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

   _____  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:  0-23345


                         WYMAN PARK BANCORPORATION, INC.
        -----------------------------------------------------------------
        (Exact Name of Small Business Issuer as Specified in its Charter)


         DELAWARE                                       52-2068893
-------------------------------                      -------------------
(State or Other Jurisdiction of                      (I.R.S. Employer
Incorporation or Organization)                       Identification No.)


                11 WEST RIDGELY ROAD, LUTHERVILLE, MARYLAND 21093
                -------------------------------------------------
                    (Address of Principal Executive Offices)

                                 (410)-252-6450
                                 --------------
               Registrant'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  preceding  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 
                                                                      ---    ---

As of March 31, 1999,  the issuer had 905,926  shares of Common Stock issued and
outstanding.

Transitional Small Business Disclosure Format (check one):

Yes        No  X   
   ----      -----


<PAGE>



                                    CONTENTS
                                   -----------

PART I.     FINANCIAL INFORMATION                                           PAGE
            ----------------------                                         -----

Item I.     Financial Statements

            Consolidated Statements of Financial Condition at
            March 31, 1999 and June 30, 1998.................................  2

            Consolidated Statements of Operations for the Three Month
            and Nine Month Periods Ended March 31, 1999 and 1998.............  3

            Consolidated Statements of Cash Flows for the Nine Month
            Periods Ended March 31, 1999 and 1998............................  4

            Notes to Consolidated Financial Statements.......................5-7

Item 2.     Management's Discussion and Analysis of Financial Condition 
            and Results of Operations.......................................8-13


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

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

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

Item 3.     Defaults Upon Senior Securities...................................14

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

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

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


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

                                       1
<PAGE>


<TABLE>
<CAPTION>

                Wyman Park Bancorporation, Inc. and Subsidiaries
                              Lutherville, Maryland
                 Consolidated Statements of Financial Condition

                                                           March 31,       June 30,
                                                             1999            1998
                                                           ---------       --------
                                                          (Unaudited)
      ASSETS
     --------
<S>                                                    <C>             <C>         
Cash and noninterest bearing deposits                   $   314,657     $   206,303
Interest bearing deposits in other banks                  4,182,103       2,071,076
Federal funds sold                                        7,305,330       4,570,744
                                                         ----------      ----------
Total cash and cash equivalents                          11,802,090       6,848,123
Loans receivable, net                                    59,308,058      62,042,464
Mortgage-backed securities held to maturity
  at amortized cost, fair value of $231,308 (3/99)
  and $291,212 (6/98)                                       229,894         283,715
Federal Home Loan Bank of Atlanta stock, at cost            509,900         509,900
Accrued interest receivable                                 282,696         328,934
Ground rents owned, at cost                                 125,487         129,108
Property and equipment, net                                 159,303         188,120
Prepaid expenses and other assets                            76,690          60,504
Federal and state income taxes receivable                        --             130
Deferred tax asset                                          165,563         150,019
                                                         ----------     -----------
Total Assets                                             $72,659,681    $70,541,017
                                                         -----------    -----------

      LIABILITIES & STOCKHOLDERS'EQUITY
      ----------------------------------

Liabilities:
Demand deposits                                         $ 6,163,323     $ 5,611,764
Money market and NOW accounts                            11,366,184       9,429,037
Time deposits                                            40,274,120      38,977,347
                                                        -----------     -----------
Total deposits                                           57,803,627      54,018,148
Checks outstanding in excess of bank balance                  6,184         143,430
Advance payments by borrowers for taxes,
  insurance and ground rents                              1,039,627       1,368,467
Accrued interest payable on savings deposits                 20,032          17,495
Accrued expenses and other liabilities                      488,791         448,120
Federal and state income taxes payable                        8,314         279,073
                                                        -----------     -----------
Total liabilities                                        59,366,575      56,274,733

      STOCKHOLDERS' EQUITY
     -----------------------

Common stock, par value $.0l per share;
  authorized 2,000,000 shares; issued
  1,011,713 shares; issued
  and outstanding 905,926 shares                             10,117          10,117
Additional paid-in capital                                9,704,005       9,704,005
Contra equity - Employee Stock Ownership Plan (ESOP)       (720,090)       (720,090)
Contra equity - Recognition and Retention Plan (RRP)       (302,667)             --
Contra equity - Treasury Stock; 105,787shares, at
  cost at March 31, 1999                                 (1,199,764)             --
Retained earnings, substantially restricted               5,801,505       5,272,252
                                                        -----------     -----------
Total stockholders' equity                               13,293,106      14,266,284
                                                        -----------     -----------
Total liabilities and stockholders' equity              $72,659,681     $70,541,017
                                                        -----------     -----------
</TABLE>

See accompanying notes to financial statements.




                                        2
<PAGE>



<TABLE>
<CAPTION>

                Wyman Park Bancorporation, Inc. and Subsidiaries
                              Lutherville, Maryland
                      Consolidated Statements of Operation
                                   (Unaudited)


                                                  For the Nine Months              For the Three Months
                                                     Ended March 31,                  Ended March 31,
                                                   1999          1998           1999           1998
                                                   ----          ----           ----           ----

<S>                                            <C>            <C>            <C>            <C>       
Interest and fees on loans receivable          $3,470,934     $3,476,269     $1,112,517     $1,198,467
Interest on mortgage-backed securities             13,271         18,124          4,115          5,796
Interest on investment securities                      --         85,215             --         13,463
Interest on other investments                     385,026        196,531        146,239        109,252
                                               ----------     ----------     ----------     ----------   
Total interest income                          $3,869,231     $3,776,139     $1,262,871     $1,326,978
                                               ----------     ----------     ----------     ----------

Interest on savings deposits                   $2,015,185     $2,028,929     $  660,970     $  648,263
Interest on Federal Home Loan Bank
  of Atlanta advances                                  --         37,394             --             --
Interest on escrow deposits                         2,467          3,352          1,093          1,557
                                               ----------     ----------     ----------     ----------

  Total interest expense                       $2,017,652     $2,069,675     $  662,063     $  649,820

 Net interest income before provision
   for loan losses                              1,851,579      1,706,464        600,808        677,158
Provision for loan losses                           2,550          6,400             --          2,500
                                               ----------     ----------     ----------     ----------
  Net interest income                          $1,849,029     $1,700,064     $  600,808     $  674,658
                                               ----------     ----------     ----------     ----------

OTHER INCOME
  Loan fees and service charges                $   50,767     $   45,680     $   17,285     $   15,673
  Gain on sales of loans receivable                47,174          6,031          9,154          1,969
  Other                                            21,546         21,182          5,610          7,193
                                               ----------     ----------     ----------     ----------
    Total other income                         $  119,487     $   72,893     $   32,049     $   24,835
                                               ----------     ----------     ----------     ----------

NONINTEREST EXPENSES
  Salaries and employee benefits               $  629,438     $  724,480     $  240,742     $  186,377
  Occupancy costs                                  71,989         70,698         24,063         23,612
  Federal deposit insurance premiums               24,958         26,485          8,630          8,731
  Data processing                                  58,287         55,998         21,378         20,330
  Advertising                                      33,470         43,007         10,671         20,282
  Franchise and other taxes                        41,554         32,928         18,573         15,176
  Other                                           250,561        207,594         82,399         76,919
                                               ----------     ----------     ----------     ----------
    Total noninterest expenses                 $1,110,257     $1,161,190     $  406,456     $  351,427

Income before tax provision                       858,259        611,767        226,401        348,066

Provision for income taxes                        322,176        238,120         74,456        133,900
                                               ----------     ----------     ----------     ----------

    Net Income                                 $  536,083     $  373,647     $  151,945     $  214,166
                                               ----------     ----------     ----------     ----------

    Net income per share, basic (Note 4)       $     0.59            N/A     $     0.17            N/A

    Net income per share, diluted (Note 4)     $     0.58            N/A     $     0.17            N/A

</TABLE>

See accompanying notes to financial statements.



                                        3

<PAGE>



<TABLE>
<CAPTION>

                         Wyman Park Bancorporation, Inc.
                                and Subsidiaries
                              Lutherville, Maryland

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

                                                                            Nine Months Ended March 31,
                                                                            ---------------------------
                                                                              1999             1998
                                                                              ----             ----
<S>                                                                     <C>               <C>         
CASH FLOWS FROM OPERATING ACTIVITIES
------------------------------------
  Net income                                                             $   536,083       $   373,647
  Adjustments to reconcile net income to net
    Cash provided by operating activities:
      Depreciation and amortization                                           41,086            47,007
      Non-cash compensation under stock based benefit plan                    75,667                --
      Provision for loan losses                                                2,550             6,400
      Amortization of loan fees                                              (66,187)          (64,519)
      Gain on sales of loans receivable                                      (47,174)           (6,031)
      Loans originated for sale                                           (4,042,000)         (515,700)
      Proceeds from loans originated for sale                              4,089,174           521,731
      Decrease in accrued interest receivable                                 46,239            25,964
      (Increase) decrease in prepaid expenses  and other assets              (16,186)           18,157
      Increase in accrued expenses and other liabilities                      40,671           301,708
      Decrease in federal and state income taxes receivable                      130                --
      Increase (decrease) in federal and state income taxes payable         (286,303)          113,242
      Increase (decrease) in accrued interest payable on
       savings deposits                                                        2,537            (1,517)
                                                                          ----------        ----------
Net cash provided by operating activities                                    376,287           820,089

CASH FLOWS FROM INVESTING ACTIVITIES
------------------------------------

  Proceeds from sale of ground rents                                           3,620                --
  Purchases of investment securities available for sale                           --        (3,298,020)
  Maturities of investment securities available for sale                          --         3,000,000
  Net (increase) decrease in loans receivable                              3,033,549        (5,554,836)
  Purchase of loan participations                                           (235,506)       (1,341,703)
  Mortgage-backed securities principal repayments                             53,821            48,788
  Purchases of property and equipment                                        (12,268)          (46,615)
                                                                          ----------        ----------
 Net cash provided by (used in) investing activities                       2,843,216        (7,192,386)

CASH FLOWS FROM FINANCING ACTIVITIES
-------------------------------------

  Net increase (decrease) in savings deposits                              3,785,479        (1,883,037)
  Net decrease in checks outstanding in excess of bank balance              (137,246)               --
  Decrease in advance payments by borrowers
    for taxes, insurance and ground rents                                   (328,841)         (196,585)
  Repurchase of common stock                                              (1,584,928)               --

  Proceeds received from the sale of common stock                                 --         9,673,053
  Employee stock ownership plan obligation                                        --          (809,370)
                                                                          ----------        ----------
Net cash provided by financing activities                                  1,734,464         6,784,061

Net increase (decrease) in cash and cash equivalents                     $ 4,953,967       $   411,764

Cash and cash equivalents at beginning of period                           6,848,123         2,377,092
                                                                          ----------        ----------
Cash and cash equivalents at end of period                               $11,802,090       $ 2,788,856
                                                                          ----------        ----------

SUPPLEMENTAL INFORMATION
-------------------------

  Interest paid on savings deposits and borrowed funds                   $ 2,023,465       $ 2,067,840

  Income taxes paid                                                      $   608,620       $   124,879

</TABLE>

See accompanying notes to financial statements.                                 


                                        4


<PAGE>


                WYMAN PARK BANCORPORATION, INC. AND SUBSIDIARIES
                              LUTHERVILLE, MARYLAND
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


NOTE 1:     WYMAN PARK BANCORPORATION, INC.

Wyman Park Bancorporation,  Inc. (the "Company") was incorporated under the laws
of the State of Delaware in September, 1997 as the holding company of Wyman Park
Federal  Savings & Loan  Association  ("Association")  upon its conversion  from
mutual to stock form ("Stock  Conversion").  All references to the Company prior
to January 5, 1998, except where otherwise indicated are to the Association. The
Company's  common stock began trading on the OTC  Electronic  Bulletin  Board on
January 7, 1998 under the symbol "WPBC".

The Association is regulated by the Office of Thrift  Supervision  ("OTS").  The
primary  business of the Association is to attract  deposits from individual and
corporate  customers and to originate  residential and commercial mortgage loans
and consumer loans.  The Association  competes with other financial and mortgage
institutions  in attracting and retaining  deposits and originating  loans.  The
Association  conducts  operations  through  its main  office  located at 11 West
Ridgely Road, Lutherville,  Maryland 21093 and one branch office located at 7963
Baltimore-Annapolis Boulevard, Glen Burnie, Maryland 21060.

NOTE 2:     BASIS OF PRESENTATION

The accompanying  unaudited consolidated financial statements have been prepared
in accordance with  instructions  for Form 10-QSB and therefore,  do not include
all  disclosures  necessary  for a complete  presentation  of the  statements of
condition,  statements of operations  and statements of cash flows in conformity
with generally accepted accounting  principles.  However, all adjustments which,
in the opinion of  management,  are necessary for the fair  presentation  of the
interim  financial  statements have been included.  Such  adjustments  were of a
normal recurring nature. The results of operations for the nine and three months
ended March 31, 1999 are not  necessarily  indicative of the results that may be
expected for the entire year.

NOTE 3:     CASH AND CASH EQUIVALENTS

For cash, non-interest bearing deposits, variable rate interest-bearing deposits
in other  banks and federal  funds sold,  the  carrying  amount is a  reasonable
estimate of fair value.


                                        5

<PAGE>



NOTE 4:     EARNINGS PER SHARE

Basic  earnings  per share is computed by  dividing  net income by the  weighted
average number of common shares outstanding for the appropriate period. Unearned
Employee  Stock  Ownership  Plan (ESOP)  shares are not included in  outstanding
shares.  Diluted  earnings  per share is computed by dividing  net income by the
weighted average shares  outstanding as adjusted for the diluted 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  months and three  months  ended  March 31, 1999 as
follows:
                                        Nine Months Ended     Three Months Ended
                                          March 31, 1999        March 31, 1999
                                          --------------        --------------

Net income                                     $536,083            $151,945
Weighted average shares
  Outstanding basic EPS                         913,839             893,892
Diluted items
  Stock options                                     181                 551
  Unvested stock awards                           7,130              21,706
Adjusted weighted average shares used
  for diluted EPS                               921,150             916,149

Basic and diluted  earnings per share are not  presented for the three month and
nine month periods ending March 31, 1998 since the Association had not converted
to stock until January 5, 1998 and such information would not be meaningful.

NOTE 5:  REGULATORY CAPITAL REQUIREMENTS

The following  table presents the  Association's  capital  position based on the
March 31, 1999 financial statements.

<TABLE>
<CAPTION>
                                                                                  To Be Well
                                                                                Capitalized Under
                                                         For Capital            Prompt Corrective
                                 Actual               Adequacy Purposes         Action Provisions
                         --------------------      ---------------------     ---------------------
                          Amount        Ratio        Amount        Ratio       Amount       Ratio
                          ------        -----        ------        -----       ------       -----
<S>                     <C>             <C>        <C>              <C>      <C>             <C>  
Total Capital (to
 Risk Weighted
 Assets)                $9,944,381      26.6%      $2,986,535       8.0%     $3,733,169      10.0%
Tier I capital (to
 Risk Weighted
 Assets)                 9,663,831      25.9%       1,493,267       4.0%      2,239,901       6.0%
Tier 1 Capital (to
 Average Assets)         9,663,831      13.8%       2,794,598       4.0%      3,493,248       5.0%
</TABLE>


                                        6

<PAGE>



NOTE 6:  RECENT ACCOUNTING PRONOUNCEMENTS

FASB statement on Accounting for Derivative Instruments and Hedging Activities -
In  June,  1998,  the  Financial  Accounting  Standards  Board  ("FASB")  issued
Statement of Financial Accounting Standards ("SFAS") No. 133, which standardizes
the  accounting  for  derivative   instruments   including  certain   derivative
instruments  embedded in other contracts,  by requiring that an entity recognize
these items as assets or liabilities in the statement of financial  position and
measure them at fair value. This Statement  generally  provides for matching the
timing  of  gain  or  loss  recognition  on  the  hedging  instrument  with  the
recognition  of the changes in the fair value of the hedged  asset or  liability
that are  attributable  to the hedged risk or the earnings  effect of the hedged
forecasted  transaction.  The  Statement,  which  is  effective  for all  fiscal
quarters of all fiscal years  beginning after June 15, 1999, will not affect the
Company's financial position or its results of operations.




























                                        7
<PAGE>



ITEM2:   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS.

FORWARD-LOOKING STATEMENTS

When used in this  filing and in future  filings  by Wyman Park  Bancorporation,
Inc.  (the  "Company")  with the  Securities  and  Exchange  Commission,  in the
Company's  press releases or other public or shareholder  communications,  or in
oral statements made with the approval of an authorized  executive officer,  the
words or phrases "would be," "will allow,"  "intends to," "will likely  result,"
"are expected to," "will continue," "is anticipated,"  "estimate,"  "project" or
similar expressions are intended to identify "forward-looking statements" within
the  meaning of the  Private  Securities  Litigation  Reform  Act of 1995.  Such
statements are subject to risks and uncertainties,  including but not limited to
changes in economic conditions in the Company's market area, changes in policies
by regulatory agencies,  fluctuations in interest rates, demand for loans in the
Company's market area and  competition,  all or some of which could cause actual
results  to differ  materially  from  historical  earnings  and those  presently
anticipated or projected.

The Company  wishes to caution  readers not to place undue  reliance on any such
forward-looking  statements,  which speak only as of the date made,  and advises
readers  that  various  factors,   including   regional  and  national  economic
conditions,  substantial  changes in levels of market interest rates, credit and
other risks of lending and investment  activities and competitive and regulatory
factors,  could affect the Company's  financial  performance and could cause the
Company's  actual  results for future  periods to differ  materially  from those
anticipated or projected.

The Company does not undertake,  and specifically disclaims any obligations,  to
update any  forward-looking  statements to reflect  occurrences or unanticipated
events or circumstances after the date of such statements.

IMPACT OF THE YEAR 2000

The Company has conducted a comprehensive review of its environment and computer
systems to identify any potential  risk  associated  with the Year 2000, and has
developed an implementation plan to address the issues.

The  Company's  data  processing  is performed by a service  provider,  however,
software and hardware  utilized  in-house is under  maintenance  agreements with
third party vendors, consequently the Company is very dependent on these vendors
to conduct its business.  The Company has contacted  each vendor to request time
tables for Year 2000  compliance and expected  costs, if any, to be passed along
to the Company.  To date, the Company has been part of a national testing of its
service  provider,  and following the testing,  the service  provider has stated
that  their system  is Year 2000 qualified.  All applications considered mission


                                        8
<PAGE>


critical have been year 2000 qualified.  Other support  software is being tested
as vendors  provide  upgrades.  The Company has  determined  that if  necessary,
functions performed by support software can be performed  manually.  The Company
has identified  certain  hardware and equipment that is not Year 2000 compliant.
This  hardware  and  equipment  has  been  replaced  and  the  related   capital
expenditures  totaled  approximately  $12,000.00 and have been considered in the
1999 fiscal year budget.  Expenses related to Year 2000 are not expected to have
a significant impact on the Company's financial position.

The Company has drafted its  Business  Resumption  and  Contingency  Plan in the
event that the Company does not have normal business operations as of January 1,
2000. The plan outlines contingency plans for both environmental and operational
failures related to the year 2000.

COMPARISON OF FINANCIAL CONDITION AT MARCH 31, 1999 AND JUNE 30, 1998

The Company's  assets  increased  $2.2 million or 3.1% to $72.7 million at March
31,  1999  from  $70.5  million  at June 30,  1998.  Cash  and cash  equivalents
increased  $5.0  million or 73.5% to $11.8  million at March 31,  1999 from $6.8
million at June 30, 1998. Net loans receivable decreased $2.7 million or 4.4% to
$59.3  million at March 31, 1999 from $62.0  million at June 30, 1998.  The $2.7
million  decrease in net loans receivable was primarily the result of a decrease
of $2.2  million in  residential  real estate  loans,  a decrease of $200,000 in
participation  loans, a decrease of $200,000 in consumer loans and a decrease of
$100,000 in  commercial  real estate  loans.  Savings  deposits  increased  $3.8
million or 7.0% to $57.8  million at March 31,  1999 from $54.0  million at June
30, 1998. The Company's  stockholders'  equity decreased $1.0 million or 7.0% to
$13.3  million  at March 31,  1999 from  $14.3  million  at June 30,  1998.  The
decrease in stockholders'  equity was due primarily to the Company's  repurchase
of 156,372 shares of its common stock for approximately $1.6 million,  offset by
$536,000 of net income for the nine months ended March 31, 1999.

COMPARISON OF OPERATING  RESULTS FOR THE QUARTER AND NINE MONTHS ENDED MARCH 31,
1999 AND MARCH 31, 1998

NET INCOME
-----------

The Company reported net income of $152,000 for the quarter ended March 31, 1999
compared to $214,000 for the quarter ended March 31,1998.  The $62,000  decrease
in net income was primarily  due to decreased net interest  income and increased
noninterest  expense,  offset by  increased  other income and  decreased  income
taxes.  The  Company's  net income for the nine months  ended March 31, 1999 was
$536,000  compared to $374,000  for the nine months  ended March 31,  1998.  The
$162,000 increase in net income was primarily due to an increase in net interest
income,  an increase in other  income and a decrease  in  noninterest  expenses,
partially offset by an increase in income taxes.


                                        9

<PAGE>



INTEREST INCOME
---------------

Total interest income decreased by $64,000 or 4.8% to $1,263,000 for the quarter
ended March 31, 1999 from  $1,327,000  for the quarter ended March 31, 1998. The
decrease in total interest  income for the  comparable  three months periods was
due to a decrease of 72 basis  points in the average  yield on  interest-earning
assets to 7.01% from 7.73%,  partially  offset by an increase of $3.5 million in
the  average  balance of  interest-earning  assets to $72.1  million  from $68.6
million.

Total  interest  income  increased by $93,000 or 2.5% to $3,869,000 for the nine
months ended March 31, 1999 from  $3,776,000 for the nine months ended March 31,
1998.  The  increase in total  interest  income for the  comparable  nine months
periods  was due to an  increase  of $5.8  million  in the  average  balance  of
interest-earning assets to $71.3 million from $65.5 million, partially offset by
a decrease of 45 basis points in the average yield on interest-earning assets to
7.23% from 7.68%.

The  increase in the  average  balance of  interest-earning  assets is due to an
increase in federal  funds sold and also an increase in loans  receivable,  as a
result of investing the proceeds of the Company's recent stock conversion.

INTEREST EXPENSE
----------------

Total interest expense  increased by $12,000 or 1.8% to $662,000 for the quarter
ended March 31, 1999 from  $650,000 for the quarter  ended March 31,  1998.  The
increase in total interest  expense for the comparable  three months periods was
due to an increase of $3.4  million in the average  balance of  interest-bearing
liabilities to $57.7 million from $54.3 million,  partially offset by a decrease
of 21 basis points in the average yield on interest-bearing liabilities to 4.58%
from 4.79%.

Total  interest  expense  decreased  $52,000 or 2.5% to $2,018,000  for the nine
months ended March 31, 1999 from  $2,070,000 for the nine months ended March 31,
1998.  The decrease in total  interest  expense for the  comparable  nine months
periods  was due to a  decrease  of 19  basis  points  in the  average  yield on
interest-bearing  liabilities  to  4.73%  from  4.92%,  partially  offset  by an
increase of $700,000 in the average balance of  interest-bearing  liabilities to
$56.9 million from $56.2 million.

The  increase  in the average  balance of  interest-bearing  liabilities  is due
primarily  to an increase  of $1.5  million in  savings,  partially  offset by a
decrease of $800,000 in borrowings.

NET INTEREST INCOME
-------------------

The Company's net interest income  decreased by $76,000 or 11.2% to $601,000 for
the quarter  ended March 31, 1999 from  $677,000 for the quarter ended March 31,
1998.

                                       10

<PAGE>



The decrease in net interest income was primarily due to a decrease in the ratio
of average  interest-earning assets to average  interest-bearing  liabilities to
124.86% from 126.42% and a decrease in the net yield on interest-earning  assets
by 61 basis points to 3.34% from 3.95%.

The Company's net interest income  increased  $146,000 or 8.6% to $1,852,000 for
the nine months ended March 31, 1999 from  $1,706,000  for the nine months ended
March 31,  1998.  The increase in net interest  income was  primarily  due to an
increase   in  the  ratio  of   average   interest-earning   assets  to  average
interest-bearing liabilities to 125.32% from 116.68%. The Company's net yield on
interest-earning  assets  decreased  by 1 basis point to 3.46% from  3.47%.  The
proceeds  from the  Company's  stock  conversion  was the major  reason  for the
increased ratios of average  interest-bearing assets to average interest-bearing
liabilities.

PROVISION FOR LOAN LOSSES
-------------------------

Management  monitors its  allowance  for loan losses and makes  additions to the
allowance,  through the provision for loan losses,  as economic  conditions  and
other factors dictate.  Management  maintains its allowance for loan losses at a
level which it  considers  to be  adequate  to provide for loan losses  based on
volume,  type of  collateral  and prior  loan loss  experience.  During the nine
months ended March 31, 1999, the Company recorded a provision for loan losses of
$2,550 compared to $6,400 for the nine months ended March 31,1998. The Company's
nonperforming  loans as a percentage  of loans  receivable  was .07% and .04% at
March 31, 1999 and June 30, 1998, respectively,  all consisting of single-family
residential mortgage loans.

NONINTEREST INCOME
-------------------

Total  noninterest  income  increased  by $ 7,000 or 28.0%  to  $32,000  for the
quarter  ended March 31, 1999 from $25,000 for the quarter ended March 31, 1998.
The increase in  noninterest  income was due to an increase of $7,000 in gain on
sales of loans  receivable  to $9,000 for the quarter  ended March 31, 1999 from
$2,000 for the quarter ended March 31, 1998.

Total noninterest  income increased by $46,000 or 63.0% to $119,000 for the nine
months  ended  March 31, 1999 from  $73,000 for the nine months  ended March 31,
1998.  The increase in  noninterest  income was due  primarily to an increase of
$41,000  in gain on sales of loans  receivable  to $47,000  for the nine  months
ended March 31, 1999 from $6,000 for the nine months ended March 31, 1998 and an
increase  of $5,000 in loan fees and  service  charges to  $51,000  for the nine
months  ended  March 31, 1999 from  $46,000 for the nine months  ended March 31,
1998.



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<PAGE>



NONINTEREST EXPENSES
--------------------

Total  noninterest  expenses  increased  by $55,000 or 15.7% to $406,000 for the
quarter ended March 31, 1999 from $351,000 for the quarter ended March  31,1998.
The  increase  in  noninterest  expenses  was  primarily  due to an  increase in
salaries and employee  benefits  expense of $55,000 or 29.6% to $241,000 for the
quarter  ended March 31,1999 from $186,000 for the quarter ended March 31, 1998.
The increase in salaries  and employee  benefits  expense was  primarily  due to
expenses  related to the Company's  Recognition  and Retention Plan (RRP) in the
amount of  $88,000,  an increase in  retirement  plan  expenses in the amount of
$9,000,  partially  offset by a decrease of $48,000 in  expenses  related to the
Company's  Employee  Stock  Ownership Plan (ESOP) during the quarter ended March
31, 1999, compared to the quarter ended March 31, 1998.

Total  noninterest  expenses  decreased by $51,000 or 4.4% to $1,110,000 for the
nine months ended March 31, 1999 from $1,161,000 for the nine months ended March
31, 1998. The decrease in  noninterest  expenses was primarily due to a decrease
in salaries  and employee  benefits  expense of $95,000 or 13.1% to $629,000 for
the nine months  ended March 31, 1999 from  $724,000  for the nine months  ended
March 31, 1998, partially offset by an increase in other noninterest expenses of
$43,000 or 20.7% to  $251,000  for the nine  months  ended  March 31,  1999 from
$208,000 for the nine months ended March 31, 1998.  The decrease in salaries and
employee   benefits  expense  was  primarily  due  to  the  establishment  of  a
non-qualified  supplemental  executive  retirement  plan for the  benefit of the
Company's President and Chief Executive Officer in the amount of $272,000 during
the nine months ended March 31, 1998.  This  decrease  was  partially  offset by
expenses  related to the Company's  Employee Stock  Ownership Plan (ESOP) in the
amount of $17,000,  expenses related to the Company's  Recognition and Retention
Plan (RRP) in the amount of $88,000,  an increase in retirement plan expenses in
the amount of $24,000,  and a decrease in the capitalization of loan origination
expenses of $29,000 during the nine months ended March 31, 1999, compared to the
nine months ended March 31, 1998. The increase in other noninterest expenses was
primarily  due to an increase in legal  expenses of $22,000 and  transfer  agent
expenses of $12,000 during the nine months ended March 31, 1999, compared to the
nine months ended March 31, 1998, as the result of being a public company.

LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

Liquidity  management for the Company is both an ongoing and long-term  function
of  the  Company's  asset/liability  management  strategy.  Excess  funds,  when
applicable, generally are invested in overnight deposits at a correspondent bank
and at the Federal Home Loan Bank (FHLB) of Atlanta.  Currently when the Company
requires funds,  beyond its ability to generate deposits,  additional sources of
funds are available through the FHLB of Atlanta.  The Company has the ability to
pledge its FHLB of Atlanta stock or certain other assets as collateral  for such
advances.  Management  and the Board of  Directors  believe  that the  Company's
liquidity  is  adequate.  The  Company's  most  liquid assets  are cash and cash

                                       12

<PAGE>



equivalents,  which include short-term  investments.  The levels of these assets
are dependent on the  Company's  operating,  financing and investing  activities
during any given period. At March 31, 1999, the Company's cash on hand, interest
bearing deposits,  Federal funds sold and short-term  investments  totaled $11.8
million.

The Company anticipates that it will have sufficient funds available to meet its
current loan origination commitments of approximately $1.3 million. Certificates
of deposit which are scheduled to mature in less than one year at March 31, 1999
totaled $23.0 million. Historically, a high percentage of maturing deposits have
remained with the Company.

The Company's  principal  sources of funds are  deposits,  loan  repayments  and
prepayments,  and other  funds  provided by  operations.  While  scheduled  loan
repayments are relatively predictable,  deposit flows and early loan prepayments
are  more  influenced  by  interest  rates,  general  economic  conditions,  and
competition.  The Association  maintains investments in liquid assets based upon
management's  assessment of (1) need for funds,  (2) expected deposit flows, (3)
yields  available  on  short-term  liquid  assets  and  (4)  objectives  of  the
asset/liability management program.

The Company's  primary sources of cash in investing  activities  during the nine
months  ended  March  31,  1999 were a net  decrease  of $3.0  million  in loans
receivable, offset by the purchase of loan participations of $236,000.

The Company's  primary sources of cash provided by financing  activities  during
the nine months ended March 31, 1999 consisted of a net increase of $3.8 million
in savings  deposits,  offset by a decrease of  $329,000 in advance  payments by
borrowers for taxes,  insurance and ground rents, and approximately $1.6 million
for the  repurchase of 140,181  shares of the Company's  common stock,  of which
34,394 shares were used to fund the  Company's  Recognition  and Retention  Plan
(RRP).








                                       13

<PAGE>



PART II. OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS
         None.

ITEM 2.  CHANGES IN SECURITIES
         None.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES
         None.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS
         On January 20, 1999, a Special  Meeting of the  Shareholders  of the
         Corporation  was held.  The following  matters were submitted to the
         Shareholders, for which the following votes were cast:

         Ratification  of the adoption of the Company's 1999 Stock Option and
         Incentive Plan.

         For: 577,027  Against: 68,905  Abstain: 7,508  Broker Non-Votes: 7,992

         Ratification of the adoption of the Company's Recognition and Retention
         Plan

         For: 473,219  Against: 180,705 Abstain: 7,508  Broker Non-Votes: 0

ITEM 5.  OTHER INFORMATION
         None

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K 

         (a) The following exhibit is filed as part of this Form 10QSB:

               Exhibit 27 - Financial Data Schedule






                                       14

<PAGE>

                                   Signatures


In accordance with the requirements of the Securities  Exchange Act of 1934, the
registrant  caused  this  report to be signed on its  behalf by the  undersigned
thereunto duly authorized.




                                    WYMAN PARK BANCORPORATION, INC.
                                    Registrant


Date:  May 7, 1999                  /s/ Ernest A. Moretti
                                    ------------------------------------
                                    Ernest A. Moretti
                                    President and Chief Executive Officer
                                    (Principal Executive Officer)


Date:  May 7, 1999                  /s/ Ronald W. Robinson
                                    -------------------------------------
                                    Ronald W. Robinson
                                    Treasurer
                                    (Principal Financial and Accounting Officer)










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