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 June 30, 2001
                                                 -------------

                                       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 August 1, 2001: 1,285,132

Transitional Small Business Disclosure Format (check one)

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



<PAGE>



                    WHG BANCSHARES CORPORATION AND SUBSIDIARY

                                    Contents
                                    --------

                                                                           Pages
                                                                           -----
PART I - FINANCIAL INFORMATION

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

           Consolidated Statements of Financial Condition (unaudited)
            at June 30, 2001 and September 30, 2000............................3

           Consolidated Statements of Operations (unaudited)
            for the nine months and three month ended
             June 30, 2001 and 2000 ...........................................4

           Consolidated Statements of Comprehensive Income
            (unaudited) for the nine months and three month
             ended June 30, 2001 and 2000......................................5

           Consolidated Statements of Cash Flows (unaudited)
            for the nine months ended June 30, 2001 and 2000.................6-7

           Notes to Consolidated Financial Statements (unaudited)...........8-10

      Item 2.  Management's Discussion and Analysis of Financial
               Condition and Results of Operations.........................11-14


PART II - OTHER INFORMATION

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

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

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

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

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

      Item 6.  Exhibits and Reports on Form 8-K...............................16

Signatures....................................................................17







                                        2

<PAGE>
                   WHG BANCSHARES CORPORATION AND SUBSIDIARIES
                   -------------------------------------------
                              Lutherville, Maryland
                              ---------------------

           CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (Unaudited)
           ----------------------------------------------------------
<TABLE>
<CAPTION>
                                                               June 30,    September 30,
                                                               --------    -------------
                                                                 2001          2000
                                                                 ----          ----
     Assets
     ------
<S>                                                          <C>           <C>
Cash                                                         $    717,760  $  1,720,707
Interest bearing deposits in other banks                          724,547       509,570
Federal funds sold                                              1,787,000     3,764,000
Investments available for sale                                 20,709,596    19,439,212
Other investments held to maturity                             14,850,000    15,650,000
Mortgage backed securities                                     14,797,522    16,451,148
Loans receivable - net                                        102,199,144    96,909,448
Accrued interest receivable - loans                               444,381       446,343
                            - investments                         558,711       773,864
                            - mortgage backed securities           79,534        88,548
Premises and equipment - net                                    1,407,063     1,253,765
Federal Home Loan Bank of Atlanta stock, at cost                1,450,000     1,450,000
Deferred income taxes                                             437,947       936,589
Prepaid and refundable income taxes                               111,407       107,471
Other assets                                                      780,560       415,037
                                                             ------------  ------------

Total assets                                                 $161,055,172  $159,915,702
                                                              ===========   ===========
     Liabilities and Stockholders' Equity
     ------------------------------------

     Liabilities
     -----------
 Deposits                                                    $125,735,716  $120,044,864
 Checks outstanding in excess of bank balances                    242,663        -
 Borrowings                                                    18,000,000    24,000,000
 Advance payments by borrowers for taxes
   and insurance                                                  286,518        70,711
 Income taxes payable                                              25,533        31,874
 Other liabilities                                                235,144       317,623
                                                              -----------   -----------
Total liabilities                                             144,525,574   144,465,072

Commitments and contingencies

Stockholders' Equity
--------------------
   Common stock .10 par value; authorized
    1,620,062 shares; issued and outstanding
    1,285,132 shares at June 30, 2001 and
    1,285,609 shares at September 30, 2000                        128,513       128,561
   Additional paid-in capital                                   6,807,107     6,701,437
   Retained earnings (substantially restricted)                10,341,437    10,301,365
   Accumulated other comprehensive loss                          (298,053)   (1,134,125)
   Employee Stock Ownership Plan                                 (449,406)     (546,608)
                                                             ------------   -----------
Total stockholders' equity                                     16,529,598    15,450,630
                                                             ------------   -----------

Total liabilities and stockholders' equity                   $161,055,172  $159,915,702
                                                             ============  ============
</TABLE>

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

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

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


<TABLE>
<CAPTION>
                                            For Nine Months Ended     For Three Months Ended
                                                  June 30,                   June 30,
                                            -----------------------   -----------------------
                                                2001        2000         2001         2000
                                                ----        ----         ----         ----
<S>                                        <C>          <C>          <C>          <C>
Interest and fees on loans                  $5,709,017   $5,372,763   $1,928,312   $1,838,970
Interest on mortgage backed securities         756,007      842,524      242,057      274,647
Interest and dividends on investment
 securities                                  1,923,156    1,922,096      636,686      643,249
Other interest income                          314,534      198,779       57,793       67,996
                                            ----------   ----------   ----------   ----------

Total interest income                        8,702,714    8,336,162    2,864,848    2,824,862

Interest on deposits                         4,902,360    4,270,290    1,631,710    1,432,483
Interest on short-term borrowings                4,037       37,731        4,037         --
Interest on long term borrowings               935,664      902,472      276,261      353,995
                                            ----------   ----------   ----------   ----------
Total interest expense                       5,842,061    5,210,493    1,912,008    1,786,478
                                            ----------   ----------   ----------   ----------

Net interest income                          2,860,653    3,125,669      952,840    1,038,384
Provision for loan losses                       30,000       90,000         --         30,000
                                            ----------   ----------   ----------   ----------
Net interest income after provision for
 loan losses                                 2,830,653    3,035,669      952,840    1,008,384

Non-Interest Income
-------------------
   Fees and charges on loans                    21,115       25,260       10,465        7,763
   Fees on transaction accounts                 40,217       39,258       13,501       13,359
   Gain on sale of investments                   1,059         --          1,059         --
   Other income                                 49,116       43,554       17,152       17,478
                                            ----------   ----------   ----------   ----------
Total non-interest income                      111,507      108,072       42,177       38,600

Non-Interest Expenses
---------------------
   Salaries and related expenses             1,458,827    1,286,395      493,494      436,446
   Occupancy                                   143,137      122,537       44,805       43,353
   SAIF deposit insurance premium               17,776       28,908        5,961        6,106
   Depreciation of equipment                    88,558       73,863       28,268       25,744
   Advertising                                  66,311       63,614       23,491       22,878
   Data processing costs                        86,029       83,235       29,767       28,767
   Professional services                       135,365      155,822       43,723       46,984
   Loss on sale of foreclosed real estate         --            786         --           --
   Loss on sale of repossessed assets            3,928         --          3,928         --
   Other expenses                              326,054      288,924      108,108       92,071
                                            ----------   ----------   ----------   ----------
Total non-interest expenses                  2,325,985    2,104,084      781,545      702,349
                                            ----------   ----------   ----------   ----------

Income before tax provision                    616,175    1,039,657      213,472      344,635

Provision for income taxes                     247,953      401,550       85,722      133,098
                                            ----------   ----------   ----------   ----------
Net income                                  $  368,222   $  638,107   $  127,750   $  211,537
                                            ==========   ==========   ==========   ==========
Basic earnings per share                    $      .31   $      .55   $      .11   $      .18
                                            ==========   ==========   ==========   ==========
Diluted earnings per share                  $      .30   $      .55   $      .10   $      .18
                                            ==========   ==========   ==========   ==========

</TABLE>
The accompanying notes to consolidated financial statements are an integral part
of these statements.

                                       4
<PAGE>

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

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


                                                         For Nine Months Ended
                                                         ---------------------
                                                         June 30,     June 30,
                                                         --------     --------
                                                           2001         2000
                                                           ----         ----

Net income                                            $   368,222   $   638,107

Unrealized holding gains (losses), net of tax of
 $526,477 and ($190,479) for the nine month periods
 ended June 30, 2001 and 2000, respectively               836,705      (302,735)

Reclassification adjustment for gains included in
 net income, net of tax of $426 for the nine month
 period ended June 30, 2001                                  (633)        --
                                                      -----------    ----------

Comprehensive income                                  $ 1,204,294    $  335,372
                                                      ===========    ==========


                                                         For Three Months Ended
                                                         ----------------------
                                                         June 30,     June 30,
                                                         --------     --------
                                                           2001         2000
                                                           ----         ----

Net income                                            $   127,750    $  211,537

Unrealized holding losses net of tax of $56,035
 and $72,112 for the three month periods ended
 June 30, 2001 and 2000, respectively                     (89,101)     (114,609)

Reclassification adjustment for gains included
 in net income, net of tax of $426 for the three
 month period ended June 30, 2001                           (633)         --
                                                      -----------    -----------

Comprehensive income                                  $    38,016    $   96,928
                                                      ===========    ==========


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

                                       5
<PAGE>

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

                CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
                -------------------------------------------------

<TABLE>
<CAPTION>
                                                                    For Nine Months Ended
                                                                    ---------------------
                                                                      June 30,   June 30,
                                                                      --------   --------
                                                                        2001       2000
                                                                        ----       ----
Operating Activities
--------------------
<S>                                                             <C>            <C>
Net income                                                        $ 368,222      $ 638,107
Loss on disposal of equipment                                         1,001           --
Loss on sale of foreclosed real estate                                 --              786
Loss on sale of repossessed assets                                    3,928           --
Gain on sale of investments available for sale                       (1,059)          --
Adjustments to Reconcile Net Income to Net
 Cash Provided by Operating Activities
 -------------------------------------
    Net accretion/amortization of premiums and
     discounts on mortgage backed securities                          2,486          1,006
    Amortization of deferred loan fees                              (48,696)       (53,077)
    Loan fees deferred                                               71,704         34,629
    Decrease in discount on loans purchased                         (90,698)       (94,694)
    Amortization of discounts on investments available for sale        (136)          (137)
    Provision for loan losses                                        30,000         90,000
    Non-cash compensation under stock-based benefit plans           207,834        202,014
    Decrease in accrued interest receivable                         226,129         60,625
    Provision for depreciation                                      119,695        102,340
    Increase in deferred income tax                                 (27,409)          --
    Increase in prepaid income taxes                                 (3,936)       (52,743)
    Increase in other assets                                       (372,839)       (55,721)
    Increase in accrued interest payable                               (297)           (97)
    Decrease in income taxes payable                                 (6,341)        (5,707)
    Decrease in other liabilities                                   (82,479)       (63,901)
                                                                  ---------      ---------
         Net cash provided by operating activities                  397,109        803,430

 Cash Flows from Investment Activities
 -------------------------------------
    Proceeds from maturing interest bearing deposits                   --           95,000
    Proceeds from sales and maturities of investments
     available for sale                                              92,934           --
    Proceeds from maturing investments held to maturity             800,000           --
    Principal collected on mortgage backed securities - held
     to maturity                                                  1,651,139      1,081,213
    Proceeds from sale of foreclosed real estate                       --           12,317
    Proceeds from sale of repossessed assets                          3,388           --
    Net (increase) decrease in shorter term loans                  (110,498)        28,982
    Longer term loans originated or acquired                    (11,015,145)   (15,166,541)
    Principal collected on longer term loans                      5,873,637      9,214,773
    Investment in premises and equipment                           (273,994)      (350,572)
    Purchase of stock in Federal Home Loan Bank of Atlanta             --         (250,000)
                                                                -----------    -----------
         Net cash used by investment activities                  (2,978,539)    (5,334,828)

</TABLE>

                                       6
<PAGE>

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

                CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
                -------------------------------------------------

<TABLE>
<CAPTION>
                                                                     For Nine Months Ended
                                                                     ---------------------
                                                                      June 30,    June 30,
                                                                      --------    --------
                                                                        2001        2000
                                                                        ----        ----
Cash Flows from Financing Activities
------------------------------------
<S>                                                                <C>            <C>
     Net increase (decrease) in demand deposits, money
      market, passbook accounts and advances by
      borrowers for taxes and insurance                             $ 5,718,084    $  (496,259)
     Net increase in certificates of deposit                            188,872      2,490,749
     Increase in checks outstanding in excess of bank balance           242,663        382,937
     Net decrease in borrowings                                      (6,000,000)          --
     Dividends on stock                                                (328,150)      (321,639)
     Stock repurchase                                                    (5,009)          --
                                                                    -----------    -----------
              Net cash (used by) provided by financing activities      (183,540)     2,055,788
                                                                    -----------    -----------

Decrease in cash and cash equivalents                                (2,764,970)    (2,475,610)
Cash and cash equivalents at beginning of period                      5,994,277      7,196,629
                                                                    -----------    -----------

Cash and cash equivalents at end of period                          $ 3,229,307    $ 4,721,019
                                                                    ===========    ===========

The following is a Summary of Cash and Cash Equivalents:
--------------------------------------------------------
     Cash                                                           $   717,760    $   947,856
     Interest bearing deposits in other banks                           724,547      1,459,163
     Federal funds sold                                               1,787,000      2,314,000
                                                                    -----------    -----------

Cash and cash equivalents reflected on the
 Statement of Cash Flows                                            $ 3,229,307    $ 4,721,019
                                                                    ===========    ===========

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

         Interest                                                   $ 5,918,301    $ 5,240,759
                                                                    ===========    ===========

         Taxes                                                      $   313,000    $   480,000
                                                                    ===========    ===========
</TABLE>




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

                                       7
<PAGE>

                   WHG BANCSHARES CORPORATION AND SUBSIDIARIES
                   -------------------------------------------
                              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 nine and
         three months ended June 30, 2001 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:

                                          Gross         Gross
                         Amortized      Unrealized    Unrealized      Fair
                            Cost           Gains        Losses       Value
                        -----------   ------------   -----------  -----------
June 30, 2001
-------------
Equity investments      $   452,448   $      --     $    82,148   $   370,300
Federal Home Loan
 Bank Bonds              17,493,572          --         336,391    17,157,181
Federal Home Loan
 Mortgage Corporation
 Bonds                    3,249,164          --          67,049     3,182,115
                        -----------   -----------   -----------   -----------
                        $21,195,184   $      --     $   485,588   $20,709,596
                        ===========   ===========   ===========   ===========


                                       8
<PAGE>


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

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


Note 3 - Investment Available for Sale - Continued
         -----------------------------
                                          Gross         Gross
                         Amortized      Unrealized    Unrealized      Fair
                            Cost           Gains        Losses       Value
                        -----------   ------------   -----------  -----------

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
                        ===========   ===========   ===========   ===========

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 nine and  three  month  periods  ended  June 30, as
         follows:

                              Nine Months Ended           Nine Months Ended
                              -----------------           -----------------
                                June 30, 2001               June 30, 2000
                                -------------               -------------
                               Basic      Diluted         Basic      Diluted
                               -----      -------         -----      -------

Net income                  $  368,222   $  368,222   $  638,107   $  638,107

Weighted average shares
 outstanding                 1,199,730    1,199,730    1,168,186    1,168,186

Diluted securities:
   MSBP shares                    --          2,900         --           --
   Options                        --         17,454         --           --
                            ----------   ----------   ----------   ----------
Adjusted weighted average
   shares                    1,199,730    1,220,084    1,168,186    1,168,186

Per share amount            $     0.31    $    0.30    $    0.55    $    0.55


                                       9
<PAGE>


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

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


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


                               Three Months Ended        Three Months Ended
                                 June 30, 2001              June 30, 2000
                            -----------------------   -----------------------
                               Basic       Diluted        Basic     Diluted
                               -----       -------        -----     -------

Net income                  $  127,750   $  127,750   $  211,537   $  211,537

Weighted average shares
 Outstanding                 1,204,047    1,204,047    1,174,634    1,174,634

Diluted securities:
   MSBP shares                    --          5,356         --           --
   Options                        --         30,746         --           --
                             ----------   ----------   ----------   ---------

Adjusted weighted average
   shares                    1,204,047    1,240,149    1,174,634    1,174,634

Per share amount             $    0.11    $    0.10    $    0.18    $    0.18


                                       10
<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, year 2000 issues and general economic conditions.

Overview

         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.

         For the  nine  months  ended  June 30,  2001,  net  earnings  decreased
$270,000  to  $368,000 or $.30 per diluted  share,  from  $638,000,  or $.55 per
diluted  share,  for the  comparative  fiscal 2000 period.  For the three months
ended June 30, 2001, net earnings decreased $84,000 to $128,000, or $.10 diluted
earnings per share,  from $212,000,  or $.18 diluted earnings per share, for the
comparative 2000 period. The decline in net income for the nine and three months
ended June 30, 2001 as compared to the same 2000  periods was  primarily  due to
net interest  income.  For the nine and three  months  ended June 30, 2001,  net
interest income  compression  continued due to the reduction  during the current
period of short term  interest  rates by the Federal  Reserve and the  continued
effect of higher  interest  rates paid on  certificates  of deposits  originated
during the 2000 periods.  Additionally,  our balance sheet structure  includes a
high  percentage  of  short  term  interest-earning  assets.  Accordingly,   the
continued  decline in short term  interest  rates have  resulted in lower yields
earned in 2001 on interest earning assets.

Financial Condition

         Our total consolidated assets at June 30, 2001 increased  $1,139,000 to
$161,055,000  from  $159,916,000  at September 30, 2000. Our total  consolidated
liabilities at June 30, 2001 increased $61,000 to $144,526,000 from $144,465,000
at September  30, 2000.  At June 30, 2001, in order to repay $6.0 million of our
long-term debt and fund loan originations of $5,290,000,  we used  approximately
$5,691,000 of our new deposits,  liquidated $1,977,000 of our federal funds sold
investments,  used  $1,653,000  from  principal  collected  on  mortgage  backed
securities repayments and used $1,003,000 in cash.


                                       11
<PAGE>

         At June 30, 2001, our net worth  increased by $1,079,000 to $16,530,000
from  $15,451,000  at September 30, 2000.  The increase  primarily  reflects the
$836,000 decrease in accumulated other  comprehensive  loss and the reduction of
stock-based  benefit  plan  obligations.   The  decrease  in  accumulated  other
comprehensive  loss  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.

Results of Operations

Net Interest Income

         Net interest income for the nine and three month periods ended June 30,
2001 was  $2,861,000  and  $953,000,  compared  to  $3,126,000  and  $1,038,000,
respectively,  for the same periods in 2000. 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,  for the nine and three
month periods ended June 30, 2001 were both 2.00%,  compared to 2.40% and 2.34%,
respectively, for the same periods in 2000. See "Overview".

Interest Income

         Total  interest  income for the nine and three month periods ended June
30, 2001 was $8,703,000 and  $2,865,000,  compared to $8,336,000 and $2,825,000,
respectively,  for the same periods in fiscal 2000.  Total average interest rate
yields for the nine  months and three  month  periods  ended June 30,  2001 were
7.33% and 7.30%, respectively,  compared to 7.34% and 7.37%,  respectively,  for
the same  periods in fiscal  2000.  The  increase in total  interest  income was
primarily  related  to the  increase  in the  total  average  balance  of  loans
receivable,  offset,  slightly,  by a decline  in the total  average  balance of
mortgage backed  securities.  In addition,  higher average  balances of interest
bearing deposits in other banks and federal funds sold  investments  contributed
to the  increase in total  interest  income for the nine month period ended June
30, 2001.

         Interest  and fees on loans  increased  $336,000  and  $89,000  for the
current  nine  months and three  month  periods to  $5,709,000  and  $1,928,000,
respectively.  Such  increases  for the current year periods were due to average
net loan originations of approximately  $4.5 million for each respective period.
For the current nine and three month  periods,  the average  interest rate yield
was 7.73% and 7.68%,  respectively,  compared to 7.63% and 7.66%,  respectively,
for the same periods in 2000.


         Interest income on mortgage  backed  securities  decreased  $87,000 and
$33,000 for the  current  nine month and three  month  periods to  $756,000  and
$242,000, respectively. The decrease was the result of $1,733,000 and $1,964,000
decreases  in  the  average  balance  of  mortgage  backed  securities  for  the
respective nine and three month periods.

                                       12
<PAGE>

         Other  interest  income  increased  $116,000 for the current nine month
period to  $315,000,  as the  result of a  $2,787,000  increase  in the  average
balance of interest  bearing  deposits  in other  banks and  federal  funds sold
investments.  Other interest income decreased $10,000 to $58,000 for the current
three month  period,  predominantly  because of lower yields  earned on invested
balances.  The average  interest rate yield was 5.61%  compared to 6.64% for the
same quarter in fiscal 2000.

Interest Expense

         Total interest  expense for the nine and three month periods ended June
30, 2001 was $5,842,000 and  $1,912,000,  compared to $5,210,000 and $1,786,000,
respectively,  for the same  periods in fiscal  2000.  The  increase in interest
expense for the current  respective  periods were primarily related to increases
in the average  cost of funds for  certificates  of  deposits,  supplemented  by
increases in the average  balances of certificates of deposit.  Average costs of
funds for total  interest  bearing  liabilities  for the current  nine month and
three month  periods were 5.33% and 5.30%,  respectively,  compared to 4.94% and
5.04% for each of the same periods in 2000.

         Interest  expense on  certificates  of  deposit  for the nine and three
month periods ended June 30, 2001 increased $548,000 and $150,000, respectively,
as compared to the fiscal 2000  respective  periods.  The average  rates paid on
certificates of deposit for the current nine and three month periods rose 48 and
46 basis points, respectively to 5.96% and 5.99%, respectively.  The increase in
average  cost of funds  for  certificates  of  deposit  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. As a result of the  certificate of deposit  promotion that ended in
December, 2000, the average balances of certificates of deposits for the current
nine and three month periods increased $4,834,000 and $3,064,000, respectively.

         Total  interest  expense  on  borrowings  for the nine and three  month
periods  ended June 30, 2001,  decreased  $1,000 and $74,000,  respectively,  as
compared to the fiscal 2000 respective periods. The decrease for the nine months
and  three  months  ended  June 30,  2001 was the  result  of a  $1,693,000  and
$5,964,000  decrease in the total average  borrowings from the comparable fiscal
2000 periods. The balance-related  expense decrease was offset by an increase in
the borrowing rates. The rates paid on borrowings for the current nine and three
month periods each rose 44 and 30 basis points to 5.92% and 6.14%, respectively.

                                       13
<PAGE>


Provision for Loan Losses

         The  provision for loan losses for the nine month period ended June 30,
2001 was $30,000 compared to $90,000 for the same period in fiscal 2000. For the
three month ended June 30, 2001, we had no provision for loan losses as compared
to a $30,000  provision for the same period in fiscal 2000.  For the nine months
ended June 30, 2001, net charge-offs were $13,000 as compared to $73,000 for the
same 2000 period.  We incurred no material charge offs for the three month ended
June 30,  2001 and 2000.  The  provision  for loan losses  reflects management's
judgment of the current period cost  associated with credit risk inherent in our
loan portfolio, specifically, the provision for loan losses represent the amount
charged  against current period earnings to achieve an allowance for loan losses
that in management's  judgment is adequate to absorb losses inherent in our loan
portfolio.

Non-Interest Expense

         Total  non-interest  expense for the nine and three month periods ended
June 30, 2001 was $2,326,000  and $782,000  compared to $2,104,000 and $702,000,
respectively,  for the same  periods in fiscal  2000.  For the current  nine and
three month  periods,  salaries  and related  expenses  increased  $173,000  and
$57,000,  respectively,  as the  result of an  additional  lending  officer  and
accounting  personnel  during the second  quarter of fiscal  2001,  annual staff
merit   increases  and   increased   stock-based   compensation   following  the
appreciation of WHG Bancshares stock. Occupancy expense increased $21,000 during
the current nine month period reflecting the lease commencement in January, 2000
of the  relocated  Ellicott  City branch and  non-recurring  branch  maintenance
expenses during the second quarter of fiscal 2001. During the current nine month
period depreciation of equipment rose $15,000 as a result of purchased equipment
for the relocated  Ellicott City branch.  Other expenses  increased  $37,000 and
$16,000,  respectively,  for the current  nine and three month  periods,  due to
increased  stationary,   printing  and  postage  expense  for  customer  privacy
disclosure incurred during the current quarter, increased ATM expenses, a $7,000
robbery loss in June, 2001 at one of the branch offices and increased  corporate
insurance  expenses.  Offsetting total  non-interest  expense for the nine month
period ended June 30, 2001, was a $20,000  decrease in professional  fees and an
$11,000  decrease in FDIC deposit  insurance  premium.  Included in professional
services  for the nine  month  period in fiscal  2000 were  costs  incurred  for
business development planning. Effective January 31, 2000, FDIC assessments were
lowered for SAIF insured institutions.

Provision for Income Taxes

         The  provision  for income  taxes for the nine  months and three  month
periods  ended June 30, 2001 was $248,000 and $86,000,  compared to $402,000 and
$133,000,  respectively,  for the same periods in fiscal 2000. The decreases for
the current period were the result of decreases in net income.

                                       14

<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.

                                       15

<PAGE>



Item 6.            Exhibits and Reports on Form 8-K

       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 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.
      ******  Incorporated by reference to the March 31, 2001 Form 10-QSB.

                                       16

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


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





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