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, 2002

                                       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 February 11, 2003:  811,608

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

<PAGE>

                     CRAZY WOMAN CREEK BANCORP INCORPORATED

                              INDEX TO FORM 10-QSB

<TABLE>
<CAPTION>
                                                                                                       Page
                                                                                                       ----
<S>             <C>                                                                                  <C>
PART I                 FINANCIAL INFORMATION
                       ---------------------

Item 1.                Financial Statements (unaudited)

                       Consolidated Condensed Statements of Financial Condition at December 31,
                       2002 and September 30, 2002                                                       1

                       Consolidated Condensed Statements of Income for the Three Months ended
                       December 31, 2002 and 2001                                                        2

                       Consolidated Condensed Statements of Comprehensive Income for the Three
                       Months ended December 31, 2002 and 2001                                           3

                       Consolidated Condensed Statements of Cash Flows for the Three Months
                       ended December 31, 2002 and 2001                                                  4

                       Notes to Consolidated Condensed Financial Statements                              5

Item 2.                Management's Discussion and Analysis of Financial Condition and Results
                       of Operations                                                                     8

Item 3.                Controls and Procedures                                                          14


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

Item 1.                Legal Proceedings                                                                15

Item 2.                Changes in Securities and Use of Proceeds                                        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
</TABLE>

<PAGE>


              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY
            Consolidated Condensed Statements of Financial Condition
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                 December 31, September 30,
                                                                                    2002          2002
                                                                                 -----------   ----------
                                                                                  (Dollars in thousands,
                                                                                  except per share data)
Assets
------
<S>                                                                                <C>         <C>
Cash and cash equivalents                                                          $  3,661    $  2,686
Investment and mortgage-backed securities available-for-sale                         15,286      18,109
Stock in Federal Home Loan Bank of Seattle, at cost                                   1,221       1,200
Loans receivable, net                                                                51,270      49,339
Accrued interest receivable                                                             370         420
Premises and equipment, net                                                           3,283       3,282
Repossessed other assets owned                                                           84          96
Income tax receivable                                                                    --          71
Goodwill, net                                                                           178         178
Other intangible assets, net                                                             62          69
Other assets                                                                             26          71
                                                                                   --------    --------
                                                                                   $ 75,441    $ 75,521
                                                                                   ========    ========
Liabilities and Stockholders' Equity
------------------------------------
Liabilities:
  Deposits                                                                         $ 46,878    $ 46,783
  Advances from Federal Home Loan Bank                                               14,200      14,200
  Advance payments by borrowers for taxes and insurance                                   7          65
  Income tax payable                                                                     49          --
  Deferred income taxes                                                                 265         285
  Dividends payable                                                                      97          97
  Accrued expenses and other liabilities                                                389         637
                                                                                   --------    --------
    Total liabilities                                                                61,885      62,067
                                                                                   --------    --------
Stockholders' equity:
  Preferred stock, par value $.10 per share,  2,000,000 shares
     authorized;  none issued and outstanding at December 31, 2002
     and September 30, 2002                                                              --          --
  Common stock, par value $.10 per share, 5,000,000 shares
     authorized; 1,058,000 issued and outstanding at
     December 31, 2002  and September 30, 2002                                          106         106
  Additional paid-in capital                                                         10,142      10,139
  Unearned ESOP/MSBP shares                                                            (395)       (411)
  Retained earnings                                                                   6,923       6,858
  Accumulated other comprehensive income, net                                           254         236
  Treasury stock at cost                                                             (3,474)     (3,474)
                                                                                   --------    --------
     Total stockholders' equity                                                      13,556      13,454
                                                                                   --------    --------
                                                                                   $ 75,441    $ 75,521
                                                                                   ========    ========
</TABLE>

See notes to consolidated condensed financial statements.

                                     Page 1
<PAGE>

              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY
                   Consolidated Condensed Statements of Income
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                               Three Months Ended
                                                                  December 31,
                                                       ---------------------------------
                                                            2002                 2001
                                                           ------               ------
                                                 (Dollars in thousands, except per share data)

                                                                         (restated see note 2)
<S>                                                      <C>                <C>
Interest Income:
  Loans receivable                                         $  927              $  788
  Mortgage-backed securities                                  133                 220
  Investment securities                                        41                  53
  Other interest income                                        25                  45
                                                           ------              ------
     Total interest income                                  1,126               1,106
Interest expense:
  Deposits                                                    280                 387
  Advances from Federal Home Loan Bank                        206                 212
  Other interest expense                                        6                   9
                                                           ------              ------
     Total interest expense                                   492                 608
                                                           ------              ------
     Net interest income                                      634                 498
Provision for loan losses                                      20                  --
                                                           ------              ------
     Net interest income after provision for loan losses      614                 498
                                                           ------              ------
Non-interest income
  Customer service charges                                     25                  22
  Other operating income                                        5                   8
                                                           ------              ------
     Total non-interest income                                 30                  30
                                                           ------              ------
Non-interest expense
  Compensation and benefits                                   215                 253
  Occupancy and equipment                                      64                  41
  FDIC/SAIF deposit insurance premiums                          2                   2
  Advertising                                                  12                  14
  Data processing services                                     35                  32
  Professional fees                                            21                  18
  Other                                                        74                  73
                                                           ------              ------
     Total non-interest expense                               423                 433
                                                           ------              ------
     Income before income taxes                               221                  95
Income tax expense                                             66                  24
                                                           ------              ------
     Net income                                            $  155              $   71
                                                           ======              ======

Dividends declared per common share                        $ 0.12              $ 0.12
                                                           ======              ======
Basic earnings per common share                            $ 0.19              $ 0.09
                                                           ======              ======
Diluted earnings per common share                          $ 0.19              $ 0.09
                                                           ======              ======
</TABLE>

See notes to consolidated condensed financial statements.

                                     Page 2
<PAGE>

              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY
            Consolidated Condensed Statements of Comprehensive Income
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                             Three Months Ended
                                                                 December 31,
                                                         ---------------------------
                                                          2002                 2001
                                                         ------               ------
                                                            (Dollars in thousands)

                                                                       (restated see note 2)
<S>                                                    <C>                   <C>
Net income                                               $ 155                 $  71
Other comprehensive income
    Unrealized gains (losses) on investment and
        mortgage-backed securities available-for-sale       28                  (101)

Income tax (expense) benefit related to items of other
comprehensive income                                       (10)                   34
                                                         -----                 -----

Other comprehensive income (loss), after tax                18                   (67)
                                                         -----                 -----

Comprehensive income                                     $ 173                 $   4
                                                         =====                 =====

</TABLE>


See notes to consolidated condensed financial statements.

                                     Page 3
<PAGE>

              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY
                 Consolidated Condensed Statements of Cash Flows
                  Three Months ended December 31, 2002 and 2001
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                       2002        2001
                                                                                      --------   ---------
                                                                                    (Dollars in thousands)

                                                                                                 (restated
                                                                                                 see Note 2)
<S>                                                                                 <C>        <C>
Cash flows from operating activities:
  Net income                                                                          $   155    $    71
  Adjustments to reconcile net income to net cash provided by operating activities:
    Provision for loan losses                                                              20         --
    Amortization of premiums and discounts on investment securities                        27         28
    Amortization of core deposit intangibles                                                7          8
    Deferred income tax (benefit) expense net                                             (30)        30
    Federal Home Loan Bank stock dividend                                                 (21)       (20)
    Depreciation                                                                           42         26
    Mutual fund dividends reinvested                                                       (4)        (4)
    Deferred loan origination fees, net                                                    (9)        10
    ESOP shares committed to be released                                                   14         15
    MSBP compensation expense                                                               5         (1)
Change in:
        Accrued interest receivable                                                        50         31
        Other assets                                                                       45        (30)
        Income taxes                                                                      120        (38)
        Accrued expenses and other liabilities                                           (248)       (56)
                                                                                      -------    -------
           Net cash provided by operating activities                                      173         70

Cash flows from investing activities:
  Purchases of securities available-for-sale                                               --     (5,161)
  Proceeds from maturities, calls and prepayments of securities available-for-sale      2,828      4,232
  Origination of loans receivable                                                      (8,157)    (9,300)
  Repayment of principal on loans receivable                                            6,215      5,630
  Purchases of premises and equipment                                                     (43)      (333)
  Proceeds from the sale of repossessed other assets                                       12         --
                                                                                      -------    -------
    Net cash provided by (used in) investing activities                                   855     (4,932)

Cash flows from financing activities:
  Net increase in deposits                                                                 95      1,816
  Net decrease in advances from borrowers for taxes and insurance                         (58)       (56)
  Dividends paid to stockholders                                                          (90)       (89)
                                                                                      -------    -------
    Net cash provided by (used in) financing activities                                   (53)     1,671
                                                                                      -------    -------
Net change in cash and cash equivalents                                                   975     (3,191)
Cash and cash equivalents at beginning of period                                        2,686      5,897
                                                                                      -------    -------
Cash and cash equivalents at end of period                                            $ 3,661    $ 2,706
                                                                                      =======    =======

Cash paid during period for:
   Interest                                                                           $   479    $   591
   Income taxes                                                                            --         35

</TABLE>

See notes to consolidated condensed financial statements.

                                     Page 4
<PAGE>

              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY
              Notes to Consolidated Condensed Financial Statements
                                December 31, 2002

NOTE 1:  BASIS OF PRESENTATION

The accompanying  unaudited interim consolidated  condensed financial statements
have been prepared in accordance with accounting  principles  generally accepted
in the United  States of America  ("GAAP")  for interim  financial  information.
Accordingly,  they do not include all of the information and footnotes  required
by GAAP for complete financial statements.  For further information,  the reader
should  refer to the Annual  Report on Form 10-KSB of Crazy Woman Creek  Bancorp
Incorporated (the "Company") for the fiscal year ended September 30, 2002.

In the opinion of management,  all adjustments  (consisting of normal  recurring
accruals)  considered  necessary for fair presentation  have been included.  The
results of  operations  for the three  months  ended  December  31, 2002 are not
necessarily  indicative  of the results which may be expected for an entire year
or any other period.

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

NOTE 2:  RESTATEMENT OF PRIOR PERIOD EARNINGS

In October 2002,  the  Financial  Accounting  Standards  Board  ("FASB")  issued
Statement of Financial  Accounting  Standards  ("SFAS") No. 147  Acquisition  of
Certain  Financial  Institutions - an amendment of SFAS Nos. 72 and 144 and FASB
Interpretations  No. 9. Under the provisions of SFAS No. 147, the acquisition of
all or part of a financial  institution  that meets the definition of a business
combination will be accounted for by the purchase method in accordance with SFAS
No.  141  Business   Combinations.   147  provides   that   long-term   customer
relationships intangible assets, except for servicing assets,  recognized in the
acquisition of a financial  institution,  be evaluated for impairment  under the
provision  of  SFAS  No.  144  Accounting  for the  Impairment  or  Disposal  of
Long-Lived Assets.

Per  guidance  issued in SFAS No. 147,  the Company has  evaluated  the goodwill
recognized in connection  with its branch  acquisition  and  determined  that it
meets the criteria of SFAS No. 147, and therefore the unidentifiable  intangible
asset has been  reclassified to goodwill and is subject to SFAS No. 142 Goodwill
and Other Intangible Assets. The reclassification  was retroactively  applied to
October 1, 2001, which resulted in the restatement of previously filed financial
statements.  The impact for the three  months  ended  December  31,  2001 was to
increase  net  earnings  by  $2,000.  There was no  impact  on basic or  diluted
earnings per share from previously reported numbers.

NOTE 3:  IMPACT OF RECENTLY ISSUED ACCOUNT STANDARDS

In November 2002, the FASB issued  Interpretation No. 45, Guarantors  Accounting
and Disclosure  Requirements for Guarantees,  Including  Indirect  Guarantees of
Indebtedness  of Others,  clarifying  the  accounting  treatment  and  financial
statement   disclosure   of   certain   guarantees   issued   and   outstanding.
Interpretation  No. 45 clarifies  that a guarantor is required to recognize,  at
the inception of certain  guarantees,  a liability for the fair value undertaken
in issuing the guarantee. In addition,  guarantors must disclose the approximate
term and  nature  of the  guarantee,  the  maximum  potential  amount  of future
payments,  current  carrying  amount of the liability and the nature of recourse
provisions and collateral.  The initial recognition and measurement provision of
Interpretation  No. 45 are effective  for  guarantees  issued or modified  after
December  31,  2002.  Management  does not expect the  adoption  of the  initial
recognition  and  measurement  provision  of  Interpretation  No.  45 to  have a
material impact on the Company's  consolidated  financial statement,  results of
operations or liquidity.

                                     Page 5

<PAGE>

              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY
              Notes to Consolidated Condensed Financial Statements
                                December 31, 2002

In  January  2003,  the FASB  issued  Interpretation  No. 46,  Consolidation  of
Variable Interest Entities,  addressing consolidation by business enterprises of
certain variable interest  entities.  Under the provision of Interpretation  No.
46, an enterprise must consolidate a variable interest entity if that enterprise
will absorb a majority of the entity's  expected losses or receive a majority of
the entity's residual returns, or both, regardless of the enterprise's direct or
indirect ability to make decisions about the entity's  activities through voting
or similar rights. An enterprise that consolidates a variable interest entity is
called the primary  beneficiary of that entity.  Interpretation  No. 46 requires
the primary beneficiary to disclose the nature,  purpose, size and activities of
the  variable  interest  entity;  the  carrying  amount  and  classification  of
consolidated  assets that are  collateral  for the  variable  interest  entity's
obligations;  and,  creditor's  recourse  to the  general  credit of the primary
beneficiary.  Additional  disclosures  are  required for  enterprises  that hold
significant  interests  in a variable  interest  entity but are not the  primary
beneficiaries.  Interpretation  No.  46  applies  immediately  to  interests  in
variable interest entities created or acquired after January 31, 2003 and to the
first fiscal year or interim period  beginning after June 15, 2003 for interests
in variable interest  entities acquired before February 1, 2003.  Interpretation
No. 46 may be applied  prospectively or retroactively  with a  cumulative-effect
adjustment  recorded as of the beginning of the first year  applied.  Management
does  not  expect  the  adoption  of the  initial  recognition  and  measurement
provision of  Interpretation  No. 46 to have a material  impact on the Company's
consolidated financial statements, results of operations or liquidity.

NOTE 4:  EARNINGS PER SHARE

Basic  earnings  per share  ("EPS") is computed  by  dividing  net income by the
weighted-average  number of common  shares  outstanding  during the period  less
unvested  management  stock  bonus  plan  (MSBP)  and  unallocated  and  not yet
committed to be released  Employee Stock  Ownership Plan (ESOP) shares.  Diluted
EPS is  calculated  by  dividing  net income by the  weighted-average  number of
common shares used to compute basic EPS plus the incremental amount of potential
common stock determined by the treasury stock method.

<TABLE>
<CAPTION>
                                                    For the Three Months ended December 31, 2002
                                                    Net Income  Average Shares  Per Share Amount
                                                    ----------  --------------  ---------------
<S>                                               <C>               <C>            <C>
 Basic EPS
  Net income available to common stockholders       $ 155,000         800,558        $ 0.19
 Effect of Dilutive Securities                                                       ======
   Incremental shares under stock option plan              --           7,052
   Incremental shares related to MSBP                      --             354
                                                    ---------   -------------
 Diluted EPS
   Income available to common stockholders plus
     assumed conversions                            $ 155,000         807,964        $ 0.19
                                                    =========   =============        ======

                                                    For the Three Months ended December 31, 2001
                                                    Net Income   Average Shares Per Share Amount
                                                    ----------  --------------- ----------------
Basic EPS
  Net income available to common stockholders        $ 71,000         791,201        $ 0.09
Effect of Dilutive Securities                                                        ======
   Incremental shares under stock option plan              --             875
   Incremental shares related to MSBP                      --             129
                                                    ----------  -------------
Diluted EPS
  Income available to common stockholders plus
    assumed conversions                              $ 71,000         792,205         $ 0.09
                                                     ========   =============         ======

</TABLE>

                                     Page 6
<PAGE>
              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY
              Notes to Consolidated Condensed Financial Statements
                                December 31, 2002


NOTE 5:  STOCK BASED COMPENSATION

In October 2002, the FASB issued  Statement No. 148 , Accounting for Stock-Based
Compensation-Transition   and  Disclosure,   providing  alternative  methods  of
transition  for a voluntary  change to the fair value based method of accounting
for stock-based employee  compensation.  SFAS No. 148 also amends the disclosure
requirements  of SFAS No.  123,  Accounting  for  Stock-Based  Compensation,  to
include prominent  disclosures in annual and interim financial  statements about
the method of accounting for stock-based employee compensation and the effect of
the  method  used on  reported  results.  The  Company  adopted  the  disclosure
provisions of SFAS No. 148 on December 31, 2002.

Based on the terms of options granted and using the intrinsic  value method,  no
compensation  cost  has been  recognized  for any  stock  option  grants  in the
accompanying  consolidated  financial  statements.  Had the  Company  determined
compensation  cost based on the  estimated  fair value at the grant date for its
stock  options,  the Company's net income and net income per share for the three
months ended December 31, 2002 and 2001 would have been as follows:

                                                         2002       2001
                                                         ----       ----

      Net income, as reported                           $ 155        71
      Deduct:  Total stock-based employee
        compensation expense determined under
        fair value based method for all awards,
        net of related tax effects                         (2)       (1)
                                                          ===       ===
      Pro forma                                           153        70
                                                          ===       ===

      Basic earnings per share:          As reported    $ .19       .09
                                         Pro forma        .19       .09
                                                          ===       ===

      Diluted earnings per share:        As reported    $ .19       .09
                                         Pro forma        .19       .09
                                                          ===       ===

The per share  weighted-average  fair value of stock options granted during 2001
for this pro forma  disclosure was $2.22,  determined on the date of grant using
the Black-Scholes option-pricing model with the following assumptions:  expected
dividend yield of 4%, risk-free  interest rates of 2.75%,  volatility  factor of
21%, and expected life of 7 years. There were no awards in 2002.

                                     Page 7

<PAGE>

              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY
         Management Discussion and Analysis of Financial Condition and
                             Results of Operations
                                December 31, 2002


FORWARD LOOKING STATEMENTS
--------------------------

The  Company  may  from  time  to time  make  written  or oral  "forward-looking
statements",  including  statements  contained in the Company's filings with the
Securities and Exchange  Commission  (including  this  Quarterly  Report on Form
10-QSB and the exhibits  thereto),  in its reports to stockholders  and in other
communications  by the  Company,  which  are made in good  faith by the  Company
pursuant to the "safe  harbor"  provision of the Private  Securities  Litigation
Reform Act of 1995.

These  forward-looking  statements  involve  risks  and  uncertainties,  such as
statements  of the  Company's  plans,  objectives,  expectations,  estimates and
intentions, that are subject to changes based on various important factors (some
of which are beyond the Company's control). The following factors, among others,
could cause the Company's  financial  performance to differ  materially from the
plans,  objectives,  expectations,  estimates and  intentions  expressed in such
forward-looking statements: the strength of the United States economy in general
and the strength of the local economy in which the Company conducts  operations;
the effects of, and changes in,  trade,  monetary and fiscal  policies and laws,
including  interest  rate  policies  of the board of  governors  of the  federal
reserve system, inflation, interest rates, market and monetary fluctuations; the
timely development of and acceptance of new products and services of the Company
and the  perceived  overall  value of these  products  and  services  by  users,
including the features,  pricing and quality  compared to competitors'  products
and services;  the willingness of users to substitute  competitors' products and
services for the Company's products and services;  the success of the Company in
gaining  regulatory  approval of its products and services,  when required;  the
impact of changes in financial  services' laws and  regulations  (including laws
concerning taxes,  banking,  securities and insurance);  technological  changes;
acquisitions; changes in consumer spending and saving habits; and the success of
the Company at managing the risks resulting from these factors.

The Company cautions that the listed factors are not exclusive. The Company does
not undertake to update any forward-looking statement,  whether written or oral,
that may be made from time to time by or on behalf of the Company.

COMPANY REGULATION
------------------

         Recent Legislation to Curtail Corporate Accounting  Irregularities.  On
July 30, 2002,  President  Bush signed into law the  Sarbanes-Oxley  Act of 2002
(the "Act").  The Securities  and Exchange  Commission  (the "SEC")  promulgated
certain  regulations  pursuant to the Act which were effective  August 29, 2002,
and will continue to propose additional  implementing or clarifying  regulations
as  necessary  in  furtherance  of the  Act.  The  passage  of the  Act  and the
regulations  implemented  by  the  SEC  subject  publicly-traded   companies  to
additional and more cumbersome reporting regulations and disclosure.  Compliance
with the Act and corresponding regulations may increase the Company's expenses.

GENERAL
-------

The  Company is a unitary  savings  and loan  holding  company of the Bank.  The
Company's  assets are  comprised  of its  investment  in the Bank, a loan to the
ESOP, a loan to the Bank,  and shares held in mutual  funds.  The Bank  attracts
deposits  from the general  public and uses such  deposits,  together with other
funds,  primarily to originate commercial mortgages,  commercial loans, consumer
loans and loans secured by first mortgages on one-to-four  family  residences in
its market areas. The Bank occasionally utilizes funds obtained from the Federal
Home Loan Bank of Seattle ("FHLB") to fund the loan


                                     Page 8
<PAGE>

              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY
          Management Discussion and Analysis of Financial Condition and
                        Results of Operations (Continued)
                                December 31, 2002

originations.  The Bank invests in  mortgage-backed  securities  (including Real
Estate Mortgage Investment Conduits ("REMICs")),  municipal bonds and short-term
and medium-term U.S. Agency securities.

The Bank's net income is 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 rates 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 income is also affected by the level
of non-interest  income,  which primarily  consists of service charges and other
operating  income.  In  addition,  net  income  is  affected  by  the  level  of
non-interest (general and administrative) expenses.

CRITICAL ACCOUNTING POLICIES

Companies may apply certain critical accounting policies requiring management to
make subjective or complex judgments,  often as a result of the need to estimate
the effect of matters that are inherently  uncertain.  The Company considers its
only  critical  accounting  policy  to be the  allowance  for loan  losses.  The
allowance  for loan losses is  established  through a provision  for loan losses
charged against earnings. The balance of allowance for loan losses is maintained
at the amount management  believes will be adequate to absorb known and inherent
losses in the loan  portfolio.  The  appropriate  balance of allowance  for loan
losses is determined by applying  estimated loss factors to the credit  exposure
from  outstanding  loans.   Estimated  loss  factors  are  based  on  subjective
measurements   including   management's   assessment   of  the   internal   risk
classifications,   changes  in  the  nature  of  the  loan  portfolio,  industry
concentrations  and the impact of current local,  regional and national economic
factors on the quality of the loan  portfolio.  Changes in these  estimates  and
assumptions  are  reasonably  possible  and may have a  material  impact  on the
Company's consolidated financial statements,  results of operation or liquidity.
At December  31, 2002 loan loss  reserve was $367,000 as compared to $337,000 at
September 30, 2002

FINANCIAL CONDITION
-------------------
ASSETS

At December 31, 2002, assets totaled $75.441 million compared to total assets of
$75.521  million at September  30,  2002.  The slight  decrease was  primarily a
result of increases in net loans receivable and cash and cash equivalents, which
did  not  offset  the  decline  in  investment  and  mortgage-backed  securities
available-for-sale from prepayments and scheduled payments.

Securities  available-for-sale  decreased  by $2.823  million  during  the three
months ended December 31, 2002. Securities prepayments,  calls and maturities of
$2.828 million were received on investment  securities  available-for-sale.  The
market value of the securities increased $28,000 during the period. Amortization
of premium  discounts  and  dividends  accounted  for $23,000 of the decrease in
securities.

Loans receivable increased $1.931 million during the three months ended December
31, 2002. During this period, the Bank originated loans totaling $8.157 million,
comprised of residential mortgage loans totaling $3.050 million, non-residential
mortgage loans totaling $3.186 million,  consumer loans totaling


                                     Page 9

<PAGE>

              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY
          Management Discussion and Analysis of Financial Condition and
                        Results of Operations (Continued)
                                December 31, 2002

$0.520 million,  and commercial  loans totaling $1.401 million.  During the same
period, the Bank received scheduled principal payments and prepayments  totaling
$6.215 million on its loan portfolio.

LIABILITIES

Deposits  increased  by $95,000 from  $46.783  million at September  30, 2002 to
$46.878 million at December 31, 2002. The increases were  attributable to slight
increases  in  money  market,  checking,   savings,  and  a  slight  decline  in
certificate accounts.

Accrued  expenses and other  liabilities  decreased by $248,000 during the three
months  ended  December  31, 2002 and were mainly the result of the  decrease in
accrued  interest  payable,  outstanding  corporate  checks and accounts payable
related to the construction project in Sheridan Wyoming during 2001.

STOCKHOLDERS' EQUITY

Overall,  stockholders'  equity increased $102,000 during the three months ended
December 31, 2002.  The increase was  primarily  the result of current  earnings
less  dividends  paid,  and the  increased  market  value on  available-for-sale
securities.

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

Non-performing  assets  totaled  $84,000 at December 31, 2002, or 0.11% of total
assets. This compares to $96,000 at September 30, 2002 or 0.13% of total assets.
Non-performing assets at December 31, 2002 consisted of other repossessed assets
related to one commercial loan.

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

Comparison of Three Months Ended December 31, 2002 and 2001.
------------------------------------------------------------

Net Income.  Net income for the three months ended December 31, 2002 was $84,000
----------
higher than net income  reported  for the same period in 2001.  The  increase is
attributable  to a  $136,000  increase  in net  interest  income  and a  $10,000
decrease in non-interest  expense  partially  offset by a $20,000  provision for
loan  losses and an increase of $42,000  for income tax  expense.  Net  interest
income increased  $136,000 for the three month period ended December 31, 2002 as
compared to the same period in 2001 and was primarily attributable to a decrease
in the  cost of  interest-bearing  liabilities.  The  decrease  in  non-interest
expense is primarily  attributable  to a $38,000  decrease in  compensation  and
benefits  partially  offset by a $23,000  increase in occupancy  and  equipment.
There were no other material changes in non-interest expenses.

Interest Income. Total interest income increased by $20,000 for the three months
---------------
ended  December 31, 2002.  Interest  income totaled $1.126 million for the three
months  ended  December  31, 2002 as  compared  to $1.106  million for the three
months  ended   December  31,  2001.  An  increase  in  the  volume  of  average
interest-earning assets from $67.091 million for the three months ended December
31,  2001 to  $71.388  million  for the same  period  in 2002  contributed  to a
$179,000 increase in interest income. A decrease was experienced in the yield on
average  interest-earning  assets from 6.59% for the three months ended December
31,  2001 to  6.31%  for  the  three  months  ended  December  31,  2002,  which
contributed to a $159,000 decrease in interest income.


                                    Page 10

<PAGE>


              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY
          Management Discussion and Analysis of Financial Condition and
                        Results of Operations (Continued)
                                December 31, 2002

Interest Expense. Total interest expense decreased by $116,000 from $608,000 for
----------------
the three  months  ended  December  31, 2001 to $492,000  for the same period in
2002.  This  was  primarily  a  result  of a  decrease  in the  cost of  average
interest-bearing liabilities as a result of lower market interest rates.

Interest expense for deposits, including deposit premium amortization, decreased
by $109,000  from  $396,000  for the three  months  ended  December  31, 2001 to
$286,000  for the same  period  in 2002.  The cost of  average  interest-bearing
deposits  decreased  from 4.47% for the three months ended  December 31, 2001 to
3.31% for the three months  ended  December  31,  2002,  which  caused  interest
expense  for  deposits to  decrease  by  $150,000.  An increase in the volume of
average  interest-bearing  deposits  from  $40.985  million for the three months
ended December 31, 2001, to $45.216  million for the three months ended December
31, 2002, resulted in a $41,000 increase in interest expense for deposits.

Interest expense for advances from the FHLB and other interest expense decreased
by $7,000 from $213,000 for the three months ended December 31, 2001 to $206,000
for the same period in 2002. The cost of average interest-bearing  advances from
the FHLB  decreased  from 6.33% for the three months ended  December 31, 2001 to
5.80% for the same  period in 2002  which  resulted  in a  $20,000  decrease  in
interest  expense.  Average  interest-bearing  advances  increased  from $13.400
million for the three month period ended  December 31, 2001, to $14.200  million
for the same period 2002, and resulted in a $13,000 decrease in interest expense
for advances.

Net Interest Income. Net interest income increased by $136,000 from $498,000 for
-------------------
the three months ended  December 31, 2001 to $634,000 for the three months ended
December 31, 2002. The increase in net interest  income was primarily due to the
decrease  in the cost of average  interest-bearing  liabilities  which more than
offset the increase in the volume of average interest-bearing  liabilities.  The
increase  in  average  interest-bearing  liabilities  was not fully  offset by a
corresponding  increase in average  interest-earning  assets as evidenced by the
decrease   of  the  ratio  of   average   interest-earning   assets  to  average
interest-bearing  liabilities  from  123.36%  in 2001 to  120.15%  in 2002.  The
primary  factor  was  the  decrease  in  the  rate  paid  for   interest-bearing
liabilities   and  a  smaller   decrease   in  the  rate   earned  for   average
interest-earning  assets as  evidenced  by the  increase  in the  interest  rate
spread.

Net interest margin increased from 2.97% for the three months ended December 31,
2001 to 3.55% for the three months ended  December 31, 2002. The increase in net
interest  margin was primarily  caused by the  disproportionate  decrease in the
cost of interest-bearing liabilities compared to interest-earning assets.

Provision for Loan Losses.  A $20,000 and $0 provision  was recorded  during the
-------------------------
three months ended December 31, 2002 and 2001, respectively.  There were no loan
charge-offs  for the three  months  ended  December  31,  2002 while  recoveries
totaled $10,000. In the three months ended December 31, 2001, there were no loan
charge-offs while recoveries totaled $3,000.

Total Non-interest Income. Total non-interest income did not change from $30,000
-------------------------
for the three months ended December 31, 2001 and 2002.

Total Non-interest Expense. Total non-interest expense decreased by $10,000 from
--------------------------
$433,000 for the three months ended  December 31, 2001 to $423,000 for the three
months ended  December 31, 2002. The decrease was  attributable  to decreases in
compensation  offset by a increase in  occupancy  and  equipment.  There were no
other material differences in non-interest expense.

                                    Page 11

<PAGE>

              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY
          Management Discussion and Analysis of Financial Condition and
                        Results of Operations (Continued)
                                December 31, 2002


Provision  for Income  Taxes.  The effective tax rate for the three months ended
----------------------------
December 31, 2002 and 2001 was 29.86% and 25.27%,  respectively.  The  effective
tax rate was lower during 2001 than 2002 due to a decrease in taxable income and
the relationship of non-taxable income to total income.


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

Capital Compliance.  The following table presents the Bank's compliance with its
------------------
regulatory capital requirements:

                                               At December 31, 2002
                                           ----------------------------
                                                            Percentage
                                             Amount         of Assets
                                            --------        ----------
                                              (Dollars in thousands)
GAAP Capital..............................  $11,325            15.06%

Tangible capital..........................  $10,753            14.30%
Tangible capital requirement..............    1,128             1.50%
                                            -------            -----
Excess....................................  $ 9,625            12.80%
                                            =======            =====

Core capital..............................  $10,887            14.48%
Core capital requirements.................    2,256             3.00%
                                            -------            -----
Excess....................................  $ 8,631            11.48%
                                            =======            =====

Total risk-based capital (1)..............  $11,254            22.68%
Total risk-based capital requirement (1)..    3,970             8.00%
                                            -------            -----
Excess (1)................................  $ 7,284            14.68%
                                            =======            =====

1)   Based on risk-weighted assets of $49,625
2)   Based on the Bank's adjusted total assets of $75,199

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.

The Bank,  before and after any  proposed  capital  distributions,  must meet or
exceed all capital  requirements and is permitted to make capital  distributions
with prior notice to the Office of Thrift  Supervision  during any calendar year
up to a total of current year net income and the  preceding two years net income
less  dividends paid during the previous two years.  The Bank currently  exceeds
all capital requirements and has been assessed as  "well-capitalized"  under the
regulatory guidelines.

Liquidity. The Bank is required under federal regulations to maintain sufficient
---------
liquidity  to insure its safe and sound  operation.  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 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 the FHLB. As of December 31, 2002 such

                                    Page 12

<PAGE>

              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY
          Management Discussion and Analysis of Financial Condition and
                        Results of Operations (Continued)
                                December 31, 2002


borrowed funds totaled $14.200 million.  Loan payments and maturing  investments
are greatly  influenced  by general  interest  rates,  economic  conditions  and
competition.

The amount of  certificate  accounts and FHLB  advances  which are  scheduled to
mature  during the twelve  months  ending  December  31,  2003 is  approximately
$21.130  million  and $2.500  million,  respectively.  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. The Bank has $4.9 million of excess borrowing capacity at FHLB as of
December 31, 2002. It has been the Bank's experience that a substantial  portion
of such maturing  deposits  remain at the Bank. No assurances,  however,  can be
made that deposits can be maintained in the future  without  further  increasing
the cost of funds if interest rates increase.

At  December  31,  2002,  the Bank had loan  commitments  outstanding  of $5.102
million.  Funds required to fill these  commitments  are derived  primarily from
current  excess   liquidity,   deposit   inflows  or  loan  and  investment  and
mortgage-backed security repayments, and, if necessary, through FHLB advances.

The  Company's  primary  source of liquidity on a stand alone basis is dividends
received from the Bank. As indicated above under "Capital Compliance", dividends
paid by the Bank are subject to regulatory restrictions.

                                    Page 13

<PAGE>


KEY OPERATING RATIOS

--------------------
                                                    Three Months Ended
                                                       December 31,
                                            -----------------------------------
                                               2002 (1)           2001 (1)
                                              (Dollars in thousands, except per
                                                         share data)
                                                         (Unaudited)
Return on average assets                             0.82%               0.40%
Return on average equity                             4.56%               2.08%
Interest rate spread                                 3.00%               2.12%
Net interest margin                                  3.55%               2.98%
Non-interest expense to average
   Assets                                            2.24%               2.46%
Net recoveries to average
   outstanding loans                                (0.02%)             (0.01%)

                                             At December 31,      At September
                                                  2002              30, 2002
                                            ---------------    ----------------
Nonaccrual and 90 days past due
   Loans                                            $   --              $   --
Repossessed other assets                                84                  96
                                            ---------------    ----------------
  Total nonperforming assets                          $ 84                $ 96
                                            ===============    ================
Nonperforming loans to gross loans                      --                  --
Nonperforming assets to total assets                  0.11%               0.13%
Book value per share (2)                            $16.71              $16.59

----------------
(1)  The ratios for the three month periods are annualized.
(2)  The number of shares  outstanding as of December 31, 2002 and September 30,
     2002 were 811,208. These include shares purchased by the ESOP.

                                    Page 14
<PAGE>

              CRAZY WOMAN CREEK BANCORP INCORPORATED AND SUBSIDIARY
                             Controls and Procedures
                                December 31, 2002

Controls and Procedures

(a)  Evaluation of disclosure controls and procedures. Based on their evaluation
     ------------------------------------------------
     as of a date within 90 days of the filing date of this quarterly  report on
     Form 10-QSB,  the Registrant's  principal  executive  officer and principal
     financial officer have concluded that the Registrant's  disclosure controls
     and  procedures  (as defined in Rules  13a-14(c)  and  15d-14(c)  under the
     Securities  Exchange  Act of 1934 (the  "Exchange  Act")) are  effective to
     ensure that information  required to be disclosed by the Company in reports
     that it files or submits  under the Exchange  Act is  recorded,  processed,
     summarized and reported within the time periods specified in Securities and
     Exchange Commission rules and forms.

(b)  Changes in  internal  controls.  There were no  significant  changes in the
     ------------------------------
     Registrant's internal controls or in other factors that could significantly
     affect these controls subsequent to the date of their evaluation, including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.

                                    Page 15

<PAGE>

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

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

         Neither the Company nor the Bank was engaged in any legal proceeding of
         a material  nature at December 31, 2002. From time to time, the Company
         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 and Use of Proceeds
         -----------------------------------------

         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 99.1 -- CERTIFICATION PURSUANT TO 18 U.S.C.ss.1350

         (b)      Reports on Form 8-K

                  None


                                    Page 16

<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 13, 2003     By: /s/Gary J. Havens
                                ------------------------------------------------
                                Gary J. Havens
                                President and Chief Executive Officer
                                (Principal Executive Officer)



Date: February 13, 2003     By: /s/John B. Snyder
                                ------------------------------------------------
                                John B. Snyder
                                Vice President and Chief Financial Officer
                                (Principal Accounting and Financial Officer)

<PAGE>

                            SECTION 302 CERTIFICATION

     I, Gary Havens, President and Chief Executive Officer, certify that:

1.   I have  reviewed the  quarterly  report on Form 10-QSB of Crazy Woman Creek
     Bancorp Incorporated (the "Company");

2.   Based on my knowledge,  this  quarterly  report does not contain any untrue
     statement of a material fact or omit to state a material fact  necessary to
     make the statements  made, in light of the  circumstances  under which such
     statements  were made, not misleading with respect to the period covered by
     this quarterly report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in this  quarterly  report,  fairly  present  in all
     material respects the financial  condition,  results of operations and cash
     flows  of the  Company  as of,  and  for,  the  periods  presented  in this
     quarterly report;

4.   The  Company's  other  certifying   officers  and  I  are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rule 13a-14(c)) and 15d-14)) for the Company and have:

     (a)  designed  such  disclosure  controls  and  procedures  to ensure  that
          material   information   relating  to  the  Company,   including   its
          consolidated  subsidiaries,  is made known to me by others  within the
          Company, particularly during the period in which this quarterly report
          is being prepared;

     (b)  evaluated the effectiveness of the Company's  disclosure  controls and
          procedures  as of a date  within 90 days prior to the  filing  date of
          this quarterly report (the "Evaluation Date"); and

     (c)  presented  in  this  quarterly   report  our  conclusions   about  the
          effectiveness  of the disclosure  controls and procedures based on our
          evaluation as of the Evaluation Date;

5.   The Company's other certifying  officer and I have disclosed,  based on our
     most recent  evaluation,  to the Company's auditors and the audit committee
     of  Company's  board  of  directors  (or  persons   performing   equivalent
     functions):

     (a)  all  significant  deficiencies  in the design or operation of internal
          controls which could adversely affect the Company's ability to record,
          process,  summarize and report  financial data and have identified for
          the Company's  auditors any material  weaknesses in internal controls;
          and

     (b)  any fraud, whether or not material,  that involves management or other
          employees  who  have a  significant  role  in the  Company's  internal
          controls; and

6.   The  Company's  other  certifying  officer  and I have  indicated  in  this
     quarterly  report  whether  there  were  significant  changes  in  internal
     controls  or in other  factors  that could  significantly  affect  internal
     controls  subsequent to the date of our most recent  evaluation,  including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.



Date:    February 13, 2003                  /s/Gary J. Havens
                                            ------------------------------------
                                            Gary J. Havens, President and
                                            Chief Executive Officer

<PAGE>

                            SECTION 302 CERTIFICATION

    I, John B. Snyder, Vice President and Chief Financial Officer, certify that:

1.   I have  reviewed the  quarterly  report on Form 10-QSB of Crazy Woman Creek
     Bancorp Incorporated;

2.   Based on my knowledge,  this  quarterly  report does not contain any untrue
     statement of a material fact or omit to state a material fact  necessary to
     make the statements  made, in light of the  circumstances  under which such
     statements  were made, not misleading with respect to the period covered by
     this quarterly report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in this  quarterly  report,  fairly  present  in all
     material respects the financial  condition,  results of operations and cash
     flows  of the  Company  as of,  and  for,  the  periods  presented  in this
     quarterly report;

4.   The  Company's  other  certifying   officers  and  I  are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rule 13a-14(c) and 15d-14)) for the Company and have:

     (a)  designed  such  disclosure  controls  and  procedures  to ensure  that
          material   information   relating  to  the  Company,   including   its
          consolidated  subsidiaries,  is made known to me by others  within the
          Company, particularly during the period in which this quarterly report
          is being prepared;

     (b)  evaluated the effectiveness of the Company's  disclosure  controls and
          procedures  as of a date  within 90 days prior to the  filing  date of
          this quarterly report (the "Evaluation Date"); and

     (c)  presented  in  this  quarterly   report  our  conclusions   about  the
          effectiveness  of the disclosure  controls and procedures based on our
          evaluation as of the Evaluation Date;

5.   The Company's other certifying  officer and I have disclosed,  based on our
     most recent  evaluation,  to the Company's auditors and the audit committee
     of  Company's  board  of  directors  (or  persons   performing   equivalent
     functions):

     (a)  all  significant  deficiencies  in the design or operation of internal
          controls which could adversely affect the Company's ability to record,
          process,  summarize and report  financial data and have identified for
          the Company's  auditors any material  weaknesses in internal controls;
          and

     (b)  any fraud, whether or not material,  that involves management or other
          employees  who  have a  significant  role  in the  Company's  internal
          controls; and

6.   The  Company's  other  certifying  officer  and I have  indicated  in  this
     quarterly  report  whether  there  were  significant  changes  in  internal
     controls  or in other  factors  that could  significantly  affect  internal
     controls  subsequent to the date of our most recent  evaluation,  including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.




Date:    February 13, 2003                   /s/John B. Snyder
                                             -----------------------------------
                                             John B. Snyder,  Vice President and
                                             Chief Financial Officer