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 December 31, 1996

                                      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 January 29, 1997:  1,005,100

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 December
           31, 1996 (unaudited) and September 30, 1996 (audited).......   1

           Consolidated Statements of Income for the three months
           ended December 31, 1996 and 1995 (unaudited)................   2

           Consolidated Statements of Cash Flows for the three months
           ended December 31, 1996 and 1995 (unaudited)................   3

           Notes to Unaudited Interim Consolidated Financial
           Statements..................................................   4


Item 2.    Management's Discussion and Analysis of Financial
           Condition and Results of Operations.........................   6



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

Item 1.    Legal Proceedings...........................................  12

Item 2.    Changes in Securities.......................................  12

Item 3.    Defaults upon Senior Securities.............................  12

Item 4.    Submission of Matters to a Vote of Security Holders.........  12

Item 5.    Other Information...........................................  13

Item 6.    Exhibits and Reports on Form 8-K............................  13



SIGNATURES





<PAGE>
                   CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY
                      Consolidated Statements of Financial Condition

<TABLE>
<CAPTION>
                                                                                   December 31,   September 30,
                                                                                       1996          1996
                                                                                   ------------   -------------
                                                                                    (unaudited)    (audited)
                                                                                                 
Assets                                                                                           
                                                                                                 
<S>                                                                                   <C>           <C>     
Cash and cash equivalents .........................................................   $    992      $    451
                                                                                                 
Interest bearing time deposits ....................................................         99            99
                                                                                                 
Investment and mortgage-backed securities available-for-sale ......................     13,695        13,365
                                                                                                 
Investment and mortgage-backed securities held-to-maturity                                       
  (estimated market value of $9,809 in December 1996 and $10,181 in September 1995)      9,831        10,303
                                                                                                 
Stock in Federal Home Loan Bank of Seattle, at cost ...............................        408           400
                                                                                                 
Loans receivable, net .............................................................     26,637        25,859
                                                                                                 
Accrued interest receivable .......................................................        418           496
                                                                                                 
Real estate owned .................................................................         --            --
                                                                                                 
Premises and equipment, net .......................................................        484           502
                                                                                                 
Other assets ......................................................................         29            42
                                                                                      --------      --------
                                                                                                 
    Total assets ..................................................................   $ 52,593      $ 51,517
                                                                                      ========      ========
                                                                                                 
Liabilities and Stockholders' Equity                                                             
                                                                                                 
Liabilities                                                                                      
                                                                                                 
  Deposits ........................................................................     29,069        29,371
                                                                                                 
  Advances from Federal Home Loan Bank ............................................      7,485         6,113
                                                                                                 
  Advances from borrowers for taxes and insurance .................................         10            53
                                                                                                 
  Federal income tax payable ......................................................         45            15
                                                                                                 
  Deferred income taxes ...........................................................        116            81
                                                                                                 
  Dividends payable ...............................................................        106           106
                                                                                                 
  Accrued expenses and other liabilities ..........................................        110           270
                                                                                      --------      --------
                                                                                                 
    Total liabilities .............................................................     36,941        36,009
                                                                                      --------      --------
                                                                                                 
Stockholders' equity                                                                             
                                                                                                 
  Preferred stock, par value $.10 per share, 2,000,000 shares authoriz$d; .........         --      $     --
    none issued and outstanding                                                                  
                                                                                                 
  Common stock, par value $.10 per share, 5,000,000 shares authorized;                           
    1,058,000 issued and outstanding at December 31, 1996 .........................        106           106
                                                                                                 
  Additional paid-in surplus ......................................................     10,029        10,027
                                                                                                 
  Retained earnings, substantially restricted .....................................      6,120         6,058
                                                                                                 
  Unrealized gain(loss) on securities available-for-sale ..........................          3           (66)
                                                                                                 
  Less stock acquired by ESOP .....................................................       (606)         (617)
                                                                                      --------      --------
                                                                                                 
    Total stockholders' equity ....................................................     15,652        15,508
                                                                                      --------      --------
                                                                                                 
    Total liabilities and stockholders' equity ....................................   $ 52,593      $ 51,517
                                                                                      ========      ========
                                                                                                
</TABLE>
See notes to unaudited interim consolidated financial statements.

                                          - 1 -

<PAGE>
                   CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY
                             Consolidated Statements of Income

                                                         Three Months Ended
                                                            December 31,
                                                         -------------------
                                                            1996     1995
                                                         ---------- --------

                                                              (Unaudited)

Interest Income:                                    (Dollars in Thousands except
                                                           earnings per share)

  Loans receivable ........................................  $ 552   $510

  Mortgage-backed securities ..............................    161     84

  Investment securities ...................................    236    113

  Interest bearing time deposits ..........................      1      9

  Other ...................................................     12     15
                                                             -----   ----    

     Total interest income ................................    962    731
                                                             -----   ----    

Interest expense:

  Deposits ................................................    355    362

  Advances from FHLB of Seattle ...........................    102     44
                                                             -----   ----    

     Total interest expense ...............................    457    406
                                                             -----   ----    

     Net interest income ..................................    505    325

Provision for loan losses (loan loss benefit) .............     --     --
                                                             -----   ----    

     Net interest income after provision for loan loses....    505    325

Non-interest income:

  Customer service charges ................................      9     10

  Other operating income ..................................      7      9

  Gain on sale of investment and mortgage-backed securities     12

  Gain on sale of other real estate owned .................     --     14
                                                             -----   ----    

     Total non-interest income ............................     16     45

Non-interest expense:

  Compensation and benefits ...............................    125    100

  Occupancy and equipment .................................     32     22

  FDIC/SAIF deposit insurance premiums ....................     16     16

  Advertising .............................................     11      8

  Data processing services ................................     25     21

  Other ...................................................     68     37
                                                             -----   ----    

     Total non-interest expense ...........................    277    204
                                                             -----   ----    

     Income before income taxes ...........................    244    166

Income tax expense ........................................     83     57
                                                             -----   ----    

     Net income ...........................................  $ 161   $109
                                                             =====   ====     

Dividends declared per common share .......................  $0.10   N/A
                                                             =====   ====     

Earnings per common share .................................  $0.16   N/A
                                                             =====   ====     

See notes to unaudited interim consolidated financial statements.

                                          - 2 -

<PAGE>
                CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY
                        Consolidated Statements of Cash Flows
<TABLE>
<CAPTION>
                                                                                        Three Months Ended
                                                                                            December 31,

                                                                                          1996        1995

                                                                                           (In Thousands)

Cash flows from operating activities:                                                        (Unaudited)

<S>                                                                                      <C>        <C>    
  Net income .........................................................................   $   161    $   109
                                                                                       
  Adjustments to reconcile net income to net cash provided by operating activities

    Provision for loan losses (loan loss benefit) ....................................        --         --

    Federal Home Loan Bank stock dividend ............................................        (8)        (7)

    Depreciation .....................................................................        23         15

    Gain on sale of investment and mortgage-backed securities held-to-maturity .......       (12)

    Gain on sale of other real estate owned ..........................................        --        (14)

    ESOP shares committed to be released .............................................        13         --

Change in:

        Accrued interest receivable ..................................................        78         24

        Other assets .................................................................        13        (55)

        Federal income taxes payable .................................................        30         24

        Accrued expenses and other liabilities .......................................      (160)       (26)
                                                                                         -------    -------

           Net cash provided by operating activities .................................       150         58

Cash flows from investing activities:

  Net change in interest bearing deposits ............................................        --         99

  Purchases of investment and mortgage-backed securities available-for-sale...........    (2,205)        --

  Maturities of investment and mortgage-backed securities available-for-sale..........     1,979          8

  Purchases of investment and mortgage-backed securities held-to-maturity ............    (2,410)

  Maturities of investment and mortgage-backed securities held-to-maturity............       472      2,700

  Proceeds from the sale of investment and mortgage-backed securities held-to-maturity       271

  Net change in loans receivable .....................................................      (778)      (555)

  Purchases of premises and equipment ................................................        (5)        (8)

  Proceeds from sale of other real estate owned ......................................        --         69
                                                                                         -------    -------

    Net cash used in investing activities ............................................      (537)       174

Cash flows from financing activities:

  Net change in deposits .............................................................      (302)       597

  Net changes in advances from Federal Home Loan Bank ................................     1,372       (353)

  Net change in advances from borrowers for taxes and insurance ......................       (43)       (30)

  Dividends paid to stockholders .....................................................       (99)        --
                                                                                         -------    -------

    Net cash provided in financing activities ........................................       928        214
                                                                                         -------    -------

Net increase (decrease) in cash and cash equivalents .................................       541        446

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

Cash and cash equivalents at end of period ...........................................   $   992    $   714
                                                                                         =======    =======
</TABLE>
See notes to unaudited interim consolidated financial statements 

                                       - 3 -

<PAGE>



         Notes to Unaudited Interim Consolidated Financial Statements

                               December 31, 1996


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 December 31, 1996 and 1995
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  interests as of the  Eligibility  Record Date
(November 15, 1994) and Supplemental Eligibility Record Date
(December 31, 1995).






                                    - 4 -

<PAGE>




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  accounting  for  transfers and servicing of financial
assets,  recognition  and  measurement  of  servicing  assets  and  liabilities,
financial assets subject to prepayment,  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  intends to adopt the  provisions  of Statement No. 125 on
January 1, 1997, and management expects adoption will not have a material effect
on the financial position or operations of the Corporation.

NOTE 4:     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  from mutual to stock  ownership  on
March 29,  1996,  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 December 31, 1996,  there were 3,429 allocated ESOP shares.
The weighted average shares outstanding was computed at 995,905, net of weighted
average unallocated ESOP shares (62,095).



                                    - 5 -

<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. At
the present time, the Corporation's  only assets are its investment in the Bank,
loans to the Bank's  Employee  Stock Option Plan ("ESOP") and the Bank. 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
loans,  consumer  loans and loans  secured  by savings  accounts.  The Bank also
invests in mortgage-backed  securities 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 $1.07 million or 2.1% from $51.52 million at September
30, 1996 to $52.59 million at December 31, 1996.  Asset growth was attributed to
a $778,000  increase in net loans  receivable,  a $541,000  increase in cash and
cash equivalents, and a $330,000 increase in investment securities available for
sale.  Asset  growth was  somewhat  offset by a $472,000  decline in  investment
securities held to maturity.

Asset growth was primarily funded through  additional  advances from the Federal
Home  Loan  Bank of  Seattle  ("FHLB")  and  retained  earnings.  FHLB  advances
increased  by $1.38  million from $6.11  million at September  30, 1996 to $7.49
million at December 31, 1996.  Meanwhile,  total  deposits  declined by $302,000
from $29.37  million at  September  30, 1996 to $29.07  million at December  31,
1996.

Total  stockholders'  equity  increased  by  $144,000  as a result of  continued
earnings and due to an improvement in the market value of investment  securities
available for sale. The increase in  stockholders'  equity was reduced by a $.10
per share dividend that was declared in December, 1996.


                                    - 6 -

<PAGE>



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

Non-performing  loans  totaled  $90,000 at  December  31, 1996 or 0.17% of total
assets.  This  compares  to $32,000 at  September  30,  1996,  or 0.06% of total
assets.  Non-performing  loans were comprised of two  residential  loans and six
consumer loans.

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

      Comparison of Three Months Ended December 31, 1996 and 1995.
      ------------------------------------------------------------

Net Income. The Corporation reported net income of $161,000 for the three months
ended  December  31, 1996 as compared to  $109,000  for the three  months  ended
December 31, 1995. Net income was higher for the three months ended December 31,
1996  than the same  period in 1995  primarily  as a result  of an  increase  in
average  earning  assets.  The increase in average  earning assets was primarily
funded by the $9.49  million in net  proceeds  received  from the  Corporation's
initial stock  offering that was completed on March 29, 1996. Net income for the
three months ended December 31, 1995 included  $26,000 in gains from the sale of
a repossessed home and certain mortgage-backed securities.

Interest  Income.  Total  interest  income  increased  by $231,000 or 31.6% from
$731,000 for the three months ended  December 31, 1995 to $962,000 for the three
months  ended  December 31, 1996.  The  increase is primarily  attributed  to an
increase  in average  earning  assets from  $36.88  million for the  three-month
period  ended  December  31, 1995 to $51.36  million for the three  month-period
ended  December 31, 1996.  This  increase in volume  caused  interest  income to
increase by $261,000 for the periods  covered.  The increase in interest  income
caused by the increase in the volume of average  earning  assets was offset by a
decline in the yield of average  earning  assets for the  periods  covered.  The
yield on average  earning assets  declined from 7.93% for the three months ended
December  31, 1995 to 7.49% for the three months  ended  December 31, 1996.  The
decline can be attributed to a general decrease in the yield on loans originated
and the yield on  investment  securities  purchased for the  three-month  period
ended  December 31, 1995 compared to the  three-month  period ended December 31,
1996.

Interest  Expense.  Interest expense  increased by $51,000 from $406,000 for the
three  months  ended  December  31, 1995 to $457,000  for the three months ended
December 31,  1996.  The  increase in interest  expense was due, in part,  to an
increase in the volume of average FHLB advances. Average FHLB advances increased
from $2.98 million for the  three-month  period ended December 31, 1995 to $7.23
million for the  three-month  period  ended  December 31, 1996. A decline in the
cost of funds from 5.18% for the three months  ended  December 31, 1996 to 5.08%
caused interest expense to decrease by $14,000 for the periods covered.

Provisions  for Credit  Losses.  There were no  provisions  for loan  losses for
either the three  months  ended  December  31, 1996 or 1995.  There were also no
credit losses during those  periods.  In  determining  the  provisions  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
anticipated  credit losses.  There can be no assurance that the reserve for loan
losses will be

                                    - 7 -

<PAGE>



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 $180,000 from $325,000 for
the three months ended  December 31, 1995 to $505,000 for the three months ended
December  31,  1996  primarily  as a result of an  increase  in average  earning
assets. The ratio of average interest-earning assets to average interest-bearing
liabilities for the three months ended December 31, 1996 was 142.65% compared to
117.65% for the same period in 1995.

Net interest  margin improved from 3.53% for the three months ended December 31,
1995 to 3.93% for the three months ended December 31, 1996 primarily as a result
of the increase in average earning assets.

Total Non-interest  Income.  Total non-interest  income declined by $29,000 from
$45,000 for the three  months  ended  December 31, 1996 to $16,000 for the three
months  ended  December  31,  1995.  Most of the decline was caused by a $26,000
reduction in gains from the sale of other real estate owned and  mortgage-backed
securities  that were taken during the three months ended  December 31, 1995. No
such gains occurred for the three months ended December 31, 1996. The balance of
the  decline was  attributed  to a drop in  customer  service  charges and other
operating income.

Total Non-interest Expense. Total non-interest expense increased by $73,000 from
$204,000 for the three months ended  December 31, 1995 to $277,000 for the three
months  ended  December  31,  1996  primarily  as a  result  of an  increase  in
compensation   expense  and  costs  associated  with  being  a  public  company.
Compensation  expense  increased by $25,000  from  $100,000 for the three months
ended  December 31, 1995 to $125,000  for the three  months  ended  December 31,
1996. The increase in compensation  expense was primarily attributed to expenses
associated  with the Bank's ESOP and the  Corporation's  Management  Stock Bonus
Plan  ("MSBP");  the MSBP was  approved  by the  majority of  stockholders  at a
special meeting held on October 2, 1996. The increase in  compensation  was also
caused by  general  employee  pay  increases  and the  hiring  of an  additional
employee.

Other operating  expenses increased by $31,000 from $37,000 for the three months
ended  December 31, 1995 to $68,000 for the three months ended December 31, 1996
as a result of  increased  legal fees and other  costs  associated  with being a
public  company.  Legal fees totaled $19,000 for the three months ended December
31, 1996  compared to $1,000 for the same  period in 1995.  Legal fees  included
work  done on the ESOP and  MSBP,  Securities  and  Exchange  Commission  annual
reporting douments,  the special  stockholders'  meeting conducted on October 2,
1996 and other related items. These costs are expected to decline in the future.
The balance of other operating expenses were comprised of corporate state taxes,
proxy solicitation fees and other costs related to being a public company.

Occupancy and equipment costs were $10,000 higher in 1996 than in 1995 primarily
due to an increase in depreciation  expense.  In calendar year 1996,  management
adopted an IRS tax ruling that allows a company to increase its  depreciation of
certain assets in a given tax period.  There were no significant  changes to the
other components of non-interest operating expenses for the periods covered.

                                    - 8 -

<PAGE>




Provision  for Income  Taxes.  The effective tax rate for the three months ended
December 31, 1996 and 1995 was 34.02% and 34.34%, respectively.

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

Capital Compliance.  The following table presents the Bank's compliance with its
regulatory capital requirements of December 31, 1996.


                                                   At December 31, 1996
                                                  ----------------------
                                                              Percentage
                                                  Amount      of Assets
                                                 --------     ----------
                                                 (Dollars in Thousands)

GAAP Capital...............................      $10,747        20.43%



Tangible capital...........................      $10,743        20.43%

Tangible capital requirement...............          789         1.50%
                                                 -------        ----- 

Excess.....................................      $ 9,954        18.93%
                                                 =======        ===== 



Core capital...............................      $10,743        20.43%

Core capital requirements..................        1,578         3.00%
                                                 -------        ----- 

Excess.....................................      $ 9,165        17.43%
                                                 =======        ===== 



Total risk-based capital (1)...............      $11,007        52.00%

Total risk-based capital requirement (1)...        1,693         8.00%
                                                 -------        ----- 

Excess (1).................................      $ 9,314        44.00%
                                                 =======        ===== 

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

(1)   Based on risk-weighted assets of $21,166.


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.





                                    - 9 -

<PAGE>



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 most of its its operations internally but supplements
with  borrowed  funds from the FHLB of Seattle.  As of December 31,  1996,  such
borrowed funds totaled $7.49 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  21.84%  and 18.31% at  December  31,  1996 and 1995,
respectively,  and its short term liquidity was 2.65% and 2.64%,  at such dates,
respectively.

The amount of  certificate  accounts  which are  scheduled to mature  during the
twelve months ending December 31, 1997 is approximately  $12.57 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 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 December 31, 1996,  the Bank had loan  commitments  outstanding  of $623,000.
Funds  required to fill these  commitments  are derived  primarily  from current
excess  liquidity,  deposit  inflows or loan and investment and  mortgage-backed
security repayments.

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.






                                    - 10 -

<PAGE>



KEY OPERATING RATIOS
--------------------



                                               Three Months Ended
                                                  December 31,

                                             1996 (1)        1995 (1)
                                             --------        --------

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



Return on average assets....................    1.23%         1.15%

Return on average equity....................    4.12%         7.32%

Interest rate spread........................    2.42%         2.75%
  
Net interest margin.........................    3.93%         3.53%

Noninterest expense to average assets.......    2.11%         2.35%

Net charge-offs to average outstanding loans    0.04%        (0.02%)



                                                          At             At
                                                     December 31,  September 30,
                                                          1996          1995
                                                         ------         -----

Nonaccrual and 90 days past due loans.................       90           32

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

  Total nonperforming assets..........................       90           32

Allowance for credit losses to nonperforming assets...   337.78%      862.50%

Nonperforming loans to total loans....................     0.34%        0.12%

Nonperforming assets to total assets..................     0.17%        0.06%

Book value per share (2)(3)...........................   $14.79          N/A

----------------
(1)  The ratios for the three-month periods are annualized.
(2)  There were no shares outstanding prior to consummation of the Corporation's
     initial public offering on March 29, 1996.
(3)  The number of shares  outstanding  as of December  31, 1996 was  1,058,000.
     This includes shares purchased by the ESOP.

                                    - 11 -

<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 December 31, 1996.  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
            ---------------------------------------------------

            A special  meeting of  stockholders  of the  Corporation was held on
            October 2, 1996, and the following items were presented:

            Approval of the Crazy Woman Creek  Bancorp  Incorporated  1996 Stock
            Option Plan.  Pursuant to the Option  Plan,  a number of  additional
            authorized  shares  equal to up to 10% of the Common Stock issued in
            the Conversion will be reserved for issuance by the Corporation upon
            exercise of stock  options to be granted to officers,  directors and
            employees  of the  Corporation  and Bank from time to time under the
            Option Plan. The vote on the Stock Option Plan was 588,858 in favor,
            203,603 against, and 30,358 abstained.

            Approval  of  the  Buffalo  Federal  Savings  Bank  MSBP.  The  Bank
            contributed  sufficient  funds to the MSBP to purchase  Common Stock
            representing  4% of the  aggregate  number of  shares  issued in the
            Conversion.  Awards under the MSBP will be granted at no cost to the
            recipients  and will be made in  recognition  of prior and  expected
            future services to those executive officers and key employees of the
            Bank responsible for  implementation  of the policies adopted by the
            Board of Directors,  the profitable  operation of the Bank, and as a
            means of  providing a further  retention  incentive  and direct link
            between compensation and the

                                    - 12 -

<PAGE>



          profitability  of the Bank. The vote on the MSBP was 687,616 in favor,
          106,316 against, and 30,358 abstained.

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

          Not applicable.


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

         (a)   Exhibits

               27  Financial Data Schedule*

         (b)   Reports on Form 8-K

               None.

-----------------------
*  Only included in electronic filing.


                                    - 13 -

<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: February 3, 1997        By: /s/ Deane D. Bjerke
                                  -------------------
                                  Deane D. Bjerke
                                  President and
                                  Chief Executive Officer
                                  (Principal Executive Officer)



Date: February 3, 1997        By: /s/ Dalen C. Slater
                                  -------------------
                                  Dalen C. Slater
                                  Senior Vice President and Chief Financial 
                                    Officer
                                  (Principal Accounting and Financial Officer)