SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   FORM 10-QSB
(Mark One)

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

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

                                       OR

| |  TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR  15(d)  OF THE  SECURITIES
     EXCHANGE ACT OF 1934

For the transition period from __________ to __________.

                                             Commission File No. 0-27606


                           WHG Bancshares Corporation
--------------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)


               Maryland                                        52-1953867
--------------------------------------------------------------------------------
         (State of incorporation                             (I.R.S. employer
             or organization)                                identification no.)


1505 York Road, Lutherville, Maryland                            21093
--------------------------------------------------------------------------------
(Address of principal executive offices)                       (zip code)


                                 (410) 583-8700
--------------------------------------------------------------------------------
                 Issuer's telephone number, including area code

Check  whether the issuer (1) filed all reports  required to be filed by Section
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
                            ------------             -----------

Number of shares of Common Stock outstanding as of February 1, 2001: 1,285,609
                                                                     ---------

Transitional Small Business Disclosure Format (check one)

                        YES                       NO      X
                            ------------             -----------


<PAGE>
                    WHG BANCSHARES CORPORATION AND SUBSIDIARY

                                    Contents
                                    --------

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

     Item 1.  Financial Statements................................................................................3

          Consolidated Statements of Financial Condition at December 31, 2000
          (unaudited) and September 30, 1999......................................................................3

          Consolidated Statements of Operations (unaudited) for the three months ended
          December 31, 2000 and 1999 .............................................................................4

          Consolidated Statements of Comprehensive Income (unaudited) for the three months ended
          December 31, 2000 and 1999..............................................................................5

          Consolidated Statements of Cash Flows (unaudited) for the three months ended
          December 31, 2000 and 1999..............................................................................6

          Notes to Consolidated Financial Statements (unaudited)..................................................8

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


PART II - OTHER INFORMATION

     Item 1.  Legal Proceedings..................................................................................14

     Item 2.  Changes in Securities..............................................................................14

     Item 3.  Defaults upon Senior Securities....................................................................14

     Item 4.  Submission of Matters to a Vote of Security-Holders................................................14

     Item 5.  Other Information..................................................................................14

     Item 6.  Exhibits and Reports on Form 8-K...................................................................14

Signatures.......................................................................................................15

</TABLE>
                                      -2-
<PAGE>
                    WHG BANCSHARES CORPORATION AND SUBSIDIARY
                    -----------------------------------------
                              Lutherville, Maryland
                              ---------------------

                 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                 ----------------------------------------------
<TABLE>
<CAPTION>
                                                                                     December 31,       September 30,
                                                                                        2000                2000
                                                                                        ----                ----
                                                                                               (Unaudited)
        Assets
        ------
<S>                                                                               <C>                   <C>
Cash                                                                                 $  1,329,565         $  1,720,707
Interest bearing deposits in other banks                                                5,100,853              509,570
Federal funds sold                                                                      6,194,000            3,764,000
Investments available for sale                                                         20,394,857           19,439,212
Other investments held to maturity                                                     15,650,000           15,650,000
Mortgage backed securities                                                             16,048,502           16,451,148
Loans receivable - net                                                                 97,383,939           96,909,448
Accrued interest receivable - loans                                                       431,374              446,343
                            - investments                                                 644,530              773,864
                            - mortgage backed securities                                   86,353               88,548
Premises and equipment - net                                                            1,301,694            1,253,765
Federal Home Loan Bank of Atlanta stock, at cost                                        1,450,000            1,450,000
Deferred income taxes                                                                     567,538              936,589
Prepaid and refundable income taxes                                                        99,945              107,471
Other assets                                                                              423,026              415,037
                                                                                     ------------         ------------
Total assets                                                                         $167,106,176         $159,915,702
                                                                                     ============         ============
     Liabilities and Stockholders' Equity
     ------------------------------------

Liabilities
-----------
   Deposits                                                                          $126,117,394         $120,044,864
   Checks outstanding in excess of bank balances                                          389,777                    -
   Borrowings                                                                          24,000,000           24,000,000
   Advance payments by borrowers for taxes and insurance                                  117,497               70,711
   Income taxes payable                                                                    83,159               31,874
   Other liabilities                                                                      293,502              317,623
                                                                                     ------------         ------------
Total liabilities                                                                     151,001,329          144,465,072

Commitments and contingencies

Stockholders' Equity
--------------------
   Common stock .10 par value; authorized 1,620,062
    shares; issued and outstanding 1,285,609 shares at
    December 31, 2000 and in September 30, 2000                                           128,561              128,561
   Additional paid-in capital                                                           6,738,862            6,701,437
   Retained earnings (substantially restricted)                                        10,299,208           10,301,365
   Accumulated other comprehensive income                                                (547,577)          (1,134,125)
   Employee Stock Ownership Plan                                                         (514,207)            (546,608)
                                                                                     ------------         ------------
Total stockholders' equity                                                             16,104,847           15,450,630
                                                                                     ------------         ------------

Total liabilities and stockholders' equity                                           $167,106,176         $159,915,702
                                                                                     ============         ============
</TABLE>
          The accompanying notes to consolidated financial statements
                    are an integral part of these statements.

                                      -3-
<PAGE>
                    WHG BANCSHARES CORPORATION AND SUBSIDIARY
                    -----------------------------------------
                              Lutherville, Maryland
                              ---------------------

                CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
                -------------------------------------------------

<TABLE>
<CAPTION>
                                                                                           For Three Months Ended
                                                                                                 December 31,
                                                                                       -------------------------------

                                                                                          2000               1999
                                                                                          ----               ----
<S>                                                                                  <C>                  <C>
Interest and fees on loans                                                             $1,885,134           $1,772,280
Interest and dividends on investment securities                                           645,397              638,294
Interest on mortgage backed securities                                                    260,874              286,414
Other interest income                                                                     151,931               78,581
                                                                                       ----------           ----------

Total interest income                                                                   2,943,336            2,775,569

Interest on deposits                                                                    1,637,831            1,430,789
Interest on short-term borrowings                                                               -               24,704
Interest on long-term borrowings                                                          359,359              269,790
                                                                                       ----------           ----------
Total interest expense                                                                  1,997,190            1,725,283
                                                                                        ---------            ---------
Net interest income                                                                       946,146            1,050,286
Provision for loan losses                                                                  30,000               30,000
                                                                                       ----------           ----------
Net interest income after provision for loan losses                                       916,146            1,020,286

Non-Interest Income
-------------------
   Fees and charges on loans                                                                5,162                9,419
   Fees on transaction accounts                                                            14,012               13,510
   Other income                                                                            15,337               12,645
                                                                                       ----------           ----------
Total non-interest income                                                                  34,511               35,574

Non-Interest Expenses
---------------------
   Salaries and related expenses                                                          474,284              420,960
   Occupancy                                                                               49,068               34,501
   FDIC deposit insurance premium                                                           5,944               16,732
   Depreciation of equipment                                                               32,289               23,000
   Advertising                                                                             21,727               21,600
   Data processing costs                                                                   27,870               26,268
   Professional services                                                                   44,510               54,427
   Loss on sale of foreclosed real estate                                                       -                  786
   Other expenses                                                                         118,912               95,091
                                                                                       ----------           ----------
Total non-interest expenses                                                               774,604              693,365
                                                                                       ----------           ----------
Income before tax provision                                                               176,053              362,495

Provision for income taxes                                                                 68,812              139,995
                                                                                       ----------           ----------
Net income                                                                             $  107,241           $  222,500
                                                                                       ==========           ==========

Basic earnings per share                                                               $      .09           $      .19
                                                                                       ==========           ==========
Diluted earnings per share                                                             $      .09           $      .19
                                                                                       ==========           ==========
</TABLE>

The accompanying notes to consolidated financial statements
are an integral part of these statements.

                                      -4-
<PAGE>

                    WHG BANCSHARES CORPORATION AND SUBSIDIARY
                    -----------------------------------------
                              Lutherville, Maryland
                              ---------------------

           CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)
           -----------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                          For Three Months Ended
                                                                                                 December 31,
                                                                                    -------------------------------------
                                                                                            2000               1999
                                                                                            ----               ----
<S>                                                                                    <C>                 <C>
Net income                                                                               $107,241            $ 222,500

Unrealized gains (losses) on available for sale securities, net of
 tax of $369,051 and $264,548, for the three month periods
 ended December 31, 2000 and 1999, respectively                                           586,547             (420,455)
                                                                                         --------            ---------

Comprehensive income (loss)                                                              $693,788            $(197,955)
                                                                                         ========            =========

</TABLE>


The accompanying notes to consolidated financial statements
are an integral part of these statements.

                                      -5-
<PAGE>

                    WHG BANCSHARES CORPORATION AND SUBSIDIARY
                    -----------------------------------------
                              Lutherville, Maryland
                              ---------------------

                CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
                -------------------------------------------------
<TABLE>
<CAPTION>
                                                                        For Three Months Ended
                                                                              December 31,
                                                                      ---------------------------
                                                                            2000           1999
                                                                            ----           ----
<S>                                                                 <C>            <C>
Operating Activities
--------------------
     Net income before other comprehensive income                     $   107,241    $   222,500
     Loss on sale of foreclosed real estate                                     -            786
     Loss on disposal of equipment                                          1,001              -
     Adjustments to Reconcile Net Income to Net
      Cash Provided by Operating Activities
      -------------------------------------
         Net accretion/amortization of premiums and discounts
          on mortgage backed securities                                       395            558
         Amortization of discount on investments available for sale           (46)           (46)
         Amortization of deferred loan fees                                  (613)       (26,236)
         Loan fees deferred                                                  (322)        29,057
         Decrease in discount on loans purchased                          (49,177)      (106,728)
         Provision for loan losses                                         30,000         30,000
         Non-cash compensation under stock-based
          benefit plans                                                    69,826         72,001
         Proceeds from sale of foreclosed real estate                           -         12,317
         Decrease in accrued interest receivable                          146,498        118,178
         Provision for depreciation                                        42,888         31,300
         Decrease (increase) in prepaid income taxes                        7,526        (16,128)
         (Increase) decrease in other assets                               (7,989)         8,872
         Increase (decrease) in accrued interest payable                       51           (173)
         Increase (decrease) in income taxes payable                       51,285        (16,376)
         Decrease in other liabilities                                    (24,121)       (72,085)
                                                                      -----------    -----------

              Net cash provided by operating activities                   374,443        287,797

Cash Flows from Investment Activities
-------------------------------------
     Principal collected on mortgage backed securities                    402,251        340,784
     Net (increase) decrease in shorter term loans                        (13,423)        40,502
     Longer term loans originated or acquired                          (2,024,655)    (5,686,353)
     Principal collected on longer term loans                           1,583,699      2,697,847
     Redemption of Federal Home Loan Bank of Atlanta stock                      -        150,000
     Investment in premises and equipment                                 (91,818)       (52,684)
                                                                      -----------    -----------

              Net cash used by investment activities                     (143,946)    (2,509,904)

</TABLE>
                                      -6-

<PAGE>

                    WHG BANCSHARES CORPORATION AND SUBSIDIARY
                              Lutherville, Maryland

                CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
<TABLE>
<CAPTION>
                                                                     For Three Months Ended
                                                                             December 31,
                                                                  ----------------------------
                                                                     2000             1999
                                                                     ----             ----
<S>                                                            <C>             <C>
Cash Flows from Financing Activities
------------------------------------
     Net  increase (decrease) in demand deposits, money
      market, passbook accounts and advances by
      borrowers for taxes and insurance                          $    778,910    $   (327,376)
     Net increase in certificates of deposit                        5,340,355       3,258,960
     Increase in checks outstanding in excess of
      bank balances                                                   389,777               -
     Decrease in borrowings                                                 -      (3,000,000)
     Dividends on stock                                              (109,398)       (107,213)
                                                                 ------------    ------------

              Net cash provided (used) by financing activities      6,399,644        (175,629)
                                                                 ------------    ------------

Increase (decrease) in cash and cash equivalents                    6,630,141      (2,397,736)
Cash and cash equivalents at beginning of period                    5,994,277       7,196,629
                                                                 ------------    ------------

Cash and cash equivalents at end of period                       $ 12,624,418    $  4,798,893
                                                                 ============    ============

The following is a Summary of Cash and Cash Equivalents:
--------------------------------------------------------
     Cash                                                        $  1,329,565    $  2,882,876
     Interest bearing deposits in other banks                       5,100,853         777,017
     Federal funds sold                                             6,194,000       1,234,000
                                                                 ------------    ------------
     Balance of cash items reflected on
      Statement of Financial condition                             12,624,418       4,893,893

         Less - certificates of deposit with original
                maturities of more than three months
                that are included in interest
                bearing deposits in other banks                             -          95,000
                                                                 ------------    ------------

Cash and cash equivalents reflected on the
 Statement of Cash Flows                                         $ 12,624,418    $  4,798,893
                                                                 ============    ============

Supplemental Disclosure of Cash Flow Information:
-------------------------------------------------
     Cash paid during the period for:

         Interest                                                $  1,991,836    $  1,741,798
                                                                 ============    ============

         Taxes                                                   $     10,000    $    172,500
                                                                 ============    ============
</TABLE>

The accompanying notes to consolidated financial statements
are an integral part of these statements.

                                      -7-
<PAGE>

                    WHG BANCSHARES CORPORATION AND SUBSIDIARY
                    -----------------------------------------
                              Lutherville, Maryland
                              ---------------------

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
             ------------------------------------------------------


Note 1 - Basis of Presentation
         ---------------------

                   The  accompanying  unaudited  financial  statements have been
          prepared in accordance with generally accepted  accounting  principles
          for  interim   financial   information  and  in  accordance  with  the
          instructions to Form 10-QSB.  Accordingly,  they do not include all of
          the disclosures  required by generally accepted accounting  principles
          for complete financial statements.  In the opinion of management,  all
          adjustments  necessary  for a  fair  presentation  of the  results  of
          operations  for the interim  periods  presented  have been made.  Such
          adjustments  were  of  a  normal  recurring  nature.  The  results  of
          operations  for the  three  months  ended  December  31,  2000 are not
          necessarily  indicative  of the results  that may be expected  for the
          fiscal  year  September  30,  2001 or any other  interim  period.  The
          consolidated  financial  statements should be read in conjunction with
          the  consolidated  financial  statements  and related  notes which are
          incorporated  by  reference  in the  Company's  Annual  Report on Form
          10-KSB for the year ended September 30, 2000.

Note 2 - Cash Flow Presentation
         ----------------------

                   For purposes of the  statements of cash flows,  cash and cash
          equivalents include cash and amounts due from depository institutions,
          investments  in  federal  funds,  and  certificates  of  deposit  with
          original maturities of 90 days or less.

Note 3 - Investment Available for Sale
         -----------------------------

                   The amortized cost and fair values of  investments  available
for sale at are as follows:

<TABLE>
<CAPTION>
                                                 Gross         Gross
                                  Amortized    Unrealized    Unrealized       Fair
                                     Cost        Gains         Losses         Value
                                -----------   -----------   -----------   -----------
<S>                            <C>           <C>           <C>           <C>
        December 31, 2000
        -----------------
        Equity investments      $   544,323   $     -       $   181,006   $   363,317
        Federal Home Loan
         Bank Bonds              17,493,514         -           601,079    16,892,435
        Federal Home Loan
         Mortgage Corporation
         Bonds                    3,249,131         -           110,026     3,139,105
                                -----------   -----------   -----------   -----------
                                $21,286,968   $     -       $   892,111   $20,394,857
                                ===========   ===========   ===========   ===========
</TABLE>

                                      -8-
<PAGE>

WHG BANCSHARES CORPORATION AND SUBSIDIARY
-----------------------------------------
Lutherville, Maryland
---------------------

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
------------------------------------------------------



Note 3 - Investment Available for Sale - Continued
         -----------------------------
<TABLE>
<CAPTION>
                                                Gross         Gross
                                  Amortized   Unrealized    Unrealized       Fair
                                    Cost        Gains         Losses         Value
                                -----------   -----------   -----------   -----------
<S>                            <C>           <C>           <C>           <C>
        September 30, 2000
        ------------------
        Equity investments      $   544,324   $     -       $   190,690   $   353,634
        Federal Home Loan
         Bank Bonds              17,493,485         -         1,400,174    16,093,311
        Federal Home Loan
         Mortgage Corporation
         Bonds                    3,249,114         -           256,847     2,992,267
                                -----------   -----------   -----------   -----------
                                $21,286,923   $     -       $ 1,847,711   $19,439,212
                                ===========   ===========   ===========   ===========
</TABLE>

Note 4 - Earnings Per Share
         ------------------

                   Basic EPS is computed by dividing  net income by the weighted
          average  number  of  common  shares  outstanding  for the  appropriate
          period.  Unearned ESOP shares are not included in outstanding  shares.
          Diluted EPS is computed by dividing net income by the weighted average
          shares  outstanding  as  adjusted  for the  dilutive  effect  of stock
          options  and  unvested  stock  awards  based on the  "treasury  stock"
          method.  Information  relating to the  calculations  of net income per
          share of common stock is summarized  for the quarters  ended  December
          31, as follows:
                                                            2000        1999
                                                            ----        ----

          Net income before other comprehensive income  $  107,241    $222,500
                                                        ==========    ========

          Weighted Average Shares
             Outstanding basic EPS                       1,195,160   1,161,507
          Dilutive Items
             Stock options                                       -           -
             Unvested stock awards                              48           -
                                                         ---------   ---------
          Adjusted weighted average shares
           used for dilutive EPS                         1,195,208   1,161,507
                                                         =========   =========

                                      -9-
<PAGE>

Item 2

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF

                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Forward-Looking Statements

         The Private  Securities  Litigation  Reform Act of 1995  contains  safe
harbor  provisions  regarding  forward-looking  statements.  When  used  in this
discussion, the words "believes", "anticipates",  "contemplates", "expects", and
similar expressions are intended to identify  forward-looking  statements.  Such
statements  are  subject to certain  risks and  uncertainties  which could cause
actual  results to differ  materially  from  those  projected.  Those  risks and
uncertainties  include changes in interest  rates,  the ability to control costs
and  expenses,  and general  economic  conditions.  WHG  Bancshares  Corporation
undertakes  no  obligation  to publicly  release the results of any revisions to
those  forward-looking  statements  which  may be  made  to  reflect  events  or
circumstances   after  the  date  hereof  or  to  reflect  the   occurrence   of
unanticipated events.

         Since we conduct no  significant  business other than owning all of the
common stock of Heritage Savings Bank, F.S.B.  ("Heritage Savings"),  references
in  this  discussion  to  "we,"  "us,"  and  "our,"  refer  collectively  to WHG
Bancshares Corporation and Heritage Savings.

Overview

          For the three months ended December 31, 2000,  our earnings  decreased
$116,000 to $107,000, or $.09 diluted earnings per share, from $223,000, or $.19
diluted  earnings  per share,  for the  comparative  1999  period.  Our earnings
decreased primarily due to a decrease in core earnings combined with an increase
in non-interest expenses.

Financial Condition

         Our total consolidated assets at December 31, 2000 increased $7,190,000
to $167,106,000 from $159,916,000 at September 30, 2000. Our total  consolidated
liabilities  at December 31, 2000  increased  $6,536,000  to  $151,001,000  from
$144,465,000 at September 30, 2000. At December 31, 2000, we used  approximately
$6,119,000 of our new deposits to increase cash and cash equivalents in order to
fund  anticipated  borrowing  repayments  and loan  commitments.  Subsequent  to
December 31, 2000, we repaid $3.0 million of long-term borrowings.

                                      -10-
<PAGE>

         At  December  31,  2000,  our  net  worth   increased  by  $654,000  to
$16,105,000  from  $15,451,000  at September  30, 2000.  The increase  primarily
reflects the $587,000 increase in accumulated other  comprehensive  gain and the
reduction of stock-based  benefit plan obligations.  The increase in accumulated
other  comprehensive  gain resulted from the  fluctuation in market value of our
investment  in  available  for  sale   securities.   Because  of  interest  rate
volatility,  accumulated other comprehensive gain and stockholders' equity could
materially  fluctuate for each interim period and year-end period.  The increase
in market value of the  investment  securities  available for sale is considered
temporary in nature and will not affect our net income until the  securities are
sold. We plan to hold these securities until maturity or until the market values
of these securities  increase  further.  Accordingly,  we do not expect,  though
there is no assurance,  that our investment in these  securities will affect net
income in future periods. See Note 3 to the consolidated financial statements.

Results of Operations

Net Interest Income

         Net interest income decreased $104,000 to $946,000 for the three months
ended  December 31, 2000 from  $1,050,000 for the  comparable  1999 period.  The
interest  rate  spread,  which is the  difference  between  the yield on average
interest  earning assets and the  percentage  cost of average  interest  bearing
liabilities,  decreased  for the three months  ended  December 31, 2000 to 1.97%
from 2.47% for the comparable 1999 period.  The decrease in interest rate spread
is  primarily  the result of a decrease in the average  yield on other  interest
earning assets,  predominantly  federal funds sold and interest bearing deposits
in other  banks,  coupled  with an increase  in rates paid on  interest  bearing
liabilities, offset partially by an increase in the average yield on loans.

Interest Income

          Interest and fees on loans  increased  $113,000 to $1,885,000  for the
three months ended December 31, 2000 from  $1,772,000  for the  comparable  1999
period.  The increase was the result of an increase in the average dollar amount
of loans  outstanding at December 31, 2000 of $5,017,000 as a result of new loan
originations.  In addition,  for the three months ended  December 31, 2000,  the
average yield on average loans increased  slightly to 7.76% compared to 7.69% at
the comparable 1999 period as the result of higher yielding  commercial and real
estate investment loans originated.

         Interest  income on mortgage  backed  securities  decreased  $25,000 to
$261,000  for the three months  ended  December  31, 1999 from  $286,000 for the
comparable 1999 period. The decrease was the result of a decrease in the average
dollar amount of mortgage backed securities  outstanding at December 31, 2000 of
$1,571,000.

         Other  interest  income  increased  $73,000 to  $152,000  for the three
months ended December 31, 2000 from $79,000 for the comparable 1999 period.  The
increase  was the result of a increase  in the  average  dollar  amount of other
interest earning assets of $5,962,000 at December 31, 2000,  partially offset by
a 164 basis point  decrease in yield.  Other  average  interest  bearing  assets
increased due to the  accumulation of interest  bearing  deposits in other banks
and federal funds  balances to fund  anticipated  borrowing  repayments and loan
commitments.

                                      -11-
<PAGE>

Interest Expense

         Total interest expense  increased  $272,000 to $1,997,000 for the three
months ended December 31, 2000 from  $1,725,000 for the comparable  1999 period.
Interest on deposits  increased by $207,000 to  $1,638,000  for the three months
ended  December 31, 2000 from  $1,431,000 for the  comparable  1999 period.  The
increase in interest on deposits  resulted  from the rise in the average  dollar
amount of certificates of deposit of $6,458,000 combined with an increase in the
average  cost of  certificates  of  deposit.  The rate paid on  certificates  of
deposit  increased  44 basis points to 5.90% at December 31, 2000 from 5.46% for
the  comparable  1999  period.  The  yield  increase  was the  result  of older,
lower-yielding  deposits  renewing at higher rates and the  successful  targeted
advertising  campaign for new  certificates  of deposit  accounts with 18 and 25
month terms.

         During  fiscal  2000,  we  converted  our  short-term  borrowings  into
long-term borrowings to manage our interest rate risk. As a result,  interest on
short-term  borrowings  was  eliminated  for the three months ended December 31,
2000 as  compared  to  $25,000  for the  prior  year's  comparable  period.  The
conversion  increased  the rates paid on total  borrowings by 50 basis points to
5.96% for the three months ended December 31, 2000 from 5.46% for the comparable
1999 period.  This was  supplemented  by a $2,530,000  increase in total average
borrowings outstanding.  As a result, interest on long-term borrowings increased
$89,000 to $359,000 for the three months ended  December 31, 2000 from  $270,000
for the comparable 1999 period.

Provision for Loan Losses

         The provision  for loan losses for the three months ended  December 31,
2000 and December 31, 1999 was $30,000. We continually  evaluate the adequacy of
the   allowance   for  loan   losses,   which   encompasses   the  overall  risk
characteristics of the various portfolio segments,  past experience with losses,
the impact of economic  conditions on borrowers and other  relevant  conditions.
Management  continues to offer a wider variety of loan products coupled with the
continued  success  of  changing  the mix of the  products  offered  in the loan
portfolio - from lower yielding loans (i.e., one-to four family loans) to higher
yielding loans (i.e., multi-family,  non-residential  commercial,  construction,
and consumer loans).  Based upon the additions to the allowance for loan losses,
management  believes the allowance for loan losses is adequate.  However,  there
can be no assurance that the allowance for loan losses will be adequate to cover
significant  losses, if any, that we might incur in the future due to the higher
degree  of risk  which  might  result  from  the  change  in the mix of the loan
portfolio.

Non-Interest Income

         Non-interest income decreased $1,000, or 2.8%, to $35,000 for the three
months ended December 31, 2000 from $36,000 for the comparable 1999 period.

                                      -12-
<PAGE>
Non-Interest Expense

            Total  non-interest  expenses  increased $82,000 to $775,000 for the
three months  ended  December 31, 2000 from  $693,000  for the  comparable  1999
period. Salary and related expenses increased $53,000 primarily as the result of
an additional  lending  officer and accounting  personnel and annual staff merit
salary increases.  Occupancy  expense  increased $14,000  reflecting higher rent
expense  at  the  relocated  Ellicott  City  branch  and  non-recurring   branch
maintenance  expenses.  Depreciation  of equipment  increased as a result of the
relocated  Ellicott City branch.  Professional fees decreased  primarily because
the prior year included costs related to business  development  planning,  which
were not incurred in the current year. Other expenses  increased  $24,000 due to
increased stationery and printing expenses, relocation expenses for the Ellicott
City branch, and increased ATM expenses. Such increases were partially offset by
an $11,000  decrease in FDIC  insurance  expenses  following a reduction  in the
assessment rate effective January, 2000.

Provision for Income Taxes

         The provision for income taxes decreased  $71,000 for the quarter ended
December 31, 2000, as compared to the same quarter in 1999.  The decreases  were
the result of a decrease in net income.  The  effective  tax rate for the period
ended  December  31,  2000  increased  slightly  to  39.1%  from  38.6%  for the
comparable 1999 period.

                                      -13-
<PAGE>

PART II.  OTHER INFORMATION


Item 1.       Legal Proceedings

                     The  registrant is not engaged in any legal  proceedings at
                     the present time. From time to time, the Bank is a party to
                     legal  proceedings  within  the normal  course of  business
                     wherein it enforces its security  interest in loans made by
                     it, and other matters of a like kind.

Item 2.       Changes in Securities

                     None.

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
<TABLE>
<CAPTION>
            <S>       <C>
                3(i)    Articles of Incorporation of WHG Bancshares Corporation *
                3(ii)   Amended Bylaws of WHG Bancshares Corporation ****
               10.1     Form of Amended and Restated Employment Agreement with Peggy J. Stewart *****
               10.2     Form of Amended and Restated Change in Control Agreements for three executive
                        officers  *****
               10.3     Amendment to the 1996 Stock Option Plan ***
               10.4     Amendment to Management Stock Bonus Plan and Trust Agreement ***
               10.5     Form of Directors Change In Control Severance Plan ****
               10.6     2001 Stock Option Plan ******

              (b)    None.
              ---------------------

              *       Incorporated  by  reference to the registration  statement
                      on  Form S-1 (File No.  33-80487)  declared effective  by
                      the SEC on February 7, 1996.

               **     Incorporated by reference to the June 30, 1998 Form 10-QSB
                      filed.

               ***    Incorporated  by reference to the proxy statement for  the
                      annual  meeting  of  stockholders filed with the SEC on or
                      about December 19, 1997.

               ****   Incorporated  by  reference  to the Form  10-KSB  for  the
                      year ended September 30, 1999.

               *****  Incorporated  by  reference  to  the  Form 10-KSB for  the
                      year ended September 30, 2000.

               ****** Incorporated  by reference to the proxy  statement for the
                      annual meeting of  stockholders  filed  with  the  SEC  on
                      December 18, 2000.
</TABLE>
                                      -14-
<PAGE>

                                   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.


                           WHG BANCSHARES CORPORATION


Date:    February 13, 2001           By:  /s/Peggy J. Stewart
                                          --------------------------------------
                                          Peggy J. Stewart
                                          President and Chief Executive Officer
                                          (duly authorized officer)


Date:    February 13, 2001           By:  /s/Robin L. Taylor
                                          --------------------------------------
                                          Robin L. Taylor
                                          Controller (chief accounting officer)


                                      -15-