<PAGE> 1


                               UNITED STATES
                    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 March 31, 1999

                                    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 Number 0-28162

                              LENOX BANCORP, INC.
      (Exact name of small business issuer as specified in its charter)

Ohio                                                                  31-1445959
(State or other jurisdiction of                                 (I.R.S. Employer
incorporation or organization)                               Identification No.)

5255 Beech Street, St. Bernard, Ohio                                       45217
(Address of principal executive offices)                              (Zip Code)

                                 (513) 242-6900
                            (Issuer's telephone number)

                                  Not Applicable
             (Former name, former address and former fiscal year, if changes
                                 since last report)


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

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

         State the number of shares  outstanding of each of the issuer's classes
of common stock,  as of the latest  practicable  date:  404,668 shares of common
stock, par value $0.01 per share, were outstanding as of May 12, 1999.

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


                                  

<PAGE> 2



                                        LENOX BANCORP, INC.
                                            FORM 10-QSB

                               FOR THE QUARTER ENDED MARCH 31, 1999

                                               INDEX
                                                                            Page
                                                                            ----

PART I.   FINANCIAL INFORMATION................................................3

Item 1.   Financial Statements-Unaudited.......................................3

          Consolidated Balance Sheets at
          March 31, 1999 and December 31, 1998.................................3

          Consolidated Statements of Operations - For the Three
          Months Ended March 31, 1999 and 1998.................................4

          Consolidated Statements of Cash Flows - For  the
          Three Months Ended March 31, 1999 and 1998...........................5

          Notes to Unaudited Consolidated Financial Statements.................6

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


PART II:  OTHER INFORMATION...................................................13

Item 1.   Legal Proceedings...................................................13
Item 2.   Changes in Securities and Use of Proceeds...........................13
Item 3.   Defaults Upon Senior Securities.....................................13
Item 4.   Submission of Matters to a Vote of Security Holders.................13
Item 5.   Other Information...................................................14
Item 6.   Exhibits and Reports on Form 8-K....................................14

SIGNATURES....................................................................15










                                       2

<PAGE> 3



                    PART I.  FINANCIAL INFORMATION
                            LENOX BANCORP, INC.
                               MARCH 31, 1999

Item 1.        FINANCIAL STATEMENTS.

<TABLE>
<CAPTION>

                                       LENOX BANCORP, INC.
                                   CONSOLIDATED BALANCE SHEETS
                                                                                                                             AT
                                                                                                          AT            DECEMBER 31,
                                                                                                     MARCH 31, 1999         1998
                                                                                                   ------------------   ------------
                                                                                                     (UNAUDITED)
                                                                                                           (DOLLARS IN THOUSANDS)
<S>                                                                                                   <C>                 <C>     
ASSETS
Cash and due from banks....................................................................           $      725          $  2,350
Certificates of deposit....................................................................                  186               183
Investment securities - available for sale, at fair value (amortized cost                                                          
   of $2,803 and $3,303 at March 31, 1999 and December 31, 1998)...........................                2,782             3,301
Mortgage-backed securities - available for sale, at fair value (amortized                                                          
   cost of $713 and $799 at March 31, 1999 and December 31, 1998)..........................                  716               805
Collateralized mortgage obligations - available for sale, at fair value                                                            
   (amortized cost of $2,167 and $2,167 at March 31, 1999 and December 31, 1998)...........                2,181             2,179
Collateralized mortgage obligations - held to maturity, (fair value of                                                             
   $5,296 and $5,992 at March 31, 1999 and December 31, 1998)..............................                5,199             5,925
Loans receivable, net......................................................................               44,650            38,308
Loans held for sale - at lower of cost or market...........................................                   --               220
Accrued interest receivable:
          Loans............................................................................                  194               161
          Mortgage-backed securities.......................................................                    4                 5
          Collateralized mortgage obligations..............................................                   36                40
          Investments and certificates of deposit..........................................                   41                63
Property and equipment, net................................................................                  551               564
Federal Home Loan Bank stock - at cost.....................................................                  836               822
Prepaid expenses and other assets..........................................................                  265               157
Prepaid federal income taxes...............................................................                    9                 6
                                                                                                        --------          --------
                    Total assets...........................................................             $ 58,375          $ 55,089
                                                                                                        ========          ========

LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
   Deposits:
          Savings, club and other accounts.................................................             $  5,366          $  5,113
          Money market and NOW accounts....................................................                4,530             4,813
          Certificate accounts.............................................................               26,514            23,141
                                                                                                        --------          --------
                    Total deposits.........................................................               36,410            33,067
   Advances from Federal Home Loan Bank....................................................               14,270            14,440
   Advance payments by borrowers for taxes and insurance...................................                  136               162
   Accrued expenses........................................................................                  339               161
   Accrued federal income taxes............................................................                   --                --
   Deferred federal income taxes...........................................................                  106               112
                                                                                                     -----------       -----------
                    Total liabilities......................................................             $ 51,261          $ 47,942
                                                                                                        ========          ========

Stockholders' Equity:
   Common stock - no par value: 2,000,000 authorized,  425,677 issued                                                              
      and 397,165 outstanding at March 31, 1999 and 396,910 issued and outstanding                                                 
      at December 31, 1998.................................................................                   --                --
   Additional paid in capital..............................................................            $   3,743         $   3,743
   Retained earnings - substantially restricted............................................                4,186             4,216
   Unearned ESOP shares....................................................................                 (240)             (240)
   Shares acquired for Stock Incentive Plan................................................                 (105)             (112)
   Treasury stock 28,512 shares at March 31, 1999 and 28,767 shares at                                                             
          December 31, 1998................................................................                 (468)             (471)
   Unrealized gain on available for sale, net of taxes.....................................                   (2)               11
                    Total stockholders' equity.............................................                7,114             7,147
                                                                                                      ----------        ----------
   Total liabilities and stockholders' equity..............................................             $ 58,375          $ 55,089
                                                                                                        ========          ========
</TABLE>

                                                            3


<PAGE> 4

<TABLE>
<CAPTION>

                                          LENOX BANCORP, INC.
                               CONSOLIDATED STATEMENT OF OPERATIONS

                                                                                                         THREE MONTHS ENDED
                                                                                                            SEPTEMBER 30,
                                                                                               ------------------------------------
                                                                                                    1999                   1998
                                                                                               --------------           -----------
                                                                                                            (UNAUDITED)
                                                                                                       (DOLLARS IN THOUSANDS
                                                                                                      EXCEPT PER SHARE DATA)

<S>                                                                                                 <C>                    <C> 
INTEREST INCOME AND DIVIDEND INCOME:
     Loans...........................................................................               $735                   $769
     Mortgage-backed securities......................................................                 11                     19
     Collateralized mortgage obligations.............................................                 85                     85
     Investments and interest bearing deposits.......................................                 68                     82
     FHLB stock dividends............................................................                 14                     13
                                                                                                    ----                   ----
          Total......................................................................               $913                   $968
                                                                                                    ====                   ====

INTEREST EXPENSE:
     Deposits........................................................................               $397                   $363
     Borrowed money and capitalized leases...........................................                201                    205
                                                                                                    ----                   ----
          Total......................................................................                598                    568
     Net interest income before provision for loan losses............................                315                    400
Provision for loan losses............................................................                  9                     --
                                                                                                    ----                   ----
     Net interest income after provision for loan losses.............................               $306                   $400
                                                                                                    ====                   ====

OTHER INCOME:
     Service fee income..............................................................               $ 33                   $ 36
     Gain on sale of loans...........................................................                 21                     27
     Gain on sale of investments.....................................................                 --                     --
                                                                                                    ----                   ----
          Total......................................................................               $ 54                   $ 63
                                                                                                    ====                   ====

GENERAL AND ADMINISTRATIVE EXPENSES:
     Compensation and employee benefits..............................................               $162                   $162
     Occupancy and equipment.........................................................                 55                     52
     Federal insurance premium.......................................................                  5                      5
     Franchise taxes.................................................................                 21                     19
     Other expenses..................................................................                130                    126
                                                                                                    ----                  -----
          Total......................................................................                373                    364
     Income (loss) before provision for income taxes.................................                (13)                    99
Provision (credit) for income taxes..................................................                 (3)                    34
                                                                                                    ----                  -----
     Net income (loss)...............................................................               $(10)                  $ 65
                                                                                                    ====                  =====
Basic earnings (loss) per share......................................................             $(0.03)                 $0.18
                                                                                                    ====                  =====
Diluted earnings (loss) per share....................................................             $(0.03)                 $0.17
                                                                                                    ====                  =====
</TABLE>



                                                                4

<PAGE> 5

<TABLE>
<CAPTION>


                                        LENOX BANCORP, INC.
                               CONSOLIDATED STATEMENT OF CASH FLOWS
                                          MARCH 31, 1999


                                                                                                FOR THE THREE MONTHS ENDED
                                                                                                          MARCH 31,  
                                                                                          ----------------------------------------
                                                                                                1999                   1998
                                                                                          -----------------      -----------------
                                                                                                             (UNAUDITED)
                                                                                                        (DOLLARS IN THOUSANDS)

<S>                                                                                          <C>                      <C>   
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income(loss).................................................................         $    (10)                $   65
   Adjustments to reconcile net income to net cash provided (used)                                                                 
     by operating activities:                                                                                                      
     Depreciation and amortization..................................................               40                     17
     Provision (credit) for losses on loans.........................................                9                     --
     Amortization of deferred loan fees.............................................               (1)                    (4)
     Deferred loan origination fees (cost)..........................................              (31)                     2
     FHLB stock dividends...........................................................              (14)                   (13)
     Gain on sale of loans..........................................................              (21)                   (27)
     Amortization of stock incentive plan award.....................................                6                      6
     ESOP expense, net of tax benefit...............................................               17                     17
     Effect of change in operating assets and liabilities:
        Accrued interest receivable.................................................               (6)                    12
        Prepaid expenses............................................................             (108)                   (64)
        Advances by borrowers for taxes and insurance...............................              (26)                   (38)
        Accrued expenses............................................................              178                     26
        Accrued federal income taxes................................................               (3)                   (12)
        Deferred federal income taxes...............................................               (6)                     8
                                                                                             --------                 ------
          Net cash provided (used) by operating activities..........................               24                     (5)
CASH FLOWS FROM INVESTING ACTIVITIES:
   Property and equipment additions.................................................               (6)                   (11)
   Repayments of mortgage-backed securities.........................................               83                     15
   Purchase of certificates of deposits.............................................               (3)                    (2)
   Loan disbursements...............................................................          (11,080)                (4,692)
   Loan principal repayments........................................................            3,739                  4,228
   Proceeds from sale of mortgage loans.............................................            1,260                  2,072
   Purchase of FHLB stock...........................................................               --                   (142)
   Purchase of investments - HTM....................................................               --                   (384)
   Purchase of investments - AFS....................................................               --                 (1,131)
   Maturity on investments - HTM....................................................              701                     --
   Maturity of investments - AFS....................................................              500                    900
                                                                                             --------               --------
     Net cash used by investing activities..........................................           (4,806)                   853
CASH FLOWS FROM FINANCING ACTIVITIES:
   Net increase (decrease) in deposits..............................................            3,343                 (1,266)
   Borrowings from FHLB.............................................................              700                  3,200
   Repayments of FHLB advances......................................................             (870)                  (153)
   Purchase Treasury Stock..........................................................               --                    (63)
   Reissue Treasury Stock...........................................................                4                     --
   Dividends paid...................................................................              (20)                   (20)
                                                                                             --------             ----------
     Net cash provided by financing activities......................................            3,157                  1,698
                                                                                             --------                -------
Increase (decrease) in cash and cash equivalents....................................           (1,625)                 2,546
Cash and cash equivalents at beginning of period....................................            2,350                    664
                                                                                             --------                  -----
Cash and cash equivalents at end of period..........................................         $    725                 $3,210
                                                                                             ========                 ======
SUPPLEMENTAL DISCLOSURE:
   Cash paid for:
     Interest expense...............................................................             $582                   $549
     Income taxes...................................................................               25                     45

</TABLE>

                                                           5
<PAGE> 6

                          LENOX BANCORP, INC.
          NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
             FOR THREE MONTHS ENDED MARCH 31, 1999 AND 1998

1.      Principles of Consolidation
        ---------------------------

        The consolidated  unaudited financial statements include the accounts of
Lenox Bancorp,  Inc. ("Lenox" or the "Company") and its wholly-owned  subsidiary
Lenox Savings Bank (the "Bank"). All significant intercompany  transactions have
been  eliminated  in  consolidation.  The  investment  in the  Bank  on  Lenox's
financial statements is carried at the parent company's equity in the underlying
net assets.

        The  consolidated  balance  sheet as of March 31, 1999,  and the related
consolidated statement of income, cash flows and changes in stockholders' equity
for the three  months  ending  March 31, 1999,  and 1998 are  unaudited.  In the
opinion of management, all adjustments necessary for a fair presentation of such
financial  statements have been included.  Such adjustments  consisted of normal
recurring items. Interim results are not necessarily  indicated of results for a
full year.

        The  financial  statements  and notes are presented as permitted by Form
10-QSB.  The interim  statements are unaudited and should be read in conjunction
with the financial  statements and notes thereto  contained in the Bank's annual
report for the year ended December 31, 1998.

2.      Earnings Per Share
        ------------------

        The net loss for the three  months  ended  March 31,  1999,  was .03 per
share or $10,000 on an average of 364,887 shares, compared to net income for the
quarter ending March 31, 1998, of $65,000 or $.18 per share.




                                         6

<PAGE> 7



ITEM 2.        MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
               CONDITION AND RESULTS OF OPERATIONS

        The following analysis discusses changes in the financial  condition and
results of  operations  at and for the three months  ended March 31,  1999,  and
should be read in conjunction with the Bank's Consolidated  Financial Statements
and the notes thereto, appearing in Part I, Item 1 of this document.

FORWARD-LOOKING STATEMENTS

        This  report  contains  certain  forward-looking  statements  within the
meaning of Section 27A of the  Securities  Act of 1933, as amended,  and Section
21E of the Securities Exchange Act of 1934, as amended. The Company intends such
forward-looking  statements  to be covered  by the safe  harbor  provisions  for
forward-looking  statements  contained in the Private  Securities  Reform Act of
1995,  and is  including  this  statement  for  purposes  of these  safe  harbor
provisions.  Forward-looking statements,  which are based on certain assumptions
and describe  future plans,  strategies  and  expectations  of the Company,  are
generally  identified  by  use  of  the  words  "believe,"  "expect,"  "intend,"
"anticipate,"  "estimate,"  "project,"  or similar  expressions.  The  Company's
ability to predict results or the actual effect of future plans or strategies is
inherently uncertain.  Factors which could have a material adverse effect on the
operations of the Company and the subsidiaries  include, but are not limited to,
changes in: interest rates, general economic conditions,  legislative/regulatory
changes, monetary and fiscal policies of the U.S. Government, including policies
of the U.S.  Treasury and the Federal Reserve Board,  the quality or composition
of the loan or investment portfolios,  demand for loan products,  deposit flows,
competition,  demand for  financial  services in the  Company's  market area and
accounting  principles and guidelines.  These risks and uncertainties  should be
considered in evaluating  forward-looking  statements and undue reliance  should
not be placed on such statements. Further information concerning the Company and
its business,  including  additional  factors that could  materially  affect the
Company's  financial  results,  is included in the  Company's  filings  with the
Securities and Exchange Commission.

        The  Company  does  not  undertake  -- and  specifically  disclaims  any
obligation -- to publicly  release the result of any revisions which may be made
to any  forward-looking  statements to reflect events or circumstances after the
date  of  such  statements  or to  reflect  the  occurrence  of  anticipated  or
unanticipated events.

MANAGEMENT STRATEGY

        The  Bank's   current   strategic  plan  is  to  enhance  its  long-term
profitability,  reduce the level of interest rate risk and improve market share.
Management is committed to achieving a substantial increase in the Bank's return
on equity within the next three years.  Improving  earnings and reducing capital
levels are two important steps toward meeting this objective.  Reducing  capital
levels will be achieved through the Company's  repurchase  program and continued
focus on  asset  growth.  Asset  growth  has  increased  23%  since  the  Bank's
conversion


                                       7

<PAGE> 8



from  mutual to stock  form in 1996 and  asset  growth is  expected  to  improve
through more aggressive loan production.  Special loan programs designed for the
Bank's  niche  market  with  Procter  &  Gamble  employees,  expanding  the loan
portfolio to include  multi-family  lending and the  opportunity  to attract new
customers  through the Bank's new branch are three major  components  of planned
growth.  The Bank also intends to enhance  profitability  by  continuing to seek
means of increasing  non-interest  income  through the generation of transaction
fees,  commissions and participation in the secondary market.  Finally, the Bank
intends to continue to seek to reduce costs. Management is committed to its goal
of  enhancing  shareholder  value  through  improving  profitability,   reducing
interest rate risk and increasing  market share and believes that the actions it
has taken to date and its future  strategic  plans will  enhance  the  long-term
profitability of the Company.

COMPARISON OF FINANCIAL CONDITION AT MARCH 31, 1999 AND DECEMBER 31, 1998

        ASSETS.  Total assets increased by $3.3 million or 6.0% to $58.4 million
at March 31, 1999,  from $55.1  million at December 31, 1998.  This increase was
due to a $6.1 million, or 15.9%, increase in loans receivable from $38.5 million
at December  31, 1998,  to $44.7  million at March 31,  1999,  primarily  due to
increased  originations of one- to-four family mortgage loans.  Prepaid expenses
also  increased  $108,000,  or 68.9%,  from  $157,000  at  December  31, 1998 to
$265,000 at March 31, 1999.  These  increases  were  partially  offset by a $1.6
million decrease in cash and due from banks, as the cash was used to finance the
loans made. In addition,  mortgage-backed  securities  decreased and  investment
securities  collectively  decreased $608,000, or 14.8%, to $3.5 million at March
31, 1999 from $4.1 million at December 31,  1998,  due to principal  payments on
the  mortgage-backed  securities  totalling  $89,000 and $519,000 in  investment
securities  being  called.  Also  affecting  total  assets was the  decrease  in
Collateralized  Mortgage  Obligations,  ("CMO's") of $724,000,  or 8.9%, to $7.4
million  at March  31,  1999 from  $8.1  million  at  December  31,  1998 due to
prepayments on the mortgages underlying the CMOs.

        LIABILITIES.  Total liabilities  increased by $3.3 million or 6.9%, from
$47.9 million at December 31, 1998 to $51.3 million at March 31, 1999, primarily
due to an increase in deposits of $3.3 million,  or 10.1%, from $33.1 million at
December 31, 1998 to $36.4  million at March 31, 1999.  The increase in deposits
was  primarily  due to a $3.4 million  increase in  certificates  of deposits to
$26.5 million at March 31, 1999 from $23.1 million at March 31, 1998,  resulting
from an aggressive  approach by  management to attract  deposits for loan demand
through increased  advertising and higher rates. Savings and other accounts also
increased  $253,000  to $5.4  million  at March 31,  1999 from $5.1  million  at
December 31, 1999.  These  increases in  certificates  of deposit were partially
offset by a reduction  of $283,000 in money  market and NOW  accounts  from $4.8
million at December 31, 1998 to $4.5 million at March 31, 1999. Accrued expenses
also  increased  $178,000,  to  $339,000  at March 31,  1999,  from  $161,000 at
December 31, 1998.  The increases in  liabilities  were offset by a reduction in
advances from the FHLB of $170,000,  or 1.2%, from $14.4 million at December 31,
1998 to $14.3 million at March 31, 1999 as the increase in deposits  lowered the
need for such advances.



                                     8

<PAGE> 9



        STOCKHOLDERS'  EQUITY.  Stockholders' equity decreased $33,000, or 0.5%,
from $7.15 million at December 31, 1998 to $7.11 million at March 31, 1999.  The
decrease  was a  combination  of a net loss of $10,000,  an  unrealized  gain on
securities  available  for  sale of  $13,000  net of tax and  the  payment  of a
dividend.

        LIQUIDITY AND CAPITAL RESOURCES.  The Company's primary sources of funds
are deposits,  FHLB advances,  principal and interest payments on loans and loan
sales in the secondary  market.  While maturities and scheduled  amortization of
loans are predictable  sources of funds,  deposit flow and mortgage  prepayments
are  strongly  influenced  by  changes  in  general  interest  rates,   economic
conditions and competition.

        The primary  investment  activity  of the  Company for the three  months
ended March 31, 1999, was the  origination of mortgage and consumer loans in the
amount  of $11.1  million.  The most  significant  source of funds for the three
months ended  March 31, 1999,  was the repayment of mortgage loans totaling $3.7
million.

        The Bank is required to maintain a minimum level of liquidity (net cash,
short term and  marketable  assets  divided by total  withdrawable  deposits and
short term liabilities), as defined by the Federal Deposit Insurance Corporation
("FDIC").  The Bank's  liquidity at March 31, 1999,  was 16.6%.  The Bank's most
liquid  assets are cash,  federal funds sold,  and  marketable  securities.  The
levels of the Bank's  liquid  assets  are  dependent  on the  Bank's  operation,
financing,  lending and investing  activities  during any given period. At March
31, 1999, assets  qualifying for short term liquidity,  including cash and short
term investment, totaled $6.7 million.

        At  March  31,  1999,  the  Bank's  capital  exceeded  all  the  capital
requirements  of the FDIC.  The  Bank's  Tier 1  leverage  and total  capital to
risk-weighted capital ratios were 10.9% and 21.9%, respectively.

        For the three months ended March 31, 1999 and 1998,  the Company  had  a
comprehensive loss of $23,000 and comprehensive income of $78,000, respectively.
The  difference  between  net income and comprehensive  income  consists  solely
of the effect of unrealized gain and losses, net of taxes, on available for sale
securities.

COMPARISON  OF  RESULTS OF OPERATIONS FOR THE THREE MONTHS  ENDED MARCH 31, 1999
AND 1998

        GENERAL. The Company reported a net loss of $10,000 for the three months
ended March 31, 1999,  which  represents a  $75,000 decrease from $65,000 of net
income  reported for the three months  ended March 31, 1998.  This  decrease was
attributable  to a sharp decrease in the Bank's net interest  margin as the Bank
was unable to fully invest the increase in deposits the Bank had attracted until
late in the quarter.  Additionally,  the  prepayment  of mortgages  underlying a
portion of the Company's CMO portfolio  resulted in the Bank having to write off
premiums totaling approximately  $26,000. The Bank, however,  expects to receive
discounts on


                                     9

<PAGE> 10



additional  CMOs in the  portfolio  over the  remainder of fiscal 1999 that will
offset the premium amortization it experienced this quarter.

        INTEREST INCOME AND DIVIDEND INCOME. Interest income and dividend income
for the three months ended March 31, 1999 was $913,000  compared to $968,000 for
the three  months  ended March 31,  1998,  a decrease of $55,000,  or 5.7%.  The
primary  reason for the decrease was a $34,000,  or 4.4 %,  decrease in interest
earned on loans to  $735,000  for the three  months  ended  March 31,  1999 from
$769,000  for the three  months  ended March 31,  1998,  due to a 69 basis point
decrease in the average yield from 7.96% for the period ending March 31, 1998 to
7.27% for the period ending March 31, 1999.  Also  contributing  to the decrease
was a $14,000,  or 17.1%,  decrease in investment  interest from $82,000 for the
three  months  ended March 31, 1998 to $68,000 for the same period  ended  March
31, 1999, due to a decrease in the  investment  portfolio and the yield thereon.
Interest  income on CMOs for the three months  ended March 31, 1999,  and  March
31, 1998, was $85,000,  however, the average balance for the three months  ended
March 31, 1999,  was $7.6  million  compared to $5.5 million for the same period
ended March 31, 1998, reflecting the premium amortization on prepayments.

        INTEREST EXPENSE.  Interest expense for the three months ended March 31,
1999,  was  $598,000  compared to $568,000  for the three months ended March 31,
1998,  an  increase  of  $30,000,  or 5.3%,  primarily  due to a $34,000 or 9.4%
increase in interest  expense on deposits  from  $397,000  for the three  months
ended March 31, 1999 to $363,000 for the three months ended March 31, 1998.  The
increase  was due to higher  average  deposits.  This  increase  was offset by a
$4,000,  or 2.0%,  decrease in interest  expense on borrowed money from $205,000
for the three  months  ended March 31, 1998  compared to $201,000  for the three
months ended March 31, 1999.  The decrease was due to a decrease in  outstanding
FHLB advances for the period  ending March 31, 1999,  compared
to the period ended March 31, 1998.

        NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES. Net interest income
after  provision  for loan losses  decreased  $94,000,  or 23.5%,  for the three
months ended March 31, 1999 to $306,000 from $400,000 for the three months ended
March 31, 1998.  Such decrease  included a $9,000  provision for loan losses for
the three  months  ended March 31, 1999,  due to an  increased  loan  portfolio.
There were no provision for the three months ended March 31, 1998.

        OTHER INCOME.  Other income  decreased  $9,000,  or 14.3%, for the three
months  ended March 31, 1999 to $54,000  from $63,000 for  March 31, 1998.  This
decrease was primarily due to a 22.2%  decrease in the gain on the sale of loans
for the three months  ended March 31, 1999 from $27,000 to  $21,000 for the same
period ended March 31, 1998. During the  three months  ended March 31, 1999, the
bank sold $1.3 million of loans in the secondary market compared to $2.1 million
for the three months ended March 31, 1998.  Service fee income decreased $3,000,
or 8.3%,  from $36,000 for the three  months ended March 31, 1998 to $33,000 for
the three months ended March 31, 1999.



                                       10

<PAGE> 11



        GENERAL AND ADMINISTRATIVE EXPENSES. General and administrative expenses
for the three months ended March 31, 1999,  were  $373,000  compared to $364,000
for the three months ended March 31, 1998, an increase of $9,000,  or 2.5%. This
reflected a slight increase in occupancy and equipment cost for the three months
ended March 31, 1999 to $55,000  from $52,000 for  the three months  ended March
31,  1998,  and an increase in other  expenses to $130,000  for the three months
ended  March 31, 1999,  from $126,000 for the three months ended March 31, 1998,
an increase of $4,000, or 3.2%.

        INCOME TAXES.  The Company received a tax credit of $3,000 for the three
months ended March 31,  1999,  compared to a tax of $37,000 for the three months
ending March 31, 1998, because of a reduction in pre-taxed earnings.  Net income
before the tax  provision was $99,000 for the three months ended March 31, 1998,
compared to a loss of $13,000 for the same period ended March 31, 1999.

YEAR 2000 COMPLIANCE

        Many existing  computer  programs use only two digits to identify a year
in the date field.  These programs were designed without  considering the impact
of  the  upcoming  change  in  the  century.  If not  corrected,  many  computer
applications  and systems  could fail or create  erroneous  results by or at the
"Year 2000." The Bank primarily  utilizes a third party vendor and such vendor's
proprietary  software  to process  its  electronic  data.  The third  party data
processor  vendor has  modified,  upgraded or  replaced  its  computer  software
applications  and  systems as  necessary  to  accommodate  the Year 2000  dating
changes  necessary to permit  correct  recording of year dates for 2000 or later
years.  The third party vendors also have engaged various  consultants to review
its Year 2000 issues and has  implemented a Year 2000  compliance  program.  The
Bank has also  implemented  its Year 2000 plan and  completed the testing of its
internal system for compliance.  The Bank has a representation  from its primary
third party data processing vendor that the vendor has completed all of the Year
2000 problems in its software and is Year 2000 compliant.

        The Bank's  operations may also be affected by the Year 2000  compliance
of its  significant  suppliers and other vendors,  including  those vendors that
provide  non-informational  and technology systems. In the event that the Bank's
significant suppliers or other vendors prove not to be Year 2000 compliant,  the
Bank  has  prepared  a  contingency  plan in the  event  there  are  any  system
interruptions.  As part of the  contingency  plan,  the Bank  intends  to engage
alternative  vendors if its current  suppliers or venders fail to meet Year 2000
operating  requirements.  There can be no assurance,  however, that such plan or
the  performances by any of the Bank's suppliers will be effective to remedy all
potential problems.

        The  Company  has  upgraded  its   technology   system  in  addition  to
implementing its Year 2000 policy.  The Bank has held that the cost arising from
Year 2000 issues will not materially  impact the  institution,  and as March 31,
1999,  the Bank has incurred  cost of  approximately  $15,000.  While the Bank's
testing has been completed,  additional costs may be incurred in connection with
the education of the Bank's customers about the Year 2000 issue.


                                  11

<PAGE> 12



RECENT ACCOUNTING PRONOUNCEMENTS

        In June 1997, the FASB issued SFAS No. 131,  "Disclosure  about Segments
of an Enterprise and Related  Information."  SFAS No. 131 significantly  changes
the way that public  business  enterprises  report  information  about operating
segments in annual and interim financial statements issued to shareholders. SFAS
No. 131 uses a  "management  approach"  to disclose  financial  and  descriptive
information about an enterprise's  reportable  operating segments which is based
on   management's   method  for  making   operating   decisions   and  assessing
performances.  SFAS No. 131 is effective  for financial  statements  for periods
beginning after December 15, 1997. There was no effect from the adoption of this
pronouncement.

        In June 1998, the FASB issued SFAS No. 133,  "Accounting  for Derivative
Instruments   and  Hedging   Activities,"   which   establishes  for  derivative
instruments,  including derivative instruments imbedded in other contracts,  and
for hedging activities.  It requires that an entire recognize all derivatives as
either assets or liabilities in the statement of financial  position and measure
those  instruments  at fair  value.  SFAS No.  133 is  affective  for all fiscal
quarters of fiscal years beginning after June 15, 1999.  Management is currently
assessing  the  impact  that the  adoption  of this  standard  will  have on the
Company's financial statement.




                                    12


<PAGE> 13



                        PART II.  OTHER INFORMATION


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

        The Company is not involved in any pending legal  proceedings other than
routine legal  proceedings  occurring in the ordinary  course of business.  Such
routine legal  proceedings,  in the aggregate,  are believed by management to be
immaterial to the Company's financial condition or results of operation.

Item 2.        Changes in Securities and Use of Proceeds.
               -----------------------------------------

               None.

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

               None.

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

        On May 7, 1999, the Company held its annual meeting of stockholders  for
the purpose of the election of Directors to three-year  terms,  the ratification
of Clark, Schaefer,  Hackett & Company as the Company's independent auditors and
to consider and vote upon a  stockholder  proposal.  The number of votes cast at
the meeting as to each matter to be acted upon was as follows:

<TABLE>
<CAPTION>

                                                         NUMBER OF VOTES            NUMBER OF VOTES
ELECTION OF DIRECTORS                                         FOR                     WITHHELD
-----------------------                               -------------------        -------------------

<S>                                                          <C>                         <C>   
Virginia M. Deisch.......................                    220,953                     71,662
Gail R. Behymer..........................                    220,953                     71,662
Reba St. Clair...........................                    219,953                     72,662
John E. Imbus............................                     69,800                         --
Norman L. Stammer........................                     69,800                         --
Stephen C. Ginn..........................                     69,800                         --
</TABLE>

        The Directors whose terms continued and the years their terms expire are
as follows:   Richard C. Harmeyer  (2000),  Robert R. Keller  (2000),  Curtis L.
Jackson (2000), Henry E. Brown (2001) and John C. Lame (2001).



                                               13

<PAGE> 14

<TABLE>
<CAPTION>




                                              NUMBER OF            NUMBER OF            NUMBER OF
                                                VOTES                VOTES                VOTES
                                                 FOR                AGAINST              ABSTAIN
                                           ----------------    -----------------    -----------------

<S>                                            <C>                  <C>                  <C> 
2.  Ratification of Clark, Schaefer, 
    Hacket & Company as the Company's
    Independent Auditors...............        293,240              50,400               18,775 

</TABLE>

<TABLE>
<CAPTION>

                                             NO. OF          NO. OF            NO. OF         BROKER
                                              VOTES           VOTES            VOTES           NON-
                                               FOR           AGAINST          ABSTAIN          VOTES
                                           -----------    -------------     ------------     ---------

<S>                                          <C>             <C>                <C>           <C>   
3.  Stockholder proposal that the            
    Board of Directors take all
    reasonable steps to maximize
    stockholder value including sale
    or merger of the Company...........      158,480         166,760            695           36,480
</TABLE>


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

            None.

Item 6.     Exhibits and Reports on Form 8-K (ss.249.308 of this Chapter).
            -------------------------------------------------------------

            (a)Exhibits
               3.1    Amended Articles of Incorporation of Lenox Bancorp, Inc.*
               3.2    Amended and Restated Code of Regulations of Lenox Bancorp,
                      Inc.*
               11.0   Statement re: Computation of Per Share Earnings
               27.0   Financial Data Schedule

            (b)Reports on Form 8-K

               None.

----------------------
* Incorporated herein by reference to the Company's Form 10-KSB,  filed on March
25, 1998.


                                     14

<PAGE> 15



                                SIGNATURES

         In accordance with the requirements of the Exchange Act, the registrant
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.


                                   LENOX BANCORP, INC.


Dated:  May 14, 1999          By:  /s/ Virginia M. Deisch                 
                                   ---------------------------------------
                                   Virginia M. Deisch
                                   President and Chief Executive Officer
                                   (principal executive officer)

Dated:  May 14, 1999          By:  /s/ Michael P. Cooper                   
                                   ---------------------------------------
                                   Michael P. Cooper
                                   Chief Financial Officer and Treasurer
                                   (principal financial and accounting officer)


                                       15

<PAGE> 16


                             EXHIBIT INDEX

                                                                           Pages
                                                                           -----

11.0    Statement re: Computation of Per Share Earnings.....................17

27.0    Financial Data Schedule (submitted only with electronic filing)...   _














                                      16