                $      -
    none issued and outstanding.................................................

  Common stock, par value $.10 per share,  5,000,000 shares authorized;  
    954,845 issued and outstanding at June 30, 1997
    1,058,000 issued and outstanding at September 30, 1996......................                 106                     106

  Additional paid-in surplus....................................................              10,037                  10,027

  Retained earnings, substantially restricted...................................               6,277                   6,058

  Unearned compensation relating to Employee Stock Ownership Plan and
    Management Stock Bonus Plan, at cost........................................              (1,060)                   (617)

  Unrealized gain(loss) on securities available-for-sale........................                  11                     (66)

  Treasury stock - 52,900 shares (1997), at cost................................              (1,358)                      -
                                                                                             -------                --------

    Total stockholders' equity..................................................              14,013                  15,508
                                                                                              ------                 -------

    Total liabilities and stockholders' equity.................................              $54,275                 $51,517
                                                                                              ======                  ======
</TABLE>
See notes to unaudited interim consolidated financial statements.
                                      - 1 -
<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY
                        Consolidated Statements of Income
<TABLE>
<CAPTION>
                                                                    Three Months Ended                   Nine Months Ended
                                                                          June 30,                            June 30,
                                                                 --------------------------          --------------------------
                                                                   1997             1996               1997             1996
                                                                 --------        ---------           --------          -------
                                                                      (Unaudited)                             (Unaudited)
Interest Income:                                                 (Dollars in thousands except earnings per share and dividends
                                                                                     declared per share)

<S>                                                               <C>              <C>               <C>              <C>   
  Loans receivable............................................      $576             $515              $1,688           $1,511

  Mortgage-backed securities..................................       133              162                 431              329

  Investment securities.......................................       242              188                 706              407

  Interest bearing time deposits..............................         1                7                   4               24

  Other.......................................................        19               24                  46               72
                                                                    ----             ----              ------           ------

     Total interest income....................................       971              896               2,875            2,343
                                                                     ---
Interest expense:

  Deposits....................................................       357              344               1,051            1,081

  Advances from FHLB of Seattle...............................       134               78                 354              174
                                                                    ----             ----             -------         --------
     Total interest expense...................................       491              422               1,405            1,088
                                                                     ---
     Net interest income......................................       480              474               1,470            1,255

Provision for loan losses.....................................         -                -                   -                -
                                                                  ------          -------             -------         --------
     Net interest income after provision for loan losses......       480              474               1,470            1,088

Non-interest income:

  Customer service charges....................................        11               10                  30               31

  Other operating income......................................         6                8                  22               24

  Gain on sale of investment and mortgage-backed securities...         -                9                   -               30

  Gain on sale of other real estate owned.....................         -                -                   -               13
                                                                   -----             ----              ------           ------
     Total non-interest income................................        17               27                  52               98

Non-interest expense:

  Compensation and benefits...................................       134              119                 399              330

  Occupancy and equipment.....................................        23               22                  80               82

  FDIC/SAIF deposit insurance premiums........................         4               16                  22               49

  Advertising.................................................         6                7                  26               25

  Data processing services....................................        24               71                  72              126

  Loss on sale of investment and mortgage-backed securities...         8                -                   7                -

  Loss on sale of premises and equipment......................         -               22                   -               22

  Other.......................................................        40               46                 157              114
                                                                    ----             ----               -----            -----
     Total non-interest expense...............................       239              303                 763              748
                                                                    ----             ----               -----            -----
     Income before income taxes...............................       258              198                 759              438

Income tax expense............................................        86               63                 257              162
                                                                    ----             ----               -----            -----
     Net income...............................................     $ 172            $ 135               $ 502            $ 276
                                                                   =====              ===               =====            =====
Dividends declared per common share...........................     $0.10            $0.05               $0.30            $0.05
                                                                    ====             ====                ====             ====
Earnings per common share.....................................     $0.19            $0.14               $0.53            $0.28
                                                                    ====             ====               =====             ====
</TABLE>
See notes to unaudited interim consolidated financial statements.

                                      - 2 -
<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY
                      Consolidated Statements of Cash Flows
<TABLE>
<CAPTION>
                                                                                                    Nine months Ended
                                                                                                        June 30,

                                                                                                   1997            1996
                                                                                                  ------          ------
                                                                                                     (In Thousands)

Cash flows from operating activities:                                                                  (Unaudited)

<S>                                                                                            <C>             <C>   
  Net income.............................................................................        $   502         $  276

  Adjustments to reconcile net income to net cash provided by operating activities

    Amortization of premiums and discounts on investment securities available-for sale, net            4              -

    Amortization of premiums and discounts on investment securities held-to-maturity, net              7              -

    Federal Home Loan Bank stock dividend................................................            (25)           (21)

    Depreciation.........................................................................             53             58

    Gain on sale of securities...........................................................              -            (30)

    Gain on sale of other real estate owned..............................................              -            (13)

    Loss on disposition of premises and equipment........................................              -             22

    ESOP shares committed to be released.................................................             44              -

    MSBP deferred compensation...........................................................             44              -

Change in:

        Accrued interest receivable......................................................             48            (53)

        Other assets.....................................................................              7             (9)

        Federal income taxes payable.....................................................            120             70

        Dividends payable................................................................            (10)            53

        Accrued expenses and other liabilities...........................................           (137)             9
                                                                                                   -----         ------

           Net cash provided by operating activities.....................................            656            362

Cash flows from investing activities:

  Net change in interest bearing deposits................................................              -            594

  Purchases of investment and mortgage-backed securities available-for-sale..............         (8,752)       (10,894)

  Maturities of investment and mortgage-backed securities available-for-sale.............          3,487            102

  Proceeds from the sale of investment and mortgage-backed securities available-for-sale.          3,702          1,006

  Purchases of investment and mortgage-backed securities held-to-maturity................           (410)        (6,710)

  Maturities of investment and mortgage-backed securities held-to-maturity...............            833          5,507

  Proceeds from the sale of investment and mortgage-backed securities held-to-maturity...            650            672

  Purchase of FHLB of Seattle stock......................................................           (138)             -

  Net change in loans receivable.........................................................         (1,787)        (2,508)

  Purchases of premises and equipment....................................................            (10)           (51)

  Proceeds from sale of other real estate owned..........................................              -             68
                                                                                                   -----         ------

    Net cash used in investing activities................................................         (2,425)       (12,214)

</TABLE>
                                      - 3 -

<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY
                      Consolidated Statements of Cash Flows
                                   (continued)
<TABLE>
<CAPTION>
                                                                                                    Nine months Ended
                                                                                                        June 30,
                                                                                                   1997           1996
                                                                                                 ------         -----
                                                                                                     (In Thousands)

                                                                                                       (Unaudited)

Cash flows from financing activities:

<S>                                                                                            <C>             <C>
  Net change in deposits.................................................................           (713)           250

  Net changes in advances from Federal Home Loan Bank....................................          4,966          2,958

  Net change in advances from borrowers for taxes and insurance..........................            (10)            (4)

  Dividends paid to stockholders.........................................................           (283)           (53)

  Acquisition of common stock for MSBP, at cost..........................................           (522)             -

  Acquisition of treasury stock, at cost.................................................         (1,357)             -

  Sale of common stock, net of offering costs............................................              -          9,504
                                                                                                  ------       --------

    Net cash provided in financing activities............................................          2,080         12,655
                                                                                                  ------       --------

Net increase (decrease) in cash and cash equivalents.....................................            311            803

Cash and cash equivalents at beginning of year...........................................            451            268
                                                                                                  ------          -----

Cash and cash equivalents at end of period...............................................        $   762       $  1,071
                                                                                                  ======        =======

</TABLE>

See notes to unaudited interim consolidated financial statements.

                                      - 4 -

<PAGE>

          Notes to Unaudited Interim Consolidated Financial Statements

                                  June 30, 1997


NOTE 1:           BASIS OF PRESENTATION

The accompanying  unaudited interim consolidated  financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information.  Accordingly,  they do not include all of the information
and footnotes required by generally accepted accounting  principles for complete
financial  statements.  For further information,  the reader should refer to the
annual report of Crazy Woman Creek Bancorp Incorporated (the "Corporation").

The accompanying  consolidated  financial statements include the accounts of the
Corporation  and Buffalo  Federal  Savings  Bank (the  "Bank"),  a wholly  owned
subsidiary  of  the  Corporation.  All  significant  intercompany  balances  and
transactions have been eliminated in consolidation.

In the opinion of management,  all adjustments  (consisting of normal  recurring
accruals)  considered  necessary for fair presentations have been included.  The
results of operations  for the interim  periods ended June 30, 1997 and 1996 are
not  necessarily  indicative  of the results which may be expected for an entire
year or any other period.

NOTE 2:           CONVERSION FROM MUTUAL SAVINGS BANK TO STOCK SAVINGS
                  BANK AND FORMATION OF SAVINGS AND LOAN HOLDING COMPANY

On   March   29,   1996,   the   Bank   consummated   its   conversion   from  a
federally-chartered  mutual savings and loan association to a stock savings bank
pursuant to a Plan of Conversion (the  "Conversion")  via the issuance of common
stock. In connection with the Conversion,  the Corporation sold 1,058,000 shares
of common stock  which,  after  giving  effect to offering  expenses of $410,000
resulting  in net  proceeds  of  $10.13  million  ($9.49  million  net  of  ESOP
purchases).  Pursuant  to  the  Conversion,  the  Bank  transferred  all  of its
outstanding shares to its newly organized holding company,  the Corporation,  in
exchange for 50% of the net proceeds.

Upon consummation of the Conversion,  the preexisting  liquidation rights of the
depositors of the Bank were unchanged.  Specifically,  such rights were retained
and will be  accounted  for by the Bank for the  benefit of such  depositors  in
proportion  to their  liquidation  interest  as of the  Eligibility  Record Date
(November 15, 1994) and Supplemental Eligibility Record Date
(December 31, 1995).

NOTE 3:           RECENT ACCOUNTING PRONOUNCEMENTS

In June 1996,  the FASB issued  Statement  125,  "Accounting  for  Transfers and
Servicing of Financial Assets and Extinguishment of Liabilities."  Statement No.
125 provides guidance on

                                      - 5 -

<PAGE>



accounting  for  transfers and servicing of financial  assets,  recognition  and
measurement of servicing  assets and  liabilities,  financial  assets subject to
repayment, secured borrowings and collateral, and extinguishment of liabilities.

Statement No. 125 generally  requires the  Corporation  to recognize as separate
assets the rights to service  mortgage  loans for others,  whether the servicing
rights are acquired through purchases or loan originations. Servicing rights are
initially  recorded  at fair value  based upon the  present  value of  estimated
future  cash  flows.  Subsequently,   the  servicing  rights  are  assessed  for
impairment,  which is  recognized in the statement of earnings in the period the
impairment  occurs.  For purposes of performing the impairment  evaluation,  the
related   portfolio   must  be   stratified   on  the  basis  of  certain   risk
characteristics  including  loan  type and note  rate.  Statement  No.  125 also
specifies that financial assets subject to prepayment,  including loans that can
be  contractually  prepaid  or  otherwise  settled in such a way that the holder
would not recover  substantially all of its recorded investment be measured like
debt  securities  available for sale or trading  securities  under Statement No.
115. The  Corporation  adopted the provisions of Statement No. 125 on January 1,
1997, and such adoption did not have a material effect on the financial position
or operations of the Corporation.

NOTE 5:           EARNINGS PER SHARE

Earnings per common share is  calculated  by dividing net income by the weighted
average number of common shares and common stock equivalents  outstanding during
the period.  Shares sold in the Conversion are assumed to have been  outstanding
for all of fiscal year 1996, for purposes of computing  weighted  average shares
outstanding.  Additionally,  unallocated  ESOP  shares  are  excluded  from  the
weighted average common shares outstanding  calculation,  while allocated shares
are considered to be outstanding.  At June 30, 1997,  there were 5,715 allocated
ESOP shares.  At June 30, 1996, no ESOP shares had been allocated.  The weighted
average  shares  outstanding  for the nine month period ended June 30, 19977 was
computed at 954,646 net of weighted average unallocated ESOP shares (59,809).



                                      - 6 -

<PAGE>



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

GENERAL
-------

The  Corporation is a unitary  savings and loan holding company of the Bank. The
Corporation's  assets are comprised of its investment in the Bank,  loans to the
Bank's  Employee Stock  Ownership Plan ("ESOP") and the Bank, and shares held in
three  indexed,  mutual  funds.  The  Bank  operates  as a  traditional  savings
association, attracting deposit accounts from the general public and using those
deposits,  together  with other  funds,  primarily  to  originate  and invest in
fixed-rate conventional loans secured by single-family  residential real estate.
The Bank also  originates  home  equity,  consumer  loans and loans  secured  by
savings  accounts.  The Bank also  invests in  mortgage-backed  (including  Real
Estate  Mortgage  Investment  Conduits  ("REMICs"),  and short-term  U.S. Agency
securities. To a lesser extent, the Bank originates commercial real estate loans
and business loans.

The Bank's net earnings  are  dependent  primarily  on its net interest  income,
which is the difference  between interest income earned on its  interest-earning
assets and interest expense paid on interest-bearing  liabilities.  Net interest
income  is  determined  by  (i)  the   difference   between   yields  earned  on
interest-earning assets and rate paid on interest-bearing  liabilities (interest
rate  spread)  and (ii) the  relative  amounts  of  interest-earning  assets and
interest-bearing  liabilities.  The Bank's  interest  rate spread is affected by
regulatory, economic and competitive factors that influence interest rates, loan
demand and deposit flows.  To a lesser extent,  the Bank's net earnings also are
affected  by the level of  non-interest  income,  which  primarily  consists  of
service  charges and other  operating  income.  In  addition,  net  earnings are
affected by the level of non-interest (general and administrative) expenses.

FINANCIAL CONDITION
-------------------

Total assets increased by 5.4% or $2.76 million from $51.52 million at September
30,  1996 to $54.28  million at June 30,  1997.  The growth in assets was due in
part to a $1.79  million  increase in net loans  receivable  and a $1.67 million
increase in investment and mortgage-backed  securities available for sale. These
increases  were somewhat  offset by a $1.07 million  decrease in investment  and
mortgage-backed securities held to maturity.

Total deposits declined by $713,000 from $29.37 million at September 30, 1997 to
$28.66  million  at June  30,  1997.  The  decline  in  deposits  was  primarily
attributed  to depositor  withdrawals.  Asset growth and deposit  outflows  were
primarily  funded by  additional  advances  from the  Federal  Home Loan Bank of
Seattle  ("FHLB").  From  September  30, 1996 to June 30,  1997,  FHLB  advances
increased by $4.97 million.

Total  stockholders'  equity  declined by $1.50  million from $15.51  million at
September 30, 1997 to $14.01  million at June 30, 1997  primarily as a result of
stock  repurchases.   After  obtaining  regulatory  approval,   the  Corporation
repurchased a total of 103,155 of its common shares in January and April of this
year.  The  purchases  totaled  $1.36  million.   In  addition  to  these  stock
acquisitions,  the Bank's  restricted  stock plan purchased 42,320 shares of the
Corporation's  common  stock for  allocation.  The stock  plan was  approved  by
stockholders at a special meeting

                                      - 7 -

<PAGE>



held on October  2,  1996.  Stockholders'  equity  was  further  reduced by cash
dividends  declared during fiscal year 1997.  These dividends  totaled $0.30 per
share or $282,595.

ASSET QUALITY
-------------

Non-performing  assets  totaled  $213,000  at June  30,  1997,  or 0.4% of total
assets.  This compares to $32,000 at September 30, 1996 or 0.1% of total assets.
The increase in  non-performing  assets was primarily due to the  delinquency of
four  borrowers;  these  loans  are  primarily  secured  by the  homes  of  such
borrowers. See also "Key Operating Ratios."

RESULTS OF OPERATIONS
---------------------

         Comparison of Nine Months Ended June 30, 1997 and 1996.
         -------------------------------------------------------

Net Income.  Net income for the nine months  ended June 30, 1997 was reported at
$502,000  compared to net income of $276,000  for the nine months ended June 30,
1996. The primary cause for the significant increase in net income was primarily
attributed to a $8.61 million  increase in average earning assets.  The increase
in average  earning  assets was primarily due to net proceeds  received from the
Corporation's  initial stock  offering that was  consummated  on March 29, 1996.
Furthermore,  net  income  for the nine  months  ended  June 30,  1996  included
approximately $64,000 in one-time charges associated with a change in the Bank's
provider  of data  processing  services  and  $43,000  in gains from the sale of
investment and  mortgage-backed  securities  and other real estate owned.  These
items were not present in 1997's net income.

Interest Income. Interest income totaled $2.88 million for the nine months ended
June 30, 1997 compared to $2.24 million for the nine months ended June 30, 1996.
The  increase in  interest  income was  primarily  attributed  to a  significant
increase in average  earning  assets.  From the nine month period ended June 30,
1996 to the nine  month  period  ended June 30,  1997,  average  earning  assets
increased from $42.59 million to $51.21 million primarily as a result of the net
proceeds  received  from the initial  stock  offering.  This  increase in volume
caused interest income to increase by $413,000.  During the periods covered, the
yield on earning assets increased from 7.33% to 7.48%.

Interest Expense.  Interest expense increased by $150,000 from $1.26 million for
the nine months  ended June 30, 1996 to $1.41  million for the nine months ended
June 30, 1997.  The increase  was  primarily  due to an increase in average FHLB
advances.  Average FHLB advances increased from $4.85 million for the nine month
period ended June 30, 1997 to $8.56 million for the nine month period ended June
30, 1997. The cost of average interest-bearing  liabilities for both the periods
covered was 5.08%.

Provisions  for Credit  Losses.  There was no provision made for loan losses for
either of the nine months ended June 30, 1997 or 1996. Loan  charge-offs for the
nine months ended June 30, 1997 totaled  $5,000 while  recoveries  total $19,000
thus causing an increase in loan loss reserves of $14,000.  There were no credit
losses for the nine months ended June 30, 1996. In determining the provision for
loan losses,  management  analyzes,  among other things,  the composition of the
Bank's loan portfolio,  market conditions and the Bank's market area. Management
has determined that the reserve for loan losses was adequate to cover any

                                      - 8 -

<PAGE>



anticipated  credit  losses.  There can be no assurance  that the  allowance for
losses  will be adequate  to cover  losses  which may in fact be realized in the
future and that additional provisions will not be required.

Net Interest  Income.  Net  interest  income  increased  by $382,000  from $1.09
million  for the nine months  ended June 30, 1996 to $1.47  million for the nine
months ended June 30, 1997. As previously indicated,  the increase in net income
from 1996 to 1997 was  primarily  the result of an increase  in average  earning
assets. For the periods covered,  the ratio of average earning assets to average
interest-bearing liabilities increased from 129.44% to 138.92%, respectively.

Total Non-interest Income.  Non-interest income declined by $46,000 from $98,000
for the nine months  ended June 30,  1996 to $52,000  for the nine months  ended
June 30,  1997.  The  decrease was  primarily  attributed  to a reduction in the
amount of gain from the sale of investment  and  mortgage-backed  securities and
other real  estate  owned.  These gains  totaled  $43,000 and no such gains were
included in  non-interest  income for the nine months  ended June 30,  1997.  No
significant  change occurred in the other components of non-interest  income for
the periods covered.  See also "--Comparison of Three Months Ended June 30, 1997
and 1996 -- Total Non- interest Income."

Total  Non-interest  Expense.  Non-interest  expense  increased  by $15,000 from
$748,000 for the nine months ended June 30, 1996 to $763,000 for the nine months
ended June 30, 1997  primarily  as a result of higher  compensation  expense and
costs associated with being a public company.  Compensation  expense was $69,000
higher in 1997 than in 1996 due  primarily to costs  associated  with the Bank's
ESOP and  Management  Stock Bonus Plan  ("MSBP)".  The increase in  compensation
expense was also caused by general  employee pay  increases and the hiring of an
additional employee.

Other  operating  expenses  increased  from $114,000 to $157,000 for the periods
covered  primarily as a result of costs  associated with being a public company,
particularly  costs associated with the preparation and mailing of documents for
the first annual  meeting of  stockholders.  In 1997,  costs  related to being a
public company totaled approximately $50,000 compared to around $13,000 in 1996.

In 1996, the Bank changed data processing  providers.  This change resulted in a
$34,000 deconversion charge from the Bank's prior data processing provider and a
$22,000 loss on the  abandonment/disposition  of equipment and software utilized
with the prior data processing  system.  Other costs associated with this change
totaled approximately $8,000.

Insurance  premiums  paid to the  Federal  Deposit  Insurance  Corporation  (the
"FDIC") declined by $27,000 from $49,000 for the nine months ended June 30, 1996
to $22,000  for the nine  months  ended June 30,  1997.  Losses from the sale of
certain investment and  mortgage-backed  securities  available for sale totaling
$7,000 were included in 1997's non-interest expense.

Provision  for Income  Taxes.  The  effective tax rate for the nine months ended
June 30, 1997 and 1996 was 33.86% and 36.99%, respectively.


                                      - 9 -

<PAGE>



         Comparison of Three Months Ended June 30, 1997 and 1996
         -------------------------------------------------------

General.  For the three months ended June 30, 1997, the  Corporation  posted net
income of $172,000 as compared  with net income of $135,000 for the three months
ended June 30, 1996.  The increase in net income was primarily  attributed to an
increase  in average  earnings  assets and a decline  in  non-interest  expense.
Average  earnings assets  increased by $2.73 million from $48.96 million for the
three month  period  ended June 30,  1996 to $51.69  million for the three month
period  ended June 30,  1997  primarily  as a result of  increases  in net loans
receivable  and investment and  mortgage-backed  securities  available for sale.
These increases were primarily funded through additional advances from the FHLB.

Included  in 1996's  net  income  were  gains  from the sale of  investment  and
mortgage-backed  securities and certain  charges related to the Bank's change in
data processing  providers.  The gains totaled $9,000 while the one-time charges
totaled approximately $64,000.

Interest  Income.  Total interest income  increased by $75,000 from $896,000 for
the three months ended June 30, 1996 to $971,000 for the three months ended June
30,  1997.  The  increase in  interest  income was due in part to an increase in
average net loans  receivable and average  investment  securities  available for
sale. These increases in volume  attributed to an increase in interest income of
approximately  $77,000.  The increase in interest  income caused by these volume
increases  was  somewhat  offset  by  a  decrease  in  average   investment  and
mortgage-backed  securities held to maturity. These declines in average balances
caused  interest  income to decrease by $35,000.  The balance of the increase in
interest  income was  attributed  to an increase in the yield on earning  assets
from 7.31% for the three month period ended June 30, 1996 to 7.51% for the three
month period ended June 30, 1997.

Interest Expense.  Total interest expense increased by $69,000 from $422,000 for
the three months ended June 30, 1996 to $491,000 for the three months ended June
30, 1997 as a result of an  increase  in average  FHLB  advances.  Average  FHLB
advances  increased from $6.15 million for the three month period ended June 30,
1996 to $9.79  million  for the three month  period  ended June 30,  1997.  Also
attributing to the increase in interest  expense was the increase in the cost of
interest-bearing liabilities from 4.96% for the nine month period ended June 30,
1996 to  5.16%  for the  nine  month  period  ended  June  30,  1997.  See  also
"--Comparison  of Six  Months  Ended  June 30,  1997 and 1996 -- Total  Interest
Expense."

Provision for Credit Losses. There was no loan loss provision made for the three
months ended June 30, 1997 and 1996. See also  "--Comparison of Six Months Ended
June 30, 1997 and 1996 -- Provision for Credit Losses."

Net Interest  Income.  Net interest income increased by $6,000 from $474,000 for
the three months ended June 30, 1996 to $480,000 for the three months ended June
30, 1997. The  Corporation  experienced a slight increase in net interest income
despite a decline in net  interest  margin from 3.86% for the nine month  period
ended June 30, 1996 to 3.71% for the nine month period ended June 30, 1997.  The
decline  in net  interest  margin  was  primarily  due to a drop in the ratio of
average  earning  assets to  interest-bearing  liabilities.  From the nine month
period ended June 30, 1996 to the nine month  period  ended June 30, 1997,  this
ratio declined from 143.95% to 135.70%.  The decline in this ratio was primarily
caused by a greater percentage

                                     - 10 -

<PAGE>



increase in average interest-bearing  liabilities than in average earning assets
for the periods covered.  The greater increase in  interest-bearing  liabilities
was primarily  attributed to the  replacement  of  "interest-free"  capital with
interest-bearing  liabilities  during the last six  months of fiscal  year 1997.
During this period,  the  Corporation  repurchased  145,475 shares of its common
stock for $1.88  million.  See also --  "Comparison of Six Months Ended June 30,
1997 and 1996 -- Net Interest Income."

Total Non-Interest Income.  Non-interest income declined by $10,000 from $27,000
for the three  months  ended June 30, 1996 to $17,000 for the three months ended
June 30,  1997.  Non-interest  income for the three month  period ended June 30,
1996 included  $9,000 in gains from the sale of investment  and  mortgage-backed
securities;  no such  gains  were  recognized  for the same  period in 1997.  No
significant  changes occurred in the other components of non-interest income for
the periods covered.  See also "-- Comparison of Six Months Ended March 31 1997,
and 1996 -- Total Non-Interest Expenses."

Total  Non-Interest  Expense.  Non-interest  expense  decreased  by $64,000 from
$303,000  for the three  months  ended June 30, 1996 to  $239,000  for the three
months ended June 30, 1997. As previously  indicated,  non-interest  expense for
the three months ended June 30, 1996 included  approximately $64,000 in one-time
charges related to the Bank's change in data processing providers.

Compensation  expenses  increased by $15,000 from  $119,000 for the three months
ended  June 30,  1996 to  $134,000  for the three  months  ended  June 30,  1997
primarily as a result of costs  associated  with the Bank's stock  benefit plans
and to general employee pay increases.  The increase in compensation expense was
somewhat offset by a $11,000 decline in FDIC insurance  premiums for the periods
covered.

Other  operating  expenses  declined  slightly from $46,000 for the three months
ended  June 30,  1996 to  $40,000  for the  three  months  ended  June 30,  1997
primarily  as a result of a decline  in legal  fees.  Such fees  decreased  from
$12,000 for the three  months ended June 30, 1996 to $8,000 for the three months
ended June 30, 1997.  Included in 1997's  non-interest  expense were losses from
the sale of investment and  mortgage-backed  securities in the amount of $8,000.
See also "--  Comparison  of Six  Months  Ended  June 30,  1997 and 1996 - Total
Non-Interest Expense."

Provision  for Income  Taxes.  The effective tax rate for the three months ended
June 30, 1997 and 1996 was 33.33% and 31.82%, respectively.


                                     - 11 -

<PAGE>



CAPITAL COMPLIANCE AND LIQUIDITY
--------------------------------

Capital Compliance.  The following table presents the Bank's compliance with its
regulatory capital requirements of June 30, 1997.
<TABLE>
<CAPTION>
                                                              At June 30, 1997
                                                              ----------------
                                                                                Percentage
                                                             Amount             of Assets
                                                             ------             ---------
                                                                 (Dollars in Thousands)

<S>                                                          <C>                   <C>   
GAAP Capital.....................................            $10,594               19.64%



Tangible capital.................................            $10,596               19.64%

Tangible capital requirement.....................                809                1.50%
                                                             -------              ------

Excess...........................................            $ 9,787               18.14%
                                                              ======               =====



Core capital.....................................            $10,596               19.64%

Core capital requirements........................              1,619                3.00%
                                                              ------               -----

Excess...........................................            $ 8,977               16.64%
                                                              ======               =====



Total risk-based capital (1).....................            $10,879               48.12%

Total risk-based capital requirement (1).........              1,809                8.00%
                                                              ------                ----

Excess (1).......................................            $ 9,070               40.12%
                                                              ======               =====
</TABLE>

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

(1)      Based on risk-weighted assets of $22,607.


Management  believes that under current  regulations,  the Bank will continue to
meet its minimum capital  requirements in the foreseeable future.  Events beyond
the control of the Bank,  such as increased  interest rates or a downturn in the
economy  in areas in which  the Bank  operates  could  adversely  affect  future
earnings  and, as a result,  the ability of the Bank to meet its future  minimum
capital requirements.  Increased borrowings were necessary to meet the increased
loan demand.

Liquidity.  The Bank's  liquidity is a measure of its ability to fund loans, pay
withdrawals of deposits, and other cash outflows in an efficient, cost effective
manner.   The  Bank's  primary  source  of  funds  are  deposits  and  scheduled
amortization  and prepayment of loans.  During the past several years,  the Bank
has used such funds  primarily  to fund  maturing  time  deposits,  pay  savings
withdrawals,  fund lending commitments,  purchase new investments,  and increase
liquidity.  The Bank  funds  its  operations  internally  but  supplements  with
borrowed funds from

                                     - 12 -

<PAGE>



the FHLB of Seattle.  As of June 30, 1997 such  borrowed  funds  totaled  $11.08
million.  Loan  payments  and maturing  investments  are greatly  influenced  by
general interest rates, economic conditions and competition.

The Bank is required  under federal  regulations to maintain  certain  specified
levels of "liquid  investments,"  which include certain United States government
obligations and other approved investments. Current regulations require the Bank
to maintain liquid assets of not less than 5% of its net  withdrawable  accounts
plus short-term  borrowings.  Short-term  liquid assets must consist of not less
than 1% of such accounts and  borrowings,  which amount is also included  within
the 5%  requirement.  Those  levels  may be  changed  from  time  to time by the
regulators  to  reflect  current  economic  conditions.  The Bank has  generally
maintained  liquidity  far in  excess of  regulatory  requirements.  The  Bank's
regulatory  liquidity  was  17.95%  and  17.90%  at  June  30,  1997  and  1996,
respectively,  and its short term liquidity was 2.97% and 4.36.%, at such dates,
respectively.

The amount of  certificate  accounts  which are  scheduled to mature  during the
twelve  months  ending June 30, 1997 is  approximately  $14.40  million.  To the
extent  that these  deposits do not remain at the Bank upon  maturity,  the Bank
believes that it can replace these funds with new  deposits,  excess  liquidity,
FHLB advances or outside  borrowings.  It has been the Bank's  experience that a
substantial portion of such maturing deposits remain at the Bank.

At June 30,  1997,  the Bank had loan  commitments  outstanding  of $493,000 and
$979,000 in  commitments to purchase a short-term  REMIC and an  adjustable-rate
mortgage-backed  security.  Funds required to fill these commitments are derived
primarily from current excess liquidity,  deposit inflows or loan and investment
and mortgage-backed security repayments. FHLB advances may be used to fund these
commitments, if necessary.

IMPACT OF INFLATION AND CHANGING PRICES
---------------------------------------

The  consolidated  financial  statements of the  Corporation  and notes thereto,
presented  elsewhere  herein,  have been prepared in accordance with GAAP, which
require the measurement of financial  position and operating results in terms of
historical  dollars without  considering  the change in the relative  purchasing
power of money over time due to inflation.  The impact of inflation is reflected
in the increased cost of the  Corporation's  operations.  Unlike most industrial
companies,  nearly  all  the  assets  and  liabilities  of the  Corporation  are
financial.   As  a  result,   interest  rates  have  a  greater  impact  on  the
Corporation's  performance  than do the effects of general  levels of inflation.
Interest  rates do not  necessarily  move in the same  direction  or to the same
extent as the prices of goods and services.



                                     - 13 -

<PAGE>



KEY OPERATING RATIOS
--------------------
<TABLE>
<CAPTION>
                                                              Three Months Ended               Nine Months Ended
                                                                   June 30,                        June 30,
                                                              ------------------               -----------------

                                                                1997 (1)      1996 (1)      1997 (1)         1996 (1)
                                                                --------      --------      --------         --------

                                                               (Dollars in Thousands,          (Dollars in Thousands,
                                                               except per share data)          except per share data)
                                                                    (Unaudited)                     (Unaudited)



<S>                                                               <C>           <C>           <C>              <C>  
Return on average assets.............................             1.31%         1.08%         1.27%            0.84%

Return on average equity.............................             4.92%         3.49%         4.38%            3.60%

Interest rate spread.................................             2.36%         2.42%         2.49%            2.25%

Net interest margin..................................             3.71%         3.86%         3.81%            3.41%

Noninterest expense to average assets................             1.81%         2.42%         1.95%            2.28%

Net charge-offs to average outstanding loans.........             0.00%         0.00%         0.00%            0.00%

</TABLE>

<TABLE>
<CAPTION>

                                                              At June 30,    At September 30,
                                                                 1997              1996
                                                             ------------    ----------------

<S>                                                             <C>            <C>
Nonaccrual and 90 days past due loans................                213            32

Repossessed real estate.............................                   0             0

  Total nonperforming assets.........................                213            32

Allowance for credit losses to nonperforming assets..             136.15%       862.50%

Nonperforming loans to total loans...................               0.76%         0.12%

Nonperforming assets to total assets.................               0.39%         0.06%

Book value per share (2).............................             $14.68        $14.66
</TABLE>


----------------
(1)      The ratios for the three- and three-month periods are annualized.
(2)      The number of shares outstanding as of June 30, 1997 and September  30,
         1996  were 954,845 and 1,058,000, respectively.  These  include  shares
         purchased by the ESOP.

                                     - 14 -

<PAGE>
                           PART II - OTHER INFORMATION
                           ---------------------------

Item 1.  Legal Proceedings
         -----------------

                  Neither the  Corporation nor the Bank was engaged in any legal
                  proceeding of a material nature at June 30, 1997. From time to
                  time, the  Corporation is a party to legal  proceedings in the
                  ordinary  course of business  wherein it enforces its security
                  interest in loans.

Item 2.  Changes in Securities
         ---------------------
  
                  Not applicable.

Item 3.  Defaults Upon Senior Securities
         -------------------------------

                  Not applicable.

Item 4.  Submission of Matters to a Vote of Security Holders
         ---------------------------------------------------
 
                  Not applicable.

Item 5.  Other Information
         -----------------

                  Not applicable.

Item 6.  Exhibits and Reports on Form 8-K
         --------------------------------
 
                  (a)      Exhibits

                           Exhibit 27 - Financial Disclosure Schedule 
                                        (in electronic filing only)

                  (b)      Reports on Form 8-K

                           None.


                                     - 15 -

<PAGE>

              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY

                                   SIGNATURES


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


                               CRAZY WOMAN CREEK BANCORP INCORPORATED


Date: July 17, 1997    By: /s/ Deane D. Bjerke
                           -------------------
                               Deane D. Bjerke
                               President and
                               Chief Executive Officer
                               (Principal Executive Officer)



Date: July 17, 1997    By: /s/ Dalen C. Slater
                           -------------------
                               Dalen C. Slater
                               Senior Vice President and Chief Financial Officer
                               (Principal Accounting and Financial Officer)