<PAGE>

                    U.S. SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                 FORM  10-KSB

[X]  ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
     1934

     For the Fiscal Year Ended December 31, 1999


[_]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
     OF 1934

     For the transition period from _________ to __________

                        Commission File Number: 0-25971


                         INDIAN VILLAGE BANCORP, INC.
                (Name of small business issuer in its charter)

       PENNSYLVANIA                                     34-1891199
(State or other jurisdiction of           (I.R.S. Employer Identification No.)
incorporation or organization)

100 South Walnut Street, Gnadenhutten, Ohio                44629
(Address of principal executive offices)                 (Zip Code)

        Issuer's telephone number, including area code: (740) 254-4313
      Securities registered pursuant to Section 12 (b) of the Act:  None
          Securities registered pursuant to Section 12(g) of the Act:

                    Common Stock, par value $0.01 per share
                               (Title of Class)

     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 _____
    -----

     Check if there is no disclosure of delinquent filers in response to Item
405 of Regulation S-B contained in this form, and no disclosure will be
contained, to the best of the registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of the Form 10-KSB
or any amendment to this Form 10-KSB.  ________

     The issuer's gross revenues for the fiscal year ended December 31, 1999
were $3,654,000.

     The aggregate market value of the voting and non-voting common equity held
by non-affiliates was $3,716,000, based upon the average of the bid and asked
price ($11.125 per share) as quoted on the OTC Bulletin Board for March 10,
2000.  Solely for purposes of this calculation, the shares held by the directors
and officers of the registrant are deemed to be held by affiliates.

     The number of shares outstanding of the registrant's Common Stock as of
March 15, 2000 was 445,583.


                      DOCUMENTS INCORPORATED BY REFERENCE

Portions of the 1999 Annual Report to Stockholders and of the Proxy Statement
for the 2000 Annual Meeting of Stockholders are incorporated by reference in
Parts II and III, respectively, of this Form 10-KSB

Transitional Small Business Disclosure Format (check one):  Yes ____  No   X
                                                                          ---
<PAGE>

                                     INDEX

<TABLE>
<CAPTION>
                                                    Part I

                                                                                                          Page
<S>                                                                                                       <C>
Item 1.  Description of Business........................................................................    3
Item 2.  Description of Property........................................................................   28
Item 3.  Legal Proceedings..............................................................................   28
Item 4.  Submission of Matters to a Vote of Securities Holders..........................................   28


                                                   Part II


Item 5.  Market for Common Equity and Related Stockholder Matters.......................................   29
Item 6.  Management's Discussion and Analysis or Plan of Operation......................................   29
Item 7.  Financial Statements...........................................................................   29
Item 8.  Changes In and Disagreements with Accountants on Accounting and Financial Disclosure...........   29


                                                   Part III


Item 9.  Directors, Executive Officers, Promoters and Control Persons; Compliance with Section 16(a)
           of the Exchange Act.........................................................................    29
Item 10. Executive Compensation.........................................................................   29
Item 11. Security Ownership of Certain Beneficial Owners and Management.................................   29
Item 12. Certain Relationships and Related Transactions.................................................   29
Item 13. Exhibits and Reports on Form 8-K...............................................................   30
</TABLE>

<PAGE>

      This report contains certain "forward-looking statements" within the
meaning of the federal securities laws.  These statements are not historical
facts, rather statements based on Indian Village Bancorp, Inc.'s current
expectations regarding its business strategies, intended results and future
performance.  Forward-looking statements are preceded by terms such as
"expects," "believes," "anticipates," "intends" and similar expressions.

      Management's ability to predict results or the effect of future plans or
strategies is inherently uncertain.  Factors which could affect actual results
include interest rate trends, the general economic climate in the market area in
which Indian Village Bancorp, Inc. operates, as well as nationwide, Indian
Village Bancorp, Inc.'s ability to control costs and expenses, competitive
products and pricing, loan delinquency rates and changes in federal and state
legislation and regulation.  These factors should be considered in evaluating
the forward-looking statements and undue reliance should not be placed on such
statements.  Indian Village Bancorp, Inc. assumes no obligation to update any
forward-looking statements.


PART I

Item 1.  DESCRIPTION OF BUSINESS

General

      Indian Village Bancorp, Inc., headquartered in Gnadenhutten, Ohio, was
formed in March 1999 as the holding company for Indian Village Community Bank in
connection with the conversion of Indian Village from mutual to stock form of
ownership.  The conversion was completed on July 1, 1999 through the sale of
445,583 shares of common stock by Indian Village Bancorp at a price of $10.00
per share.  Indian Village Bancorp's sole business activity is the ownership of
all of Indian Village's capital stock.  Indian Village Bancorp does not transact
any material business other than through its subsidiary, Indian Village.  Indian
Village Bancorp is subject to the regulation of the Office of Thrift Supervision
and the Securities and Exchange Commission.  Indian Village Bancorp is listed on
the OTC Bulletin Board under the symbol IDVB.

      Indian Village's principal business is attracting deposits from the
general public and originating loans secured by one-to-four family residential
real estate properties located in its market area.  Indian Village is regulated
by the Office of Thrift Supervision and the Federal Deposit Insurance
Corporation.  Indian Village's deposits are federally insured by the Federal
Deposit Insurance Corporation.  Indian Village is a member of the Federal Home
Loan Bank System.

Market Area

      Tuscarawas County in east central Ohio is Indian Village's primary market
area, although it also originates loans to borrowers and accepts deposits from
individuals residing in contiguous counties.  Much of Tuscarawas County is rural
with dairy and grain farming being the primary businesses.  Light manufacturing
and services are located in and around the towns of Dover and New Philadelphia.
Major industries include steel, machine tooling, chemicals and heavy machinery.
Because Tuscarawas County is primarily rural and its economy is based
predominately in agriculture, its demographics are generally weaker, on average,
than Ohio and the U.S. as a whole.

Competition

      Indian Village faces intense competition for the attraction of deposits
and origination of loans in its primary market area. Its most direct competition
for deposits has historically come from the several commercial banks operating
in Indian Village's primary market area and, to a lesser extent, from other
financial institutions, such as brokerage firms, credit unions and insurance
companies. Particularly in times of high interest rates, Indian Village has
faced additional significant competition for investors' funds from short-term
money market securities and other corporate and government securities. Indian
Village's competition for loans comes primarily from the commercial banks and
loan brokers operating in its primary market area. Competition for deposits and
the origination of loans may limit Indian Village's growth in the future.

                                       3
<PAGE>

Lending Activities

     General.  At December 31, 1999, Indian Village's net loans totaled $37.3
million, or 62.8% of total assets. Indian Village has concentrated its lending
activities on fixed-rate one- to four-family mortgage loans.  To a lesser
extent, Indian Village also originates multi-family, commercial real estate,
land, residential construction loans, and consumer loans.  Indian Village
occasionally purchases participation interests in multi-family loans originated
by other lenders and secured by properties located in other areas of Ohio.

     Loan Portfolio Analysis.  The following table presents the composition of
Indian Village's loan portfolio at the dates indicated. Indian Village had no
concentration of loans exceeding 10% of total loans receivable other than as
disclosed below.

<TABLE>
<CAPTION>
                                                                                      At December 31,
                                                                 ---------------------------------------------------------
                                                                          1999                              1998
                                                                 --------------------------     --------------------------
                                                                                   Percent                        Percent
                                                                    Amount        of Total         Amount        of Total
                                                                 ------------  ------------     -----------   ------------
                                                                                    (Dollars in thousands)
<S>                                                               <C>          <C>              <C>           <C>
Real estate loans:
   One- to four-family..........................................      $28,413         75.54%        $26,080          82.57%
   Multi-family.................................................        1,669          4.44           1,736           5.50
   Commercial...................................................        2,172          5.77             647           2.05
   Construction.................................................        1,251          3.33             677           2.14
   Land.........................................................          437          1.16             135           0.43
                                                                      -------        ------         -------         ------
      Total real estate loans...................................       33,942         90.24          29,275          92.69

Consumer loans:
   Home equity loans and lines of credit........................        1,185          3.15             887           2.81
   Home improvement loans.......................................          420          1.12             301           0.95
   Automobile...................................................          789          2.10             516           1.63
   Loans on deposit accounts....................................          231          0.61             294           0.93
   Unsecured....................................................           89          0.24              12           0.04
   Other........................................................          898          2.39             274           0.87
                                                                      -------        ------         -------         ------
      Total consumer loans......................................        3,612          9.61           2,284           7.23

Commercial business loans.......................................           60          0.15              27           0.08
                                                                      -------        ------         -------         ------

      Total loans...............................................       37,614        100.00%         31,586         100.00%
                                                                                     ------                         ======
Less:
   Net deferred loan fees and costs.............................          (68)                          (54)
   Loans in process.............................................          (23)                          (40)
   Allowance for loan losses....................................         (232)                         (218)
                                                                      -------                       -------

      Net loans.................................................      $37,291                       $31,274
                                                                      =======                       =======
</TABLE>

     One- to Four-Family Real Estate Loans.  Indian Village's primary lending
activity is the origination of loans secured by one- to four-family residences
located in its primary market area.  One- to four-family mortgage loans are
generally held in Indian Village's portfolio for long-term investment.

     At December 31, 1999, Indian Village's residential mortgage loan portfolio
consisted primarily of fixed-rate fully amortizing loans with maturities ranging
between 15 and 25 years.  Management establishes the loan interest rate based on
market conditions.  Indian Village generally retains these loans in its
portfolio because they generally do not

                                       4
<PAGE>

conform to guidelines for sale in the secondary market. These nonconforming
characteristics generally relate to the characteristics of the real property,
such as excess acreage or the lack of site surveys, rather than the credit
worthiness of the borrower. Indian Village generally underwrites and documents
its residential mortgage loans to secondary market standards.

     Recently, in order to improve its interest rate risk exposure, Indian
Village began offering adjustable rate mortgage loans with an interest rate
based on the one year Constant Maturity Treasury Bill index that adjusts every
year and with terms up to 25 years. These loans have a minimum interest rate of
6% and a maximum interest rate of 16% over the life of the loan. Interest rate
adjustments are limited to no more than 2% during any adjustment period. At
December 31, 1999, adjustable rate mortgage loans secured by one- to four-family
residences amounted to $1.0 million.

     Adjustable rate mortgage loans, which Indian Village intends to originate
and retain in its portfolio, will help reduce Indian Village's exposure to
changes in interest rates. There are, however, unquantifiable credit risks
resulting from the potential of increased costs due to changed rates to be paid
by the borrower. It is possible that during periods of rising interest rates the
risk of default on adjustable rate mortgage loans may increase as a result of
repricing and the increased payments required by the borrower. In addition,
although adjustable rate mortgage loans allow Indian Village to increase the
sensitivity of its asset base to changes in interest rates, the extent of this
interest sensitivity is limited by the annual and lifetime interest rate
adjustment limits. Because of these considerations Indian Village has no
assurance that yields on adjustable rate mortgage loans will be sufficient to
offset increases in Indian Village's cost of funds during periods of rising
interest rates. Indian Village believes these risks, which have not had a
material adverse effect on Indian Village to date, generally are less than the
risks associated with holding fixed-rate loans in its portfolio in a rising
interest rate environment.

     Indian Village generally requires an acceptable attorney's opinion on the
status of its lien on all loans where real estate is the primary source of
security. Indian Village also requires that fire and casualty insurance and, if
appropriate, flood insurance be maintained in an amount at least equal to the
outstanding loan balance.

     Indian Village's one- to four-family residential mortgage loans do not
exceed 80% of the appraised value of the security property. Indian Village does
not use private mortgage insurance which would permit it to make loans with
higher loan-to-value ratios. An independent certified appraiser generally
appraises all properties.

     Multi-family and Commercial Real Estate Loans.  Indian Village occasionally
originates and purchases mortgage loans for the acquisition and refinancing of
multi-family and commercial real estate properties.  All purchased participation
interests are underwritten according to the same standards that Indian Village
would use if it were originating the underlying loans. Indian Village has no
written or oral commitments with any institution to purchase predetermined
numbers or types of participation interests.  At December 31, 1999, purchased
participation interests amounted to $1.3 million.  At December 31, 1999, Indian
Village's commercial real estate loans are secured by churches, storefronts, a
strip shopping center and a warehouse, all of which are located in Ohio.

     Multi-family and commercial real estate loans are fully amortizing loans
that are generally originated with fixed interest rates, but are occasionally
originated with variable rates. Fixed rate loans are originated for terms up to
25 years. Variable rate loans are originated for terms up to 25 years. The
interest rate on variable rate loans adjusts at either one, three or five year
intervals.

     Multi-family and commercial real estate lending affords Indian Village an
opportunity to receive interest at rates higher than those generally available
from one- to four-family residential lending. However, loans secured by these
properties usually are greater in amount and are more difficult to evaluate and
monitor and, therefore, involve a greater degree of risk than one- to four-
family residential mortgage loans. Because payments on loans secured by income
producing properties are often dependent on the successful operation and
management of the properties, repayment of these loans may be affected by
adverse conditions in the real estate market or the economy. Indian Village
seeks to minimize these risks by limiting the maximum loan-to-value ratio to up
to 80% for multi-family and commercial real estate loans and by strictly
scrutinizing the financial condition of the borrower, the cash flow of the
project, the quality of the collateral and the management of the property
securing the loan. Indian Village also generally obtains loan guarantees from
financially capable parties based on a review of personal financial statements.

                                       5
<PAGE>

     Residential Construction Loans.  Indian Village originates residential
construction loans to local home builders and to individuals for the
construction and acquisition of personal residences.  Indian Village's
construction loans to builders generally have fixed interest rates and are for a
term of six months. Loans to builders are typically made with a maximum loan to
value ratio of 80%. These loans are usually made to the builder before there is
an identified buyer for the completed home.  Indian Village generally lends to
no more than three builders with whom it has long standing relationships and
limits each builder to no more than three homes under construction at a time. At
December 31, 1999, speculative construction loans to builders amounted to
$95,000.  Construction loans to individuals are made on the same terms as Indian
Village's one- to four-family mortgage loans, but provide for the payment of
interest only during the construction phase, which is usually six months with a
contingency for an additional six months. At the end of the construction phase,
the loan converts to a permanent mortgage loan.

     Before making a commitment to fund a construction loan, Indian Village
requires an appraisal of the property by an independent certified appraiser.
Indian Village also reviews and inspects each project before disbursement of
funds during the term of the construction loan. Loan proceeds are disbursed
after inspection based on the percentage of completion.

     Construction lending affords Indian Village the opportunity to earn higher
interest rates with shorter terms to maturity relative to single-family
permanent mortgage lending. Construction lending, however, is generally
considered to involve a higher degree of risk than single-family permanent
mortgage lending because of the inherent difficulty in estimating both a
property's value at completion of the project and the estimated cost of the
project. These loans are generally more difficult to evaluate and monitor. If
the estimate of construction cost proves to be inaccurate, Indian Village may be
required to advance funds beyond the amount originally committed to protect the
value of the project. If the estimate of value upon completion proves to be
inaccurate, Indian Village may be confronted with a project whose value is
insufficient to assure full repayment. Projects may also be jeopardized by
disagreements between borrowers and builders and by the failure of builders to
pay subcontractors. Loans to builders to construct homes for which no purchaser
has been identified carry more risk because the payoff for the loan depends on
the builder's ability to sell the property before the construction loan is due.

     Indian Village has attempted to minimize the foregoing risks by, among
other things, limiting its construction lending to residential properties. It is
also Indian Village's general policy to obtain regular financial statements from
builders so that it can monitor their financial strength and ability to repay.

     Land Loans.  Indian Village occasionally originates loans secured by
unimproved land. These loans have terms of up to 15 years and generally have
fixed interest rates and loan-to-value ratios of up to 65%.

     Consumer Loans.  Indian Village introduced home equity loans and lines of
credit in May 1996 and other consumer loans in April 1998.  Indian Village
intends to increase its emphasis on consumer loans because they have shorter
maturities than real estate mortgage loans, which helps to reduce Indian
Village's interest rate risk exposure, and higher yields than real estate
mortgage loans.

     Home equity loans are generally fixed rate loans that fully amortize over
terms up to 10 years.  Home equity lines of credit are written with variable
interest rates.  The loan-to-value ratios on both home equity loans and lines of
credit are generally limited to 80%, taking into account the outstanding balance
of the first mortgage loan.

     Home improvement loans are generally fixed-rate loans that fully amortize
over terms up to 15 years. Home improvement loans are generally secured by a
second mortgage on the property being improved. The loan-to-value ratio
generally does not exceed 80%, taking into account the outstanding balance of
the first mortgage loan.

     Automobile loans are generally fixed rate loans. Loans on new automobiles
are written with terms up to 66 months and with loan-to-value ratios not
exceeding 100% for new cars and 90% for used cars. Loans on used cars are
written for lesser terms depending on the age of the vehicle. Indian Village
does not engage in indirect consumer lending.

                                       6
<PAGE>

     Loans on deposit accounts generally carry interest rates up to 2% above the
rate paid on the deposit account securing the loan.  The terms are generally
written for terms not exceeding five years, but may also be written as renewable
short term interest-only demand loans.

     At December 31, 1999, Indian Village's other consumer loans generally
consisted of loans secured by various personal property other than real estate,
and secured lines of credit.

     Consumer loans entail greater risk than do residential mortgage loans,
particularly in the case of loans that are unsecured or secured by rapidly
depreciating assets such as automobiles. In these cases, any repossessed
collateral for a defaulted consumer loan may not provide an adequate source of
repayment of the outstanding loan balance as a result of the greater likelihood
of damage, loss or depreciation. The remaining deficiency often does not warrant
further substantial collection efforts against the borrower beyond obtaining a
deficiency judgment. In addition, consumer loan collections are dependent on the
borrower's continuing financial stability, and thus are more likely to be
adversely affected by job loss, divorce, illness or personal bankruptcy.

     Commercial Business Loans.  Indian Village does not actively originate
commercial business loans.  These loans are generally fixed-rate loans with
terms up to five years and secured by vehicle and business equipment.

     Loans to One Borrower. The maximum amount that Indian Village may lend to
one borrower is limited by federal regulations. At December 31, 1999, Indian
Village's regulatory limit on loans to one borrower was $1.1 million. At that
date, Indian Village's largest amount of loans to one borrower, including the
borrower's related interests, was $770,000 and consisted of one multi-family
loan and five residential mortgage loans. These loans were performing according
to their original terms at December 31, 1999.

     Maturity of Loan Portfolio. The following table presents certain
information at December 31, 1999 regarding the dollar amount of loans maturing
in Indian Village's portfolio based on their contractual terms to maturity, but
does not include potential prepayments. Demand loans, loans having no stated
schedule of repayments and no stated maturity, and overdrafts are reported as
becoming due within one year. Loan balances do not include undisbursed loan
proceeds, unearned discounts, unearned income and allowance for loan losses.

<TABLE>
<CAPTION>
                                                                                At December 31, 1999
                                              ------------------------------------------------------------------------------------
                                                                 Multi-
                                                 One- to        Family and
                                                  Four-         Commercial                                 Commercial     Total
                                                Family (1)     Real Estate    Construction    Consumer      Business      Loans
                                                ----------     -----------    ------------    --------     ----------   ----------
<S>                                             <C>            <C>              <C>             <C>         <C>           <C>
                                                                                (Dollars in thousands)
Amounts due in:
   One year or less...........................     $    93           $    7          $   --      $  899          $ --     $   999
   More than one year to three years..........         289               --              --         260            --         549
   More than three years to five years........         390              155              --         746            60       1,351
   More than five years to 10 years...........       3,546              210              --         226            --       3,982
   More than 10 years to 15 years.............      13,697            2,702             109         294            --      16,802
   More than 15 years.........................      10,835              767           1,142       1,187            --      13,931
                                                   -------           ------          ------      ------          ----     -------
      Total amount due........................     $28,850           $3,841          $1,251      $3,612          $ 60     $37,614
                                                   =======           ======          ======      ======          ====     =======
</TABLE>

_______________
(1)    Includes land loans.


                                       7
<PAGE>

     The following table presents the dollar amount of all loans at December 31,
1999 that are due after December 31, 2000.

<TABLE>
<CAPTION>
                                                             Due After December 31, 2000
                                                     -------------------------------------------
                                                     Fixed-         Adjustable-
                                                      Rate             Rate               Total
                                                     -------        -----------          -------
                                                               (Dollars in Thousands)
<S>                                                  <C>            <C>                  <C>
Amounts due in:
Real estate loans:
   One- to four-family.....................          $27,372            $  948          $28,320
   Multi-family............................              205             1,465            1,670
   Commercial..............................            1,063             1,101            2,164
   Construction............................            1,179                72            1,251
   Land....................................              175               262              437
                                                     -------            ------          -------
     Total real estate loans................          29,994             3,848           33,842
   Consumer loans...........................           1,630             1,083            2,713
   Commercial business loans................              60                --               60
                                                     -------            ------          -------
     Total loans............................         $31,684            $4,931          $36,615
                                                     =======            ======          =======
</TABLE>

     Scheduled contractual principal repayments of loans do not reflect the
actual life of the loans. The average life of a loan is substantially less than
its contractual term because of prepayments. In addition, due-on-sale clauses on
loans generally give Indian Village the right to declare loans immediately due
and payable if, among other things, the borrower sells the real property with
the mortgage and the loan is not repaid. The average life of a mortgage loan
tends to increase, however, when current mortgage loan market rates are
substantially higher than rates on existing mortgage loans and, conversely,
tends to decrease when rates on existing mortgage loans are substantially higher
than current mortgage loan market rates.

     Loan Solicitation and Processing. Indian Village's lending activities
follow written, non-discriminatory, underwriting standards and loan origination
procedures established by Indian Village's Board of Directors and management.
Loan originations come from a number of sources. The customary sources of loan
originations are realtors, referrals and existing customers. Indian Village does
not utilize mortgage brokers or other third-party originators. Loans less than
or equal to $150,000 may be approved by Marty R. Lindon or Martin Merryman with
one other loan committee signature or Loan Committee member signature. Loans
above $150,000 but less than $300,000 are approved by the Loan Committee,
comprised of Mr. Lindon, John A. Beitzel and Mr. Merryman. Loans equal to or
greater than $300,000 are approved by the full Board of Directors.

     Loan Originations, Purchases and Sales. Indian Village primarily originates
fixed-rate mortgage loans with amortization terms of up to 25 years.

     In late 1998, Indian Village began originating mortgage loans for
Countrywide Home Loans Inc., an unrelated party. Generally, these loans are 30-
year fixed rate mortgage loans that Indian Village chooses not to originate for
its portfolio, either for investment or for sale, because of interest rate risk
management, or loans that do not meet the credit standards for loans that Indian
Village retains in its portfolio. Indian Village's functions are limited to
accepting the application, obtaining credit reports and appraisals, verifying
employment history and other application processing functions. Indian Village
generally receives a processing fee equal to 1% of the loan balance as
compensation. Countrywide underwrites the loan, issues any interest rate
commitment to the borrower, writes the loan on its own loan documents and funds
the loan at closing. These loans never become an asset of Indian Village,
exposing it to credit risk or interest rate risk. Furthermore, Countrywide has
no right of recourse against Indian Village on any of these loans. During 1999,
Indian Village originated an immaterial dollar amount of loans under this
program and recorded an immaterial amount of income.

     Occasionally, Indian Village purchases participation interests in multi-
family loans secured by properties located in Ohio but outside of its primary
market area. Indian Village generally limits its participation interest to

                                       8
<PAGE>

between 5% and 25%. Indian Village has established a policy that limits the
maximum participation interest per loan to $500,000 or less. Generally, the lead
lender retains the servicing rights. Indian Village pays no fee on the loans it
purchases and has no agreements or understandings with any lender to purchase a
predetermined amount of participation interests. Indian Village underwrites all
purchased participation interests according to the underwriting standards it
uses for loans it originates.

     Except as for residential mortgage loans originated on behalf of a third
party private lender, as discussed above, Indian Village generally holds all
loans for long-term investment.

     The following table presents total loans originated, purchased, sold and
repaid during the periods indicated.

<TABLE>
<CAPTION>
                                                                                                  For the Year Ended
                                                                                                     December 31,
                                                                                               ------------------------
                                                                                                1999             1998
                                                                                               -------          -------
                                                                                                   (In thousands)
<S>                                                                                            <C>              <C>
Total loans at beginning of period..........................................................   $31,586          $27,518

   Originations:
      Real estate:
         One- to four-family................................................................     6,723            5,113
         Multi-family.......................................................................       574              560
         Commercial.........................................................................       879              205
         Construction.......................................................................     1,962            1,178
         Land...............................................................................       616              112
                                                                                               -------          -------
            Total real estate loans.........................................................    10,754            7,168
      Consumer loans........................................................................     2,534            1,596
      Commercial business...................................................................        68               --
                                                                                               -------          -------
            Total loans originated..........................................................    13,356            8,764

   Purchases................................................................................       800               --

   Sales....................................................................................        --               --

Less:
   Principal loan repayments and prepayments................................................    (8,128)          (4,615)
   Transfers to real estate owned...........................................................        --              (81)
                                                                                               -------          -------
                                                                                                (8,128)          (4,696)
                                                                                               -------          -------
Net loan activity...........................................................................     6,028            4,068
                                                                                               -------          -------
Total loans at end of period................................................................   $37,614          $31,586
                                                                                               =======          =======
</TABLE>

     Loan Commitments.  Indian Village issues commitments for mortgage loans
conditioned upon the occurrence of certain events. Commitments are made in
writing on specified terms and conditions and are honored for up to 30 days from
approval. At December 31, 1999, Indian Village had variable rate loan
commitments totaling $833,000, ranging in rates from 7.75% to 9.25%, and fixed-
rate loan commitments totaling $1.0 million, ranging in rates from 7.25% to
17.5%.

     Loan Fees. In addition to interest earned on loans, Indian Village receives
income from fees in connection with loan originations, loan modifications, late
payments and for miscellaneous services related to its loans. Income from these
activities varies from period to period depending upon the volume and type of
loans made and competitive conditions.

     Indian Village charges loan origination fees for fixed-rate loans which are
calculated as a percentage of the amount borrowed. As required by applicable
accounting procedures, loan origination fees and discount points in excess

                                       9
<PAGE>

of loan origination costs are deferred and recognized over the contractual
remaining lives of the related loans on a level yield basis. Discounts and
premiums on loans purchased are accreted and amortized in the same manner. At
December 31, 1999, Indian Village had $68,000 of deferred loan fees. Indian
Village recognized $15,000 of deferred loan fees during the year ended December
31, 1999 in connection with loan refinancings, payoffs, sales and ongoing
amortization of outstanding loans.

     Nonperforming Assets and Delinquencies.  All loan payments are due on the
first day of each month. When a borrowers fails to make a required loan payment,
Indian Village attempts to cure the deficiency by contacting the borrower and
seeking the payment. A late notice is mailed on the 30/th/ day of the month. In
most cases, deficiencies are cured promptly. If a delinquency continues beyond
the 30/th/ day of the month, a phone call to the borrower is usually made on the
45/th/ day of delinquency.  On or about the 60/th/ day of delinquency, Indian
Village sends a certified letter to the borrower giving the borrower 10 days in
which to work out a payment schedule. While Indian Village generally prefers to
work with borrowers to resolve problems, Indian Village will institute
foreclosure or other proceedings after the 90/th/ day of a delinquency, as
necessary, to minimize any potential loss.

     Management informs the Board of Directors monthly of the amount of loans
delinquent more than 60 days, all loans in foreclosure, and all foreclosed and
repossessed property that Indian Village owns.

     Indian Village ceases accruing interest on mortgage loans when, in the
judgment of management, the probability of collection of interest is deemed to
be insufficient to warrant further accrual. Indian Village does not accrue
interest on mortgage loans past due 90 days or more when the estimated value of
collateral and collection efforts are deemed insufficient to ensure full
recovery.

                                       10
<PAGE>

     The following table presents information with respect to Indian Village's
nonperforming assets at the dates indicated.

<TABLE>
<CAPTION>
                                                                                                   At December 31,
                                                                                             ---------------------------
                                                                                             1999                   1998
                                                                                             -----                 -----
                                                                                               (Dollars in Thousands)
<S>                                                                                          <C>                   <C>
Nonaccruing loans:
   One- to four-family....................................................................   $ 330                 $ 241
   Multi-family...........................................................................      --                    --
   Commercial real estate.................................................................      --                    --
   Construction...........................................................................      --                    --
   Land...................................................................................      --                    --
   Consumer...............................................................................       7                    87
   Commercial business....................................................................      --                    --
                                                                                             -----                 -----
      Total nonaccruing loans (1).........................................................     337                   328
Loans past due 90 days and accruing interest..............................................      --                    --
Real estate owned (2).....................................................................     118                   122
Other repossessed assets..................................................................      13                    23
                                                                                             -----                 -----
      Total nonperforming assets (3)......................................................     468                   473
Troubled debt restructurings..............................................................      --                    --
                                                                                             -----                 -----
Troubled debt restructurings and total
   nonperforming assets...................................................................   $ 468                 $ 473
                                                                                             =====                 =====
Total nonperforming loans and troubled debt restructurings
   as a percentage of total loans.........................................................    0.90%                 1.04%
Total nonperforming assets and troubled debt restructurings
   as a percentage of total assets........................................................    0.79%                 1.18%
</TABLE>

_____________________________________
(1) Total nonaccruing loans equals total nonperforming loans.
(2) Real estate owned balances are shown net of related loss allowances.
(3) Nonperforming assets consist of nonperforming loans, impaired loans, real
    estate owned and other repossessed assets.

     Interest income that would have been recorded for 1999 had nonaccruing
loans been current according to their original terms amounted to approximately
$7,000. No interest was included in interest income in 1999 related to these
loans.

     Real Estate Owned.  Real estate acquired by Indian Village as a result of
foreclosure or by deed-in-lieu of foreclosure is classified as real estate owned
until sold. When property is acquired it is recorded at fair market value at the
date of foreclosure, establishing a new cost basis.  If the fair value declines,
Indian Village records a valuation allowance through expense.  Costs after
acquisition are expensed. At December 31, 1999, Indian Village had $118,000 of
real estate owned, consisting of one residential property and one commercial
property.

     Asset Classification.  The Office of Thrift Supervision has adopted various
regulations regarding problem assets of savings institutions. The regulations
require that each insured institution review and classify its assets on a
regular basis. In addition, Office of Thrift Supervision examiners have
authority to identify problem assets during examinations and, if appropriate,
require them to be classified.

     There are three classifications for problem assets: substandard, doubtful
and loss. Substandard assets have one or more defined weaknesses and are
characterized by the distinct possibility that the insured institution will
sustain some loss if the deficiencies are not corrected. Doubtful assets have
the weaknesses of substandard assets with the additional characteristic that the
weaknesses make collection or liquidation in full on the basis of currently
existing facts, conditions and values questionable, and there is a high
possibility of loss. An asset classified as loss is considered uncollectible and
of such little value that continuance as an asset of the institution is not
warranted. If an asset or

                                       11
<PAGE>

portion thereof is classified as loss, the insured institution establishes
specific allowances for loan losses for the full amount of the portion of the
asset classified as loss. All or a portion of general loan loss allowances
established to cover possible losses related to assets classified substandard or
doubtful can be included in determining an institution's regulatory capital,
while specific valuation allowances for loan losses generally do not qualify as
regulatory capital. Assets that do not currently expose the insured institution
to sufficient risk to warrant classification in one of the aforementioned
categories but possess weaknesses are designated "special mention." Indian
Village monitors "special mention" assets.

     The aggregate amounts of Indian Village's classified and special mention
assets at the dates indicated were as follows:

<TABLE>
<CAPTION>
                                                                                                   At December 31,
                                                                                               ----------------------
                                                                                               1999              1998
                                                                                               ----              ----
                                                                                                  (In Thousands)
<S>                                                                                            <C>               <C>
Classified assets:
   Loss.....................................................................................   $ --              $ --
   Doubtful.................................................................................     --                --
   Substandard..............................................................................    468               416
   Special mention..........................................................................     20               173
</TABLE>

     At December 31, 1999, assets designated substandard consisted of real
estate owned of $131,000 and 11 residential mortgage loans and three consumer
loans totaling $337,000, and assets designated as special mention consisted of
one residential mortgage loan.

     Allowance for Loan Losses.  In originating loans, Indian Village recognizes
that losses will be experienced and that the risk of loss will vary with, among
other things, the type of loan being made, the creditworthiness of the borrower
over the term of the loan, general economic conditions and, in the case of a
secured loan, the quality of the security for the loan. The allowance method is
used in providing for loan losses. Accordingly, all loan losses are charged to
the allowance and all recoveries are credited to it. The allowance for loan
losses is established through a provision for loan losses charged to operations.
The provision for loan losses is based on management's evaluation of the
collectibility of the loan portfolio, including past loan loss experience, known
and inherent risks in the nature and volume of the portfolio, information about
specific borrower situations and estimated collateral values, and economic
conditions.

     At December 31, 1999, Indian Village had an allowance for loan losses of
$232,000. Although management believes that it uses the best information
available to establish the allowance for loan losses, future adjustments to the
allowance for loan losses may be necessary and results of operations could be
significantly and adversely affected if circumstances differ substantially from
the assumptions used in making the determinations. Furthermore, while Indian
Village believes it has established its existing allowance for loan losses as
required by generally accepted accounting principles, there can be no assurance
that regulators, in reviewing Indian Village's loan portfolio, will not request
Indian Village to increase significantly its allowance for loan losses. In
addition, because future events affecting borrowers and collateral cannot be
predicted with certainty, there can be no assurance that the existing allowance
for loan losses is adequate or that substantial increases will not be necessary
should the quality of any loans deteriorate as a result of the factors discussed
above. Any material increase in the allowance for loan losses may adversely
affect Indian Village's financial condition and results of operations.

                                       12
<PAGE>

     The following table presents an analysis of Indian Village's allowance for
loan losses.

<TABLE>
<CAPTION>
                                                                                             Year Ended December 31,
                                                                                           ---------------------------
                                                                                            1999                1998
                                                                                           ------              -------
                                                                                             (Dollars in thousands)
<S>                                                                                        <C>                 <C>
Allowance for loan losses, beginning of period..........................................   $  218              $   176
Charge-offs:
   One- to four-family..................................................................       --                   --
   Multi-family.........................................................................       --                   --
   Commercial...........................................................................       --                  (18)
   Construction.........................................................................       --                   --
   Land.................................................................................       --                   --
   Consumer.............................................................................       --                   --
   Commercial business..................................................................       --                   --
                                                                                           ------              -------
      Total charge-offs.................................................................       --                  (18)
Recoveries:
   One- to four-family..................................................................       --                   --
   Multi-family.........................................................................       --                   --
   Commercial...........................................................................       --                   --
   Construction.........................................................................       --                   --
   Land.................................................................................       --                   --
   Consumer.............................................................................       --                   --
   Commercial business..................................................................       --                   --
                                                                                           ------              -------
      Total recoveries..................................................................       --                   --
Net charge-offs.........................................................................       --                  (18)
Provision for loan losses...............................................................       14                   60
                                                                                           ------              -------
Allowance for loan losses, end of period................................................   $  232              $   218
                                                                                           ======              =======
Net charge-offs to average interest-earning loans.......................................      -- %                0.06%
Allowance for loan losses to total loans................................................     0.62%                0.69%
Allowance for loan losses to nonperforming loans and
   troubled debt restructurings.........................................................    68.84%               66.46%
Net charge-offs to allowance for loan losses............................................     0.00%                8.26%
</TABLE>

                                       13
<PAGE>

     The following table presents the approximate allocation of the allowance
for loan losses by loan category at the dates indicated. Management believes
that the allowance can be allocated by category only on an approximate basis.
The allocation of the allowance to each category is not necessarily indicative
of future losses and does not restrict the use of the allowance to absorb losses
in any other category.

<TABLE>
<CAPTION>
                                                                                  At December 31,
                                                --------------------------------------------------------------------------------
                                                                  1999                                         1998
                                                --------------------------------------      ------------------------------------
                                                            Percent of                                 Percent of
                                                            Allowance        Percent                    Allowance      Percent
                                                             in Each        of Loans                     in Each       of Loans
                                                            Category         in Each                    Category       in Each
                                                            to Total       Category to                  to Total     Category to
                                                Amount      Allowance      Total Loans      Amount      Allowance    Total Loans
                                                ------      ----------     -----------      ------     ----------    -----------
                                                                              (Dollars in thousands)
<S>                                             <C>         <C>            <C>              <C>        <C>           <C>
Real estate loans:
   One- to four-family.........................   $ 103         44.40%         75.54%        $ 121         55.50%         82.57%
   Multi-family................................       8          3.45           4.44             9          4.13           5.50
   Commercial..................................       8          3.45           5.77             5          2.29           2.05
   Construction................................       5          2.16           3.33             1          0.46           2.14
   Land........................................       4          1.72           1.16             1          0.46           0.43
Consumer loans.................................      17          7.33           9.61            10          4.59           7.23
Commercial business loans......................       2          0.86           0.15            --            --           0.08
Unallocated....................................      85         36.36             --            71         32.57             --
                                                  -----        ------         ------         -----        ------         ------
      Total allowance for loan losses..........   $ 232        100.00%        100.00%        $ 218        100.00%        100.00%
                                                  =====        ======         ======         =====        ======         ======
</TABLE>

Investment Activities

     Indian Village is permitted under federal law to invest in various types of
liquid assets, including U.S. Government obligations, securities of various
federal agencies and of state and municipal governments, deposits at the Federal
Home Loan Bank of Cincinnati, certificates of deposit of federally insured
institutions, certain bankers' acceptances and federal funds.  Within certain
regulatory limits, Indian Village may also invest a portion of its assets in
commercial paper and corporate debt securities. Savings institutions like Indian
Village are also required to maintain an investment in Federal Home Loan Bank of
Cincinnati stock. Indian Village is required under federal regulations to
maintain a minimum amount of liquid assets.

     Statement of Financial Accounting Standards No. 115, "Accounting for
Certain Investments in Debt and Equity Securities," requires that investments be
categorized as "held to maturity," "trading securities" or "available for sale,"
based on management's intent as to the ultimate disposition of each security.
Statement of Financial Accounting Standards No. 115 allows debt securities to be
classified as "held to maturity" and reported in financial statements at
amortized cost only if the reporting entity has the positive intent and ability
to hold those securities to maturity. Securities that might be sold in response
to changes in market interest rates, changes in the security's prepayment risk,
increases in loan demand, or other similar factors cannot be classified as "held
to maturity." Debt and equity securities held for current resale are classified
as "trading securities." These securities are reported at fair value, and
unrealized gains and losses on the securities would be included in earnings.
Indian Village does not currently use or maintain a trading account. Debt and
equity securities not classified as either "held to maturity" or "trading
securities" are classified as "available for sale." These securities are
reported at fair value, and unrealized gains and losses on the securities are
excluded from earnings and reported, net of deferred taxes, as a separate
component of equity. At December 31, 1999, all of Indian Village's mortgage-
backed securities and investment securities were classified as "available for
sale."

     All of Indian Village's investment securities carry market risk insofar as
increases in market rates of interest may cause a decrease in their market
value. They also carry prepayment risk insofar as they may be called before
maturity in times of low market interest rates, so that Indian Village may have
to invest the funds at a lower interest rate. Indian Village's investment policy
does not permit engaging directly in hedging activities or purchasing high risk

                                       14
<PAGE>

mortgage derivative products. Investments are made based on certain
considerations, which include the interest rate, yield, settlement date and
maturity of the investment, Indian Village's liquidity position, and anticipated
cash needs and sources. The effect that the proposed investment would have on
Indian Village's credit and interest rate risk and risk-based capital is also
considered. Indian Village purchases investment securities to provide necessary
liquidity for day-to-day operations. Indian Village also purchases investment
securities when investable funds exceed loan demand.

     The following table presents the amortized cost and fair value of Indian
Village's securities, by accounting classification and by type of security, at
the dates indicated.

<TABLE>
<CAPTION>
                                                                                        At December 31,
                                                                        -----------------------------------------------
                                                                               1999                       1998
                                                                        --------------------      ---------------------
                                                                        Amortized       Fair      Amortized       Fair
                                                                           Cost        Value        Cost         Value
                                                                        ---------      -----      ---------      -----
                                                                                          (In thousands)
<S>                                                                     <C>           <C>         <C>           <C>
Investment securities available for sale:
      Municipal securities........................................       $ 1,470      $ 1,464       $  147      $  152
      Obligations of U.S. Treasury and U.S. government agencies...         7,432        7,244        1,797       1,816
                                                                         -------      -------       ------      ------
            Total.................................................         8,902        8,708        1,944       1,968

Mortgage-backed securities available for sale:
   Private issues.................................................         1,521        1,435           --          --
   Ginnie Mae.....................................................         4,257        4,228        2,022       2,063
   Fannie Mae.....................................................         2,621        2,522        1,918       1,927
   Freddie Mac....................................................           187          181          235         237
                                                                         -------      -------       ------      ------
         Total....................................................         8,586        8,366        4,175       4,227
                                                                         -------      -------       ------      ------

Net unrealized gains (losses) on securities available for sale....          (414)         N/A           76         N/A
                                                                         -------      -------       ------      ------

            Total securities available for sale...................       $17,074      $17,074       $6,195      $6,195
                                                                         =======      =======       ======      ======
</TABLE>

     Substantially all of Indian Village's mortgage-backed securities are issued
or guaranteed by agencies of the U.S. Government. Accordingly, they carry lower
credit risk than mortgage-backed securities of a private issuer. Indian Village
also invests in private issue mortgage-backed securities and collateralized
mortgage obligations that carry investment grade ratings issued by nationally
recognized securities rating agencies. However, mortgage-backed securities still
carry market risk, the risk that increases in market interest rates may cause a
decrease in market value, and prepayment risk, the risk that the securities will
be repaid before maturity and that Indian Village will have to reinvest the
funds at a lower interest rate.

     Occasionally, Indian Village invests in municipal obligations of local and
out-of-state entities, such as school districts.  Out-of-state obligations are
generally rated by a nationally recognized credit rating service.

     At December 31, 1999, Indian Village did not own any securities, other than
U.S. Government and agency securities, which had an aggregate book value in
excess of 10% of Indian Village's total equity at that date.

                                       15
<PAGE>

     The following presents the activity in the mortgage-backed securities and
investment securities portfolios for the periods indicated.

<TABLE>
<CAPTION>
                                                                                        Year Ended December 31,
                                                                                    --------------------------------
                                                                                     1999                     1998
                                                                                    -------                  -------
                                                                                             (In thousands)
<S>                                                                                 <C>                      <C>
Mortgage-backed securities (1):
   Mortgage-backed securities, beginning of period............................      $ 4,227                  $ 3,783
   Purchases..................................................................        5,782                    2,336
   Sales......................................................................         (226)                    (844)
   Repayments and prepayments.................................................       (1,020)                  (1,022)
   Increase (decrease) in net premium.........................................         (124)                     (12)
   Increase (decrease) in unrealized gain.....................................         (273)                     (14)
                                                                                    -------                  -------
      Net increase in mortgage-backed securities..............................        4,139                      444
                                                                                    -------                  -------
   Mortgage-backed securities, end of period..................................      $ 8,366                  $ 4,227
                                                                                    =======                  =======

Investment securities (2):
   Investment securities, beginning of period.................................      $ 1,968                  $ 3,534
   Purchases..................................................................        9,505                    2,125
   Sales......................................................................       (1,250)                    (455)
   Calls......................................................................       (1,200)                  (2,900)
   Maturities.................................................................           --                     (335)
   Increase (decrease) in net premium.........................................          (98)                       1
   Increase (decrease) in unrealized gain.....................................         (217)                      (2)
                                                                                    -------                  -------
      Net increase (decrease) in investment securities........................        6,740                   (1,566)
                                                                                    -------                  -------
   Investment securities, end of period.......................................      $ 8,708                  $ 1,968
                                                                                    =======                  =======
</TABLE>

______________________________________
(1) All mortgage-backed securities are classified as available for sale.
(2) All investment securities are classified as available for sale.

     The following table presents certain information regarding the carrying
value, weighted average yields and maturities or periods to repricing of Indian
Village's debt securities at December 31, 1999, all of which are available for
sale.


<TABLE>
<CAPTION>
                                      Less Than             One to          After Five to           After
                                       One Year           Five Years          Ten Years           Ten Years            Totals
                                   ------------------  -----------------  ------------------  ------------------ ------------------
                                             Weighted             Weighted           Weighted            Weighted           Weighted
                                   Carrying  Average   Carrying   Average  Carrying  Average   Carrying  Average  Carrying  Average
                                    Value     Yield     Value      Yield    Value     Yield     Value     Yield    Value     Yield
                                   --------  --------  ------    --------  --------  --------  --------  -------- --------  --------
                                                                      (Dollars in thousands)
<S>                                <C>       <C>       <C>      <C>       <C>       <C>       <C>       <C>      <C>       <C>
Securities available for sale:
  Investment securities:
    Municipal securities (1).....  $     --      --%    1,464    8.23%    $     --     --%    $     --      --%  $  1,464    8.23%
    Obligations of the U.S
     Treasury and U.S. government
      agencies...................     5,969    7.74     1,275    6.90           --     --           --      --      7,244    7.59
  Mortgage-backed securities.....        51    6.88     1,656    6.84        2,473   6.82        4,186    7.03      8,366    6.93
                                   --------    ----    ------   -----     --------   ----     --------    ----   --------    ----
        Total....................  $  6,020    7.73%   $4,395    7.32%    $  2,473   6.85%    $  4,186    7.03%  $ 17,074    7.32%
                                   ========    ====    ======   =====     ========   ====     ========    ====   ========    ====
</TABLE>

______________________________________
(1) Weighted average yields for municipal securities are presented on a tax
    equivalent basis based on an assumed rate of 34%.

                                       16
<PAGE>

Deposit Activities and Other Sources of Funds

     General. Deposits are the major external source of funds for Indian
Village's lending and other investment activities. In addition, Indian Village
also generates funds internally from loan principal repayments and prepayments
and maturing investment securities. Scheduled loan repayments are a relatively
stable source of funds, while deposit inflows and outflows and loan prepayments
are influenced significantly by general interest rates and money market
conditions. Indian Village may use borrowings from the Federal Home Loan Bank of
Cincinnati to compensate for reductions in the availability of funds from other
sources. At December 31, 1999, Indian Village had no other borrowing
arrangements aside from Federal Home Loan Bank of Cincinnati advances.

     Deposit Accounts. Nearly all of Indian Village's depositors reside in Ohio.
Indian Village's deposit products include money market accounts, passbook
accounts, and term certificate accounts ranging from six to sixty months.
Deposit account terms vary with the principal differences being the minimum
balance deposit, early withdrawal penalties and the interest rate. Indian
Village reviews its deposit mix and pricing weekly. Indian Village does not
utilize brokered deposits, nor has it aggressively sought jumbo certificates of
deposit.

     Indian Village believes it is competitive in the interest rates it offers
on its deposit products. Indian Village determines the rates paid based on a
number of factors, including rates paid by competitors, Indian Village's need
for funds and cost of funds, borrowing costs and movements of market interest
rates. Historically, Indian Village has relied predominately on certificates of
deposit with terms of more than one year. In November, 1999, Indian Village
opened a new branch office in New Philadelphia, a more commercial area than
Gnadenhutten, which has attracted more transaction accounts to Indian Village.

     In the unlikely event Indian Village is liquidated, depositors will be
entitled to full payment of their deposit accounts before any payment is made to
Indian Village Bancorp as the sole stockholder of Indian Village.

     The following table indicates the amount of Indian Village's jumbo
certificate accounts by time remaining until maturity as of December 31, 1999.
Jumbo certificate accounts have principal balances of $100,000 or more.

<TABLE>
<CAPTION>
             Maturity
              Period                                      Amount
           -------------                               -------------
                                                       (In thousands)
           <S>                                         <C>
           Three months or less......................       $321
           Over three through six months.............        182
           Over six through twelve months............         --
           Over twelve months........................        210
                                                            ----
                   Total.............................       $713
                                                            ====
</TABLE>

                                      17
<PAGE>

     The following table presents information concerning average balances and
rates paid on Indian Village's deposit accounts at the dates indicated.

<TABLE>
<CAPTION>
                                                             For the Year Ended December 31,
                                       -------------------------------------------------------------------------
                                                    1999                                     1998
                                       ----------------------------------      ---------------------------------
                                                    Percent                                 Percent
                                                   of Total                                of Total
                                       Average      Average      Average       Average      Average     Average
                                       Balance     Deposits     Rate Paid      Balance     Deposits    Rate Paid
                                       -------     --------     ---------      -------     --------    ---------
                                                                  (Dollars in thousands)
<S>                                    <C>         <C>          <C>            <C>         <C>         <C>
Passbook accounts.................       $ 5,676       18.34%      2.84%        $ 5,263       17.23%      3.27%
Money market accounts.............         1,589        5.13       3.27           1,777        5.82       3.32
NOW accounts......................         1,028        3.32       1.85             815        2.67       1.96
Certificates of deposit (1).......        22,585       72.95       5.39          22,585       73.95       5.68
Noninterest-bearing deposits:
   Demand deposits................            79        0.26         --             101        0.33         --
                                         -------      ------                    -------      ------
      Total average deposits......       $30,957      100.00%                   $30,541      100.00%
                                         =======      ======                    =======      ======
</TABLE>

__________________
(1)   Based on remaining maturity of certificates of deposit.

     Deposit Flow.  The following table presents the balances, with interest
credited, and changes in dollar amounts of deposits in the various types of
accounts offered by Indian Village between the dates indicated.

<TABLE>
<CAPTION>
                                                                     Year Ended December 31,
                                                -----------------------------------------------------------------
                                                               1999                                 1998
                                                 ------------------------------------      ----------------------
                                                             Percent        Increase                      Percent
                                                 Amount      of Total      (Decrease)      Amount        of Total
                                                 ------      --------      ----------      ------        --------
                                                                     (Dollars in thousands)
<S>                                              <C>         <C>           <C>             <C>           <C>
Passbook accounts......................           $ 5,206      15.70%       $ (258)        $ 5,464         17.70%
NOW accounts...........................             1,246       3.76           409             837          2.71
Money market deposits..................             1,576       4.75          (119)          1,695          5.49
Fixed-rate certificates maturing:
   Within 1 year.......................            13,574      40.94          (774)         14,348         46.48
   After 1 year, but within 2 years....             6,385      19.26         2,191           4,194         13.59
   After 2 years, but within 5 years...             4,925      14.86           678           4,247         13.76
   After 5 years.......................                --         --            --              --            --
                                                  -------     ------        ------         -------        ------
   Total certificates..................            24,884      75.06         2,095          22,789         73.83
                                                  -------     ------        ------         -------        ------
Noninterest-bearing deposits:
   Demand deposits.....................               241       0.73           160              81          0.27
                                                  -------     ------        ------         -------        ------

      Total............................           $33,153     100.00%       $2,287         $30,866        100.00%
                                                  =======     ======        ======         =======        ======
</TABLE>


                                      18
<PAGE>

     Time Deposits by Rates and Maturities. The following table presents the
amount of time deposits in Indian Village categorized by rates and maturities at
the dates indicated.

<TABLE>
<CAPTION>
                                             Period to Maturity from December 31, 1999                   At December 31,
                                   ------------------------------------------------------------------   ----------------------
                                   Less than      1 - 2      2 - 3      3 - 4       After
                                   One Year       Years      Years      Years      4 Years     Total      1999         1998
                                   ---------     -------    -------    -------    ---------   -------   ---------   ----------
                                                                      (Dollars in thousands)
<S>                                <C>           <C>        <C>        <C>        <C>         <C>        <C>         <C>
0.00 - 4.00%.............          $      --     $     5    $    --    $    --    $      --  $      5    $      5    $     39
4.01 - 5.00%.............              6,225       2,101        116         --           --     8,442       8,442       3,142
5.01 - 6.00%.............              6,429       3,046      1,366      1,125          779    12,745      12,745      15,548
6.01 - 7.00%.............                665       1,233      1,269          5          265     3,437       3,437       3,726
Over 7.00%...............                225          --         --         --           --       255         255         334
                                   ---------     -------    -------    -------    ---------  --------    --------   ---------
   Total.................          $  13,574     $ 6,385    $ 2,751    $ 1,130    $   1,044  $ 24,884    $ 24,884   $  22,789
                                   =========     =======    =======    =======    =========  ========    ========   =========
</TABLE>


     Deposit Activity. The following table presents the deposit activity of
Indian Village for the periods indicated.

<TABLE>
<CAPTION>
                                                                             Year Ended December 31,
                                                                      -----------------------------------
                                                                          1999                    1998
                                                                      -----------             -----------
                                                                                (In thousands)
          <S>                                                         <C>                     <C>
          Beginning balance...................................           $ 30,866                $ 30,277
          Net deposits (withdrawals) before interest
           credited...........................................              1,179                    (629)
          Interest credited...................................              1,108                   1,218
                                                                         --------                --------
          Net increase (decrease) in deposits.................              2,287                     589
                                                                         --------                --------
             Ending balance...................................           $ 33,153                $ 30,866
                                                                         ========                ========
</TABLE>


     Borrowings. Indian Village has the ability to use advances from the Federal
Home Loan Bank of Cincinnati to supplement its supply of lendable funds and to
meet deposit withdrawal requirements. The Federal Home Loan Bank of Cincinnati
functions as a central reserve bank providing credit for savings associations
and certain other member financial institutions. As a member of the Federal Home
Loan Bank of Cincinnati, Indian Village is required to own capital stock in the
Federal Home Loan Bank of Cincinnati and is authorized to apply for advances on
the security of the capital stock and certain of its mortgage loans and other
assets, principally securities that are obligations of, or guaranteed by, the
U.S. Government or its agencies, provided certain creditworthiness standards
have been met. Advances are made under several different credit programs. Each
credit program has its own interest rate and range of maturities. Depending on
the program, limitations on the amount of advances are based on the financial
condition of the member institution and the adequacy of collateral pledged to
secure the credit. At December 31, 1999, Indian Village had the ability to
borrow a total of approximately $29.7 million from the Federal Home Loan Bank of
Cincinnati. At that date, Indian Village had outstanding advances of $17.2
million.

                                       19
<PAGE>

  The following tables presents certain information regarding Indian Village's
use of Federal Home Loan Bank of Cincinnati advances during the periods and at
the dates indicated.

<TABLE>
<CAPTION>
                                                                                                 Year Ended
                                                                                                December 31,
                                                                                        --------------------------------
                                                                                              1999              1998
                                                                                        -------------      -------------
                                                                                              (Dollars in thousands)
<S>                                                                                     <C>                <C>
Maximum amount of advances outstanding at any month end............................     $      18,200      $       4,000
Approximate average short-term advances outstanding................................             9,678              2,351
Approximate weighted average rate paid on advances.................................              5.42%              5.78%
</TABLE>


<TABLE>
<CAPTION>
                                                                                                At December 31,
                                                                                        --------------------------------
                                                                                              1999              1998
                                                                                        -------------      -------------
                                                                                              (Dollars in thousands)
<S>                                                                                     <C>                <C>


Balance outstanding at end of period...............................................     $      17,200      $      $4,000
Weighted average rate paid on advances.............................................              5.49%              5.14%
</TABLE>


                          REGULATION AND SUPERVISION

General

     As a savings and loan holding company, Indian Village Bancorp is required
by federal law to file reports with, and otherwise comply with, the rules and
regulations of the Office of Thrift Supervision. Indian Village is subject to
extensive regulation, examination and supervision by the Office of Thrift
Supervision, as its primary federal regulator, and the Federal Deposit Insurance
Corporation, as the deposit insurer. Indian Village is a member of the Federal
Home Loan Bank System and, with respect to deposit insurance, of the Savings
Association Insurance Fund managed by the Federal Deposit Insurance Corporation.
Indian Village must file reports with the Office of Thrift Supervision and the
Federal Deposit Insurance Corporation concerning its activities and financial
condition in addition to obtaining regulatory approvals prior to entering into
certain transactions such as mergers with, or acquisitions of, other savings
institutions. The Office of Thrift Supervision and/or the Federal Deposit
Insurance Corporation conduct periodic examinations to test Indian Village's
safety and soundness and compliance with various regulatory requirements. This
regulation and supervision establishes a comprehensive framework of activities
in which an institution can engage and is intended primarily for the protection
of the insurance fund and depositors. The regulatory structure also gives the
regulatory authorities extensive discretion in connection with their supervisory
and enforcement activities and examination policies, including policies with
respect to the classification of assets and the establishment of adequate loan
loss reserves for regulatory purposes. Any change in such regulatory
requirements and policies, whether by the Office of Thrift Supervision, the
Federal Deposit Insurance Corporation or the Congress, could have a material
adverse impact on Indian Village Bancorp, Indian Village and their operations.
Certain of the regulatory requirements applicable to Indian Village and to
Indian Village Bancorp are referred to below or elsewhere in this report. The
description of statutory provisions and regulations applicable to savings
institutions and their holding companies set forth in this report does not
purport to be a complete description of such statutes and regulations and their
effects on Indian Village and Indian Village Bancorp.

Holding Company Regulation

     Indian Village Bancorp is a nondiversified unitary savings and loan holding
company within the meaning of federal law. Under prior law, a unitary savings
and loan holding company, such as Indian Village Bancorp was not generally
restricted as to the types of business activities in which it may engage,
provided that Indian Village continued to be a qualified thrift lender. See
"Federal Savings Institution Regulation - QTL Test." The Gramm-Leach-Bliley Act
of 1999 provides that no company may acquire control of a savings association
after May 4, 1999 unless it engages

                                       20
<PAGE>

only in the financial activities permitted for financial holding companies under
the law or for multiple savings and loan holding companies as described below.
Further, the Gramm-Leach-Bliley Act specifies that savings and loan holding
companies may only engage in such activities. The Gramm-Leach-Bliley Act,
however, grandfathered the unrestricted authority for activities with respect to
unitary savings and loan holding companies existing, or subject to an
application filed, prior to May 4, 1999, such as Indian Village Bancorp, so long
as Indian Village continues to comply with the QTL Test. Upon any non-
supervisory acquisition by Indian Village Bancorp of another savings institution
or savings bank that meets the qualified thrift lender test and is deemed to be
a savings institution by the Office of Thrift Supervision, Indian Village
Bancorp would become a multiple savings and loan holding company (if the
acquired institution is held as a separate subsidiary) and would generally be
limited to activities permissible for bank holding companies under Section
4(c)(8) of the Bank Holding Company Act, subject to the prior approval of the
Office of Thrift Supervision, and certain activities authorized by Office of
Thrift Supervision regulation.

     A savings and loan holding company is prohibited from, directly or
indirectly, acquiring more than 5% of the voting stock of another savings
institution or savings and loan holding company, without prior written approval
of the Office of Thrift Supervision and from acquiring or retaining control of a
depository institution that is not insured by the Federal Deposit Insurance
Corporation. In evaluating applications by holding companies to acquire savings
institutions, the Office of Thrift Supervision considers the financial and
managerial resources and future prospects of Indian Village Bancorp and
institution involved, the effect of the acquisition on the risk to the deposit
insurance funds, the convenience and needs of the community and competitive
factors.

     The Office of Thrift Supervision may not approve any acquisition that would
result in a multiple savings and loan holding company controlling savings
institutions in more than one state, subject to two exceptions: (i) the approval
of interstate supervisory acquisitions by savings and loan holding companies and
(ii) the acquisition of a savings institution in another state if the laws of
the state of the target savings institution specifically permit such
acquisitions. The states vary in the extent to which they permit interstate
savings and loan holding company acquisitions.

     Although savings and loan holding companies are not subject to specific
capital requirements or specific restrictions on the payment of dividends or
other capital distributions, federal regulations do prescribe such restrictions
on subsidiary savings institutions as described below. Indian Village must
notify the Office of Thrift Supervision 30 days before declaring any dividend to
Indian Village Bancorp. In addition, the financial impact of a holding company
on its subsidiary institution is a matter that is evaluated by the Office of
Thrift Supervision and the agency has authority to order cessation of activities
or divestiture of subsidiaries deemed to pose a threat to the safety and
soundness of the institution.

Federal Savings Institution Regulation

     Business Activities. The activities of federal savings institutions are
governed by federal law and regulations. These laws and regulations delineate
the nature and extent of the activities in which federal associations may
engage. In particular, many types of lending authority for federal association,
e.g., commercial, non-residential real property loans and consumer loans, are
limited to a specified percentage of the institution's capital or assets.

     Capital Requirements. The Office of Thrift Supervision capital regulations
require savings institutions to meet three minimum capital standards: a 1.5%
tangible capital ratio, a 4% leverage ratio (3% for institutions receiving the
highest rating on the CAMELS rating system) and an 8% risk-based capital ratio.
In addition, the prompt corrective action standards discussed below also
establish, in effect, a minimum 2% tangible capital standard, a 4% leverage
ratio (3% for institutions receiving the highest rating on the CAMEL financial
institution rating system), and, together with the risk-based capital standard
itself, a 4% Tier 1 risk-based capital standard. The Office of Thrift
Supervision regulations also require that, in meeting the tangible, leverage and
risk-based capital standards, institutions must generally deduct investments in
and loans to subsidiaries engaged in activities as principal that are not
permissible for a national bank.

     The risk-based capital standard for savings institutions requires the
maintenance of Tier 1 (core) and total capital (which is defined as core capital
and supplementary capital) to risk-weighted assets of at least 4% and 8%,
respectively. In determining the amount of risk-weighted assets, all assets,
including certain off-balance sheet assets,

                                       21
<PAGE>

are multiplied by a risk-weight factor of 0% to 100%, assigned by the Office of
Thrift Supervision capital regulation based on the risks believed inherent in
the type of asset. Core (Tier 1) capital is defined as common stockholders'
equity (including retained earnings), certain noncumulative perpetual preferred
stock and related surplus, and minority interests in equity accounts of
consolidated subsidiaries less intangibles other than certain mortgage servicing
rights and credit card relationships. The components of supplementary capital
currently include cumulative preferred stock, long-term perpetual preferred
stock, mandatory convertible securities, subordinated debt and intermediate
preferred stock, the allowance for loan and lease losses limited to a maximum of
1.25% of risk-weighted assets and up to 45% of unrealized gains on
available-for-sale equity securities with readily determinable fair market
values. Overall, the amount of supplementary capital included as part of total
capital cannot exceed 100% of core capital.

     The capital regulations also incorporate an interest rate risk component.
Savings institutions with "above normal" interest rate risk exposure are subject
to a deduction from total capital for purposes of calculating their risk-based
capital requirements. For the present time, the Office of Thrift Supervision has
deferred implementation of the interest rate risk capital charge. At December
31, 1999, Indian Village met each of its capital requirements.

     The following table presents Indian Village's capital position at December
31, 1999.

<TABLE>
<CAPTION>


                                                                                                   Capital
                                                                   Excess           ---------------------------------------
                         Actual              Required           (Deficiency)              Actual                Required
                        Capital              Capital               Amount                 Percent               Percent
                  ------------------     --------------     ------------------      ----------------      -----------------
<S>                 <C>                    <C>                <C>                     <C>                   <C>
                                                          (Dollars in Thousands)

Tangible..........            $7,005             $  898                 $6,107                 11.70%                  1.50%
Core (Leverage)...             7,005              1,795                  5,210                 11.70%                  3.00%
Risk-based........             7,237              2,287                  4,950                 25.30%                  8.00%
</TABLE>

     Prompt Corrective Regulatory Action. The Office of Thrift Supervision is
required to take certain supervisory actions against undercapitalized
institutions, the severity of which depends upon the institution's degree of
undercapitalization. Generally, a savings institution that has a ratio of total
capital to risk weighted assets of less than 8%, a ratio of Tier 1 (core)
capital to risk-weighted assets of less than 4% or a ratio of core capital to
total assets of less than 4% (3% or less for institutions with the highest
examination rating) is considered to be "undercapitalized." A savings
institution that has a total risk-based capital ratio less than 6%, a Tier 1
capital ratio of less than 3% or a leverage ratio that is less than 3% is
considered to be "significantly undercapitalized" and a savings institution that
has a tangible capital to assets ratio equal to or less than 2% is deemed to be
"critically undercapitalized." Subject to a narrow exception, the Office of
Thrift Supervision is required to appoint a receiver or conservator for an
institution that is "critically undercapitalized." The regulation also provides
that a capital restoration plan must be filed with the Office of Thrift
Supervision within 45 days of the date a savings institution receives notice
that it is "undercapitalized," "significantly undercapitalized" or "critically
undercapitalized." Compliance with the plan must be guaranteed by any parent
holding company. In addition, numerous mandatory supervisory actions become
immediately applicable to an undercapitalized institution, including, but not
limited to, increased monitoring by regulators and restrictions on growth,
capital distributions and expansion. The Office of Thrift Supervision could also
take any one of a number of discretionary supervisory actions, including the
issuance of a capital directive and the replacement of senior executive officers
and directors.

     Insurance of Deposit Accounts.   Indian Village is a member of the Savings
Association Insurance Fund.  The Federal Deposit Insurance Corporation maintains
a risk-based assessment system by which institutions are assigned to one of
three categories based on their capitalization and one of three subcategories
based on examination ratings and other supervisory information.  An
institution's assessment rate depends upon the categories to which it is
assigned.  Assessment rates for Savings Association Insurance Fund member
institutions are determined

                                       22
<PAGE>

semiannually by the Federal Deposit Insurance Corporation and currently range
from zero basis points for the healthiest institutions to 27 basis points for
the riskiest.

     In addition to the assessment for deposit insurance, institutions are
required to make payments on bonds issued in the late 1980s by the Financing
Corporation ("FICO") to recapitalize the predecessor to the Savings Association
Insurance Fund. During 1999, FICO payments for Savings Association Insurance
Fund members approximated 6.1 basis points, while Bank Insurance Fund members
paid 1.2 basis points. By law, there is equal sharing of FICO payments between
Savings Association Insurance Fund and Bank Insurance Fund members beginning on
January 1, 2000.

     Indian Village was not required to pay any premiums for fiscal 1999.
Payments toward the FICO bonds amounted to $18,000. The Federal Deposit
Insurance Corporation has authority to increase insurance assessments. A
significant increase in Savings Association Insurance Fund insurance premiums
would likely have an adverse effect on the operating expenses and results of
operations of Indian Village. Management cannot predict what insurance
assessment rates will be in the future.

     Insurance of deposits may be terminated by the Federal Deposit Insurance
Corporation upon a finding that the institution has engaged in unsafe or unsound
practices, is in an unsafe or unsound condition to continue operations or has
violated any applicable law, regulation, rule, order or condition imposed by the
Federal Deposit Insurance Corporation or the Office of Thrift Supervision. The
management of Indian Village does not know of any practice, condition or
violation that might lead to termination of deposit insurance.

     Loans to One Borrower. Federal law provides that savings institutions are
generally subject to the limits on loans to one borrower applicable to national
banks. A savings institution may not make a loan or extend credit to a single or
related group of borrowers in excess of 15% of its unimpaired capital and
surplus. An additional amount may be lent, equal to 10% of unimpaired capital
and surplus, if secured by specified readily-marketable collateral. At December
31, 1999, Indian Village's limit on loans to one borrower was $1.1 million, and
Indian Village's largest aggregate outstanding balance of loans to one borrower
was $770,000.

     QTL Test. Federal law requires savings institutions to meet a qualified
thrift lender test. Under the test, a savings association is required to either
qualify as a "domestic building and loan association" under the Internal Revenue
Code or maintain at least 65% of its "portfolio assets" (total assets less: (i)
specified liquid assets up to 20% of total assets; (ii) intangibles, including
goodwill; and (iii) the value of property used to conduct business) in certain
"qualified thrift investments" (primarily residential mortgages and related
investments, including certain mortgage-backed securities) in at least 9 months
out of each 12 month period.

     A savings institution that fails the qualified thrift lender test is
subject to certain operating restrictions and may be required to convert to a
bank charter. As of December 31, 1999, Indian Village maintained 92.1% of its
portfolio assets in qualified thrift investments and, therefore, met the
qualified thrift lender test. Recent legislation has expanded the extent to
which education loans, credit card loans and small business loans may be
considered "qualified thrift investments."

     Limitation on Capital Distributions. Office of Thrift Supervision
regulations impose limitations upon all capital distributions by a savings
institution, including cash dividends, payments to repurchase its shares and
payments to shareholders of another institution in a cash-out merger. The rule
effective in the first quarter of 1999 established three tiers of institutions
based primarily on an institution's capital level. An institution that exceeded
all capital requirements before and after a proposed capital distribution ("Tier
1 Bank") and had not been advised by the Office of Thrift Supervision that it
was in need of more than normal supervision, could, after prior notice but
without obtaining approval of the Office of Thrift Supervision, make capital
distributions during the calendar year equal to the greater of (i) 100% of its
net earnings to date during the calendar year plus the amount that would reduce
by one-half the excess capital over its capital requirements at the beginning of
the calendar year or (ii) 75% of its net income for the previous four quarters.
Any additional capital distributions required prior regulatory approval.
Effective April 1, 1999, the Office of Thrift Supervision's capital distribution
regulation changed. Under the new regulation, an

                                       23
<PAGE>

application to and the prior approval of the Office of Thrift Supervision is
required prior to any capital distribution if the institution does not meet the
criteria for "expedited treatment" of applications under Office of Thrift
Supervision regulations (i.e., generally, examination ratings in the two top
categories), the total capital distributions for the calendar year exceed net
income for that year plus the amount of retained net income for the preceding
two years, the institution would be undercapitalized following the distribution
or the distribution would otherwise be contrary to a statute, regulation or
agreement with Office of Thrift Supervision. If an application is not required,
the institution must still provide prior notice to Office of Thrift Supervision
of the capital distribution if, like Indian Village, it is a subsidiary of a
holding company. In the event Indian Village's capital fell below its regulatory
requirements or the Office of Thrift Supervision notified it that it was in need
of more than normal supervision, Indian Village's ability to make capital
distributions could be restricted. In addition, the Office of Thrift Supervision
could prohibit a proposed capital distribution by any institution, which would
otherwise be permitted by the regulation, if the Office of Thrift Supervision
determines that such distribution would constitute an unsafe or unsound
practice.

     Liquidity. Indian Village is required to maintain an average daily balance
of specified liquid assets equal to a monthly average of not less than a
specified percentage of its net withdrawable deposit accounts plus short-term
borrowings. This liquidity requirement is currently 4%, but may be changed from
time to time by the Office of Thrift Supervision to any amount within the range
of 4% to 10%. Monetary penalties may be imposed for failure to meet these
liquidity requirements. Indian Village's liquidity ratio for December 31, 1999
was 56.8%, which exceeded the applicable requirements. Indian Village has never
been subject to monetary penalties for failure to meet its liquidity
requirements.

     Assessments. Savings institutions are required to pay assessments to the
Office of Thrift Supervision to fund the agency's operations. The general
assessments, paid on a semi-annual basis, are computed upon the savings
institution's total assets, including consolidated subsidiaries, as reported in
Indian Village's latest quarterly thrift financial report. The assessments paid
by Indian Village for the fiscal year ended December 31, 1999 totaled $14,000.

     Transactions with Related Parties. Indian Village's authority to engage in
transactions with "affiliates" (e.g., any company that controls or is under
common control with an institution, including Indian Village Bancorp and its
non-savings institution subsidiaries) is limited by federal law. The aggregate
amount of covered transactions with any individual affiliate is limited to 10%
of the capital and surplus of the savings institution. The aggregate amount of
covered transactions with all affiliates is limited to 20% of the savings
institution's capital and surplus. Certain transactions with affiliates are
required to be secured by collateral in an amount and of a type described in
federal law. The purchase of low quality assets from affiliates is generally
prohibited. The transactions with affiliates must be on terms and under
circumstances, that are at least as favorable to the institution as those
prevailing at the time for comparable transactions with non-affiliated
companies. In addition, savings institutions are prohibited from lending to any
affiliate that is engaged in activities that are not permissible for bank
holding companies and no savings institution may purchase the securities of any
affiliate other than a subsidiary.

     Indian Village's authority to extend credit to executive officers,
directors and 10% shareholders ("insiders"), as well as entities such persons
control, is also governed by federal law. Such loans are required to be made on
terms substantially the same as those offered to unaffiliated individuals and
not involve more than the normal risk of repayment. Recent legislation created
an exception for loans made pursuant to a benefit or compensation program that
is widely available to all employees of the institution and does not give
preference to insiders over other employees. The law limits both the individual
and aggregate amount of loans Indian Village may make to insiders based, in
part, on Indian Village's capital position and requires certain board approval
procedures to be followed.

     Enforcement.  The Office of Thrift Supervision has primary enforcement
responsibility over savings institutions and has the authority to bring actions
against the institution and all institution-affiliated parties, including
stockholders, and any attorneys, appraisers and accountants who knowingly or
recklessly participate in wrongful action likely to have an adverse effect on an
insured institution.  Formal enforcement action may range from the issuance of a
capital directive or cease and desist order to removal of officers and/or
directors to institution of receivership, conservatorship or termination of
deposit insurance.  Civil penalties cover a wide range of violations and can
amount to $25,000 per day, or even $1 million per day in especially egregious
cases.  The Federal Deposit Insurance

                                       24
<PAGE>

Corporation has the authority to recommend to the Director of the Office of
Thrift Supervision that enforcement action to be taken with respect to a
particular savings institution. If action is not taken by the Director, the
Federal Deposit Insurance Corporation has authority to take such action under
certain circumstances. Federal law also establishes criminal penalties for
certain violations.

     Standards for Safety and Soundness. The federal banking agencies have
adopted Interagency Guidelines prescribing Standards for Safety and Soundness.
The guidelines set forth the safety and soundness standards that the federal
banking agencies use to identify and address problems at insured depository
institutions before capital becomes impaired. If the Office of Thrift
Supervision determines that a savings institution fails to meet any standard
prescribed by the guidelines, the Office of Thrift Supervision may require the
institution to submit an acceptable plan to achieve compliance with the
standard.

Federal Home Loan Bank System

     Indian Village is a member of the Federal Home Loan Bank System, which
consists of 12 regional Federal Home Loan Banks. The Federal Home Loan Bank
provides a central credit facility primarily for member institutions. Indian
Village, as a member of the Federal Home Loan Bank, is required to acquire and
hold shares of capital stock in that Federal Home Loan Bank in an amount at
least equal to 1.0% of the aggregate principal amount of its unpaid residential
mortgage loans and similar obligations at the beginning of each year, or 1/20 of
its advances (borrowings) from the Federal Home Loan Bank, whichever is greater.
Indian Village was in compliance with this requirement with an investment in
Federal Home Loan Bank stock at December 31, 1999 of $925,000.

     The Federal Home Loan Banks are required to provide funds for the
resolution of insolvent thrifts in the late 1980s and to contribute funds for
affordable housing programs. These requirements could reduce the amount of
dividends that the Federal Home Loan Banks pay to their members and could also
result in the Federal Home Loan Banks imposing a higher rate of interest on
advances to their members. If dividends were reduced, or interest on future
Federal Home Loan Bank advances increased, Indian Village's net interest income
would likely also be reduced. Recent legislation has changed the structure of
the Federal Home Loan Banks funding obligations for insolvent thrifts, revised
the capital structure of the Federal Home Loan Banks and implemented entirely
voluntary membership for Federal Home Loan Banks. Management cannot predict the
effect that these changes may have with respect to its Federal Home Loan Bank
membership.

Federal Reserve System

     The Federal Reserve Board regulations require savings institutions to
maintain non-interest earning reserves against their transaction accounts
(primarily NOW and regular checking accounts). The regulations generally provide
that reserves be maintained against aggregate transaction accounts as follows:
for accounts aggregating $44.3 million or less (subject to adjustment by the
Federal Reserve Board) the reserve requirement is 3%; and for accounts
aggregating greater than $44.3 million, the reserve requirement is $1.329
million plus 10% (subject to adjustment by the Federal Reserve Board between 8%
and 14%) against that portion of total transaction accounts in excess of $44.3
million. The first $5.0 million of otherwise reservable balances (subject to
adjustments by the Federal Reserve Board) are exempted from the reserve
requirements. At December 31, 1999, Indian Village complied with the foregoing
requirements.

                                       25
<PAGE>

                           FEDERAL AND STATE TAXATION

Federal Taxation

     General. Indian Village Bancorp reports its income on a calendar year,
unconsolidated basis using the accrual method of accounting. Indian Village
reports its income on a fiscal year, unconsolidated basis using the accrual
method of accounting. The federal income tax laws apply to Indian Village
Bancorp and Indian Village in the same manner as to other corporations with some
exceptions, including particularly Indian Village's reserve for bad debts
discussed below. The following discussion of tax matters is intended only as a
summary and does not purport to be a comprehensive description of the tax rules
applicable to Indian Village or Indian Village Bancorp. Indian Village's federal
tax returns have been either audited or closed under the statute of limitations
through tax year 1995. For its 1999 tax year, Indian Village's maximum federal
income tax rate was 34%.

     Bad Debt Reserves. For fiscal years beginning before December 31, 1995,
thrift institutions which qualified under certain definitional tests and other
conditions of the Internal Revenue Code of 1986, as amended, were permitted to
use certain favorable provisions to calculate their deductions from taxable
income for annual additions to their bad debt reserve. A reserve could be
established for bad debts on qualifying real property loans, generally secured
by interests in real property improved or to be improved, under the percentage
of taxable income method or the experience method. The reserve for nonqualifying
loans was computed using the experience method.

     Federal legislation enacted in 1996 repealed the reserve method of
accounting for bad debts for tax years beginning after 1995 and required savings
institutions to recapture or take into income certain portions of their
accumulated bad debt reserves. Thrift institutions eligible to be treated as
"small banks," those with assets of $500 million or less, are allowed to use the
experience method that applies to "small banks," while thrift institutions that
are treated as large banks, those with assets exceeding $500 million, are
required to use only the specific charge-off method. As a result,, the
percentage of taxable income method of accounting for bad debts is no longer
available for any financial institution.

     A thrift institution required to change its method of computing reserves
for bad debts will treat the change as a change in method of accounting,
initiated by the taxpayer, and having been made with the consent of the Internal
Revenue Service. Any adjustment required to be taken into income with respect to
a change in accounting method generally will be taken into income ratably over a
six-taxable year period, beginning with the first taxable year beginning after
1995, subject to a 2-year suspension if the "residential loan requirement" is
satisfied. Under the residential loan requirement provision, the recapture
required by the new legislation will be suspended for each of two successive
taxable years, beginning with Indian Village's 1996 taxable year, in which
Indian Village originates a minimum of certain residential loans based upon the
average of the principal amounts of these loans that Indian Village makes during
its six taxable years preceding its current taxable year.

     Indian Village is required to recapture or take into income over a six year
period the excess of the balance of its tax bad debt reserves as of December 31,
1995 over the balance of the reserves as of December 31, 1987. As a result,
Indian Village will incur an additional tax liability of approximately $35,000,
which is generally expected to be taken into income beginning in 1996 over a six
year period.

     Distributions. If Indian Village makes "non-dividend distributions" to
Indian Village Bancorp, they will be considered to have been made from Indian
Village's unrecaptured tax bad debt reserves, including the balance of its
reserves as of December 31, 1987, to the extent of the "nondividend
distributions," and then from Indian Village's supplemental reserve for losses
on loans, to the extent of those reserves, and an amount based on the amount
distributed, but not more than the amount of those reserves, will be included in
Indian Village's taxable income. Non-dividend distributions include
distributions in excess of Indian Village's current and accumulated earnings and
profits, as calculated for federal income tax purposes, distributions in
redemption of stock, and distributions in partial or complete liquidation.
Dividends paid out of Indian Village's current or accumulated earnings and
profits will not be so included in Indian Village's taxable income.

                                       26
<PAGE>

     The amount of additional taxable income triggered by a non-dividend is an
amount that, when reduced by the tax attributable to the income, is equal to the
amount of the distribution. Therefore, if Indian Village makes a non-dividend
distribution to Indian Village Bancorp, approximately one and one-half times the
amount of the distribution not in excess of the amount of the reserves would be
includable in income for federal income tax purposes, assuming a 34% federal
corporate income tax rate. Indian Village does not intend to pay dividends that
would result in a recapture of any portion of its bad debt reserves.

Ohio Taxation

     Indian Village Bancorp is subject to the Ohio corporation franchise tax,
which, as applied to it, is a tax measured by both net income and net worth. In
general, the tax liability is the greater of 5.1% on the first $50,000 of
computed Ohio taxable income and 8.5% of computed Ohio taxable income in excess
of $50,000, or 0.40% of taxable net worth. Under these alternative measures of
computing the tax liability, complex formulas determine the jurisdictions to
which total net income and total net worth are apportioned or allocated. The
minimum tax is $50 per year and maximum tax liability as measured by net worth
is limited to $150,000 per year.

     A special litter tax also applies to all corporations, including Indian
Village Bancorp, subject to the Ohio corporation franchise tax. This litter tax
does not apply to "financial institutions." If a corporation pays franchise tax
on the basis of net income, the litter tax is equal to 0.11% of the first
$50,000 of computed Ohio taxable income and 0.22% of computed Ohio taxable
income in excess of $50,000. If a corporation pays franchise tax on the basis of
net worth, the litter tax is equal to 0.014% times taxable net worth.

     A statutory exemption from the net worth tax is available to Indian Village
Bancorp if certain conditions are satisfied. Indian Village Bancorp expects to
qualify for this exemption, which would restrict its tax liability to the tax
measured by net income.

     Indian Village is a "financial institution" for State of Ohio tax purposes.
Accordingly, it must pay the Ohio corporate franchise tax on "financial
institutions," which is imposed annually at a rate of 1.4% of the Indian
Village's apportioned book net worth, determined under generally accepted
accounting principles, less any statutory deduction. This tax rate is scheduled
to decrease to 1.3% in the year 2000. As a "financial institution," Indian
Village does not pay any Ohio tax based upon net income or net profits.

                      EXECUTIVE OFFICERS OF THE REGISTRANT

     The following table sets forth certain information regarding the executive
officers of Indian Village Bancorp and Indian Village.


Name                             Age (1)           Position
------                        -----------         -------------------
Marty R. Lindon................   42               President and Chief Executive
                                                   Officer of Indian Village
                                                   Bancorp and Indian Village
Lori S. Frantz.................   40               Vice President, Treasurer and
                                                   Secretary of Indian Village
                                                   Bancorp and Indian Village
Martin L. Merryman.............   40               Vice President of Lending and
                                                   Branch Manager of Indian
                                                   Village

____________________________
(1)  As of December 31, 1999

     The executive officers of Indian Village Bancorp and Indian Village are
elected annually and hold office until their successors have been elected and
qualified or until they are removed or replaced.

                                       27
<PAGE>

     Marty R. Lindon has served as President and Chief Executive Officer of
Indian Village Bancorp and Indian Village since March 1999 and December 1998,
respectively. Prior to being appointed President and Chief Executive Officer,
Mr. Lindon served as Vice President of Lending since 1993.

     Lori S. Frantz was appointed Vice President, Treasurer and Chief Financial
Officer of Indian Village Bancorp in March 1999. Ms. Frantz has served as Vice
President of Indian Village since 1993 and Treasurer and Chief Financial Officer
since 1996.

     Martin L. Merryman joined Indian Village on July 1, 1999 and became Vice
President of Lending in September 1999. Before joining Indian Village he was a
Vice President of Lending at another local financial institution.

ITEM 2.   DESCRIPTION OF PROPERTIES

     The following table sets forth information relating to Indian Village's
offices as of December 31, 1999.

<TABLE>
<CAPTION>
                                               Year             Net Book             Owned/         Approximate
Location                                      Opened            Value(1)             Leased       Square Footage
---------                                     ----------    ------------------       ----------    -----------------
<S>                                           <C>               <C>                  <C>          <C>
Main Office
---------
100 South Walnut Street
Gnadenhutten, Ohio                                1968            $  268,000          Owned                  7,600

Branch Office
---------
635 West High Avenue(2)
New Philadelphia, Ohio                            1999            $1,323,000          Owned                  4,200
</TABLE>

---------------------------
(1) Represents the net book value of land, buildings, furniture, fixtures and
    equipment owned by Indian Village.
(2) Location of an automated teller machine.

ITEM 3.   LEGAL PROCEEDINGS

     Indian Village Bancorp is not a party to any pending legal proceedings.
Periodically, there have been various claims and lawsuits involving Indian
Village, such as claims to enforce liens, condemnation proceedings on properties
in which Indian Village holds security interests, claims involving the making
and servicing of real property loans and other issues incident to Indian
Village's business. Indian Village is not a party to any pending legal
proceedings that it believes would have a material adverse effect on the
financial condition or operations of Indian Village.


ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     None.

                                       28
<PAGE>

                                    PART II

ITEM 5.   MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

     The information under the sections entitled "Stock Listing" and "Price
Range of Common Stock and Dividends" in Indian Village Bancorp's 1999 Annual
Report to Stockholders is incorporated herein by reference.

ITEM 6.   MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

     The information under the section entitled "Management's Discussion and
Analysis of Financial Condition and Results of Operations" in Indian Village
Bancorp's 1999 Annual Report to Stockholders is incorporated herein by
reference.

ITEM 7    FINANCIAL STATEMENTS

     The information under the section entitled "Consolidated Financial
Statements" in Indian Village Bancorp's 1999 Annual Report to Stockholders is
incorporated herein by reference.

ITEM 8.   CHANGE IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
          FINANCIAL DISCLOSURE

     The information under the section entitled "Ratification of Independent
Auditors" in Indian Village Bancorp's Proxy Statement for the 2000 Annual
Meeting of Stockholders is incorporated herein by reference.

                                   PART III

ITEM 9.   DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
          COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT

     The information under the section entitled "Section 16(a) Beneficial
Ownership Reporting Compliance" in Indian Village Bancorp's Proxy Statement for
the 2000 Annual Meeting of Stockholders is incorporated herein by reference.

ITEM 10.  EXECUTIVE COMPENSATION

     The information under the section entitled "Executive Compensation" in
Indian Village Bancorp's Proxy Statement for the 2000 Annual Meeting of
Stockholders is incorporated herein by reference.

ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

     The information under the section entitled "Stock Ownership" in Indian
Village Bancorp's Proxy Statement for the 2000 Annual Meeting of Stockholders is
incorporated herein by reference.

ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     The information under the section entitled "Transactions with Management"
in Indian Village Bancorp's Proxy Statement for the 2000 Annual Meeting of
Stockholders is incorporated herein by reference.

                                       29
<PAGE>

ITEM 13.       EXHIBITS AND REPORTS ON FORM 8-K.

      (a)      (1)  The following are filed as a part of this report by means of
                    incorporation by reference to Indian Village Bancorp's 1999
                    Annual Report to Stockholders:

                      .   Independent Auditors' Report

                      .   Consolidated Statements of Financial Condition as of
                          December 31, 1999 and 1998

                      .   Consolidated Statements of Income for the Years Ended
                          December 31, 1999 and 1998

                      .   Consolidated Statements of Equity for the Years Ended
                          December 31, 1999 and 1998

                      .   Consolidated Statements of Cash Flows for the Years
                          Ended December 31, 1999 and 1998

                      .   Notes to Consolidated Financial Statements

               (2)  All financial statement schedules are omitted because they
                    are not required or applicable, or the required information
                    is shown in the consolidated financial statements or the
                    notes thereto.

               (3)  Exhibits

                    3.1   Articles of Incorporation of Indian Village Bancorp,
                          Inc.(1)
                    3.2   Bylaws of Indian Village Bancorp, Inc. (1)
                    4.0   Form of Stock Certificate of Indian Village Bancorp,
                          Inc. (1)
                    10.1  Indian Village Community Bank Employee Stock Ownership
                          Plan Trust Agreement (2)
                    10.2  ESOP Loan Commitment Letter and ESOP Loan Documents
                          (2)
                    10.3  Employment Agreement between Indian Village Community
                          Bank, Indian Village Bancorp, Inc. and Marty R. Lindon
                          (2)
                    10.4  Employment Agreement between Indian Village Community
                          Bank, Indian Village Bancorp, Inc. and Lori S. Frantz
                          (2)
                    10.5  Indian Village Community Bank Employee Severance
                          Compensation Plan (2)
                    13.0  Indian Village Bancorp, Inc. 1999 Annual Report to
                          Stockholders
                    21.0  Subsidiary information is incorporated herein by
                          reference to Part I, Item 1, "Business--Subsidiary
                          Activities"
                    27.0  Financial Data Schedule
                    ____________________
                    (1)   Incorporated herein by reference from the Exhibits to
                          Form SB-2, Registration Statement and amendments
                          thereto, initially filed on March 18, 1998,
                          Registration No. 333-74621.
                    (2)   Incorporated herein by reference from the exhibits to
                          the Form 10-QSB for the quarter ended September 30,
                          1999, filed November 15, 2000.

      (b)      Reports on Form 8-K

      None.

                                       30
<PAGE>

CONFORMED

                                  SIGNATURES

     In accordance with Section 13 or 15(d) of the Securities Exchange Act of
1934, the Registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                      INDIAN VILLAGE BANCORP, INC.


Date: March 29, 2000                  By: /s/ Marty R. Lindon
                                          --------------------------
                                          Marty R. Lindon
                                          President and Chief Executive Officer

     In accordance with the Exchange Act, this report has been signed below by
the following persons on behalf of the Registrant and in the capacities and on
the dates indicated.

   Name                     Title                                   Date
   ----                     -----                                   ----

/s/ Marty R. Lindon         President, Chief Executive          March 29, 2000
------------------------    Officer and Director
Marty R. Lindon             (principal executive officer)



/s/ Lori S. Frantz          Vice President, Chief Financial     March 29, 2000
------------------------    Officer and Treasurer (principal
Lori S. Frantz              financial and accounting officer)


/s/ Rebecca S. Mastin       Chairperson of the Board            March 29, 2000
-------------------------
Rebecca S. Mastin


/s/ John A. Beitzel         Vice Chairman of the Board          March 29, 2000
-------------------------
John A. Beitzel


/s/ Michael A. Cochran      Corporate Secretary and             March 29, 2000
-------------------------   Director
Michael A. Cochran



/s/ Vernon E. Mishler       Director                            March 29, 2000
-------------------------
Vernon E. Mishler


/s/ Joanne Limbach          Director                            March 29, 2000
-------------------------
Joanne Limbach


/s/ Cindy S. Knisely        Director                            March 29, 2000
-------------------------
Cindy S. Knisely

                                       31