SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549


                                  FORM 10-KSB

Annual Report Pursuant to Section 13 or 15(d) of the Securities  Exchange Act of
     1934 For fiscal year ended September 30, 1998
Transition report under Section 13 or 15(d) of the Securities Exchange
     Act of 1934

     For the transition period from ____________________ to ____________________

     Commission file number 0-25300

                       HARVEST HOME FINANCIAL CORPORATION
             (Exact name of Registrant as specified in its charter)


        Ohio                                          31-1402988
(State or other Jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)

3621 Harrison Avenue, Cheviot, Ohio                      45211
(Address of Principal Executive Offices)               (Zip  Code)

Registrant's telephone number, including area code: (513) 661-6612

          Securities registered pursuant to 12(b) of the Exchange Act:

                                      None
                                (Title of Class)

         Securities registered under Section 12(g) of the Exchange Act:

                        Common shares without par value
(Title of Class)

     Indicate  by  checkmark  whether the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days.

  X   YES                         NO

     Check if there is no disclosure  of  delinquent  filers in response to Item
405 of Regulation S-B is not contained in this form,  and no disclosure  will be
contained,  to the  best of  registrant's  knowledge,  in  definitive  proxy  or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB.

State issuer's revenues for its most recent fiscal year.  $6.5 million

     Based upon the bid price  provided  by the  NASDAQ  system,  the  aggregate
market  value of voting stock held by  non-affiliates  of the issuer on December
23, 1998 was $14.63.

      862,357 shares of issuer's common shares were issued and outstanding as of
December 23, 1998,  this total is net of 129,518 shares of issuer's common stock
repurchased as treasury shares.

                      

DOCUMENTS INCORPORATED BY REFERENCE

     The  registrant's  annual  report  to  security-holders  furnished  to  the
Commission  under Rule 14a-3 or 14c-3;  Registrant's  definitive proxy statement
filed in accordance with Rule 14a-101, Schedule 14a filed on December 11, 1998.


                    Page 1 of 40 sequentially numbered pages.

                          Index to Exhibits on page 41.

<PAGE>
PART I

Item 1.        Description of Business

     Harvest Home  Financial  Corporation  ("HHFC",  or the  "Corporation")  was
incorporated in February 1994 under Ohio Law for the purpose of acquiring all of
the capital  stock issued by Harvest Home  Savings Bank in  connection  with its
conversion from a state chartered mutual savings bank to a state chartered stock
savings bank (the  "Conversion").  The Conversion was  consummated on October 7,
1994 and, as a result, the Corporation became a unitary savings and loan holding
company for its wholly owned  subsidiary,  Harvest  Home Savings Bank  ("Harvest
Home" or the "Bank").  The Corporation has no significant  assets other than the
Bank's  common  stock   acquired  in  the  Conversion  and  has  no  significant
liabilities.  Future  references to the Corporation or Harvest Home are utilized
herein as the context requires.


General

     As a community oriented financial institution,  Harvest Home seeks to serve
the financial needs of the families and community businesses in its market area.
Harvest Home is principally  engaged in the business of attracting deposits from
the  general  public  (which are  insured to  applicable  limits by the  Savings
Association  Insurance  Fund) and using such  deposits to originate  residential
loans  in its  primary  market  area.  To a lesser  extent,  Harvest  Home  also
originates construction loans and loans secured by multi-family residential real
estate,  nonresidential  real estate,  and deposits.  In addition,  Harvest Home
invests in mortgage-backed  securities,  other investment grade securities,  and
short-term  liquid  assets.  Harvest Home also offers a Visa credit card program
through a commercial bank.

     Harvest Home conducts  business  from its main office in Cheviot,  Ohio and
from two  full-service  branch offices located in the Cincinnati  area.  Harvest
Home's primary market area consists of western Hamilton County,  Ohio,  although
its market also extends to the remainder of Hamilton County and to the townships
contiguous to Hamilton County in the counties of Butler, Clermont, and Warren.
















                                       2
<PAGE>
                 SELECTED FINANCIAL INFORMATION AND OTHER DATA

     The  following  tables  set  forth  certain   information   concerning  the
consolidated financial condition,  earnings and other data regarding HHFC at the
dates and for the periods indicated. The financial information should be read in
conjunction  with  the  consolidated  financial  statements  and  notes  thereto
included elsewhere herein.
<TABLE>
<CAPTION>
                                                                 

Selected Financial
condition                                                           At September 30,
and other data:                         1998              1997              1996             1995             1994
                                                                 (Dollars in thousands)
<S>                                     <C>              <C>               <C>              <C>              <C>  
Total amount of:
Assets                               $96,894           $93,832           $78,718          $69,532           $72,765
Cash and cash
  Equivalents(1)                       2,887             5,264             1,708            2,313            16,333
Investment
  securities at cost                       0                 0                 0           18,032             9,992
Investment securities
  available for sale -
  at market                            4,032             8,039            12,105                0                 0
Mortgage-backed
  securities at cost                       0                 0                 0            9,009             8,243
Mortgage-backed securities
  available for sale -
  at market                           37,864            32,466            20,429                0                 0
Loans receivable - net                48,497            45,229            42,267           38,245            36,319
Deposits                              60,225            58,786            57,958           56,425            67,810
Advances from the FHLB                25,850            24,000            10,000                0                 0
Stockholders' equity(2)                9,977            10,344             9,725           12,706             4,581

Number of:
 Real estate loans
   outstanding                           919             1,054             1,038            1,000             1,052
 Deposit accounts                      9,143             8,035             8,466            8,309             6,987
 Full service
  offices                                  3                 3                 3                3                3
</TABLE>

<TABLE>
<CAPTION>


Summary of Earnings:
                                                                     Year Ended September 30,
                                        1998              1997              1996             1995              1994
                                                                         (In thousands)
<S>                                     <C>                <C>               <C>             <C>               <C>
Interest income                       $6,367            $5,983            $5,209           $4,872            $4,187
Interest expense                       4,143             3,689             2,969            2,569             2,387
                                       -----             -----             -----            -----             -----
Net interest income                    2,224             2,294             2,240            2,303             1,800
Provision for
  loan losses                             12                 9                 1               12                 9
                                       -----             -----             -----            -----             -----
Net interest income after
  provision for loan losses            2,212             2,285             2,239            2,291             1,791

Other income                             109                64                74               50                53
General, administrative
  and other expense                    1,516             1,409             2,136            1,372             1,216
                                       -----             -----             -----            -----             -----
Earnings before
  income taxes                           805               940               177              969               628
Federal income taxes                     264               313                45              329                13
                                      ------            ------            ------           ------             -----
Net earnings                          $  541           $   627           $   132          $   640            $  415
                                      ======           =======           =======          =======            ======
</TABLE>


(1) Includes  cash,  federal funds sold and  interest-bearing  deposits in other
financial institutions.  (2) Consists of only retained earnings at September 30,
1994.

                                       3

<PAGE>


<TABLE>
<CAPTION>
                                                                   At September 30,
Selected Financial
  ratios:                               1998              1997              1996             1995              1994

<S>                                     <C>                <C>               <C>             <C>               <C>
Interest rate spread (difference
between average yield on interest-
earning assets and average cost of
interest-bearing liabilities)           1.95%             2.17%             2.24%            2.48%            2.63%

Net interest margin
(net interest income as
a percentage of average
interest earning assets)                2.45              2.76              3.07            3.27              2.82

Return on equity (net
earnings divided
by average equity)                      5.28              6.09              1.05             5.09             9.49

Return on assets
(net earnings
divided by average
total assets)                           0.58              0.73              0.18             0.89              0.64

Equity-to-assets ratio
(average equity divided
by average
total assets)                          11.05             12.06             16.94            17.56              6.70

Loans loss reserve
as a percentage
of non-performing
loans                                 259.18%           121.05%           67.68%           76.92%           268.57%

</TABLE>












                                       4
<PAGE>
Lending Activities

           General.  Harvest Home's primary lending  activity is the origination
of  conventional  mortgage  loans for its own portfolio  secured by one-to four-
family residential  properties located in Harvest Home's primary market area. To
a lesser  extent,  loans  for the  construction  of one- to  four-family  homes,
mortgage  loans on  multifamily  properties  containing  five  units or more and
nonresidential  properties,  and secured  home equity  loans are also offered by
Harvest  Home.  In addition to mortgage  lending,  Harvest  Home makes a limited
amount of consumer loans secured by deposits.

            Loan Portfolio  Composition.  The following  table presents  certain
information  with respect to the composition of Harvest Home's loan portfolio at
the dates indicated.

<TABLE>
<CAPTION>
                                                                  At September 30
                                               1998                       1997                        1996           
                                                   Percent                    Percent                     Percent    
                                                  of total                   of total                    of total    
                                      Amount         loans        Amount        loans        Amount         loans    
<S>                                    <C>           <C>            <C>           <C>         <C>            <C>     
Type of Loan:

Residential real estate
loans:
Construction loans                    $4,663          9.6%       $ 1,513         3.4%       $ 3,290          7.8%    
 1-4 family and multi-
 family (1)                           43,856          89.8        42,353         93.6        38,210          90.4    

Nonresidential real
   estate and land                     3,024           6.2         2,554          5.7         3,281           7.8    

Deposit accounts                          25            .1            45           .1            42            .1    
                                      ------         -----        ------        -----        ------         -----    

                                      51,568         105.7        46,465        102.8        44,823         106.1    
Less:
 Loans in process                    (2,556)         (5.2)       (1,019)        (2.3)       (2,320)         (5.5)    
 Deferred loan
   origination fees                     (88)          (.2)        ( 102)        ( .2)        ( 125)          (.3)    
 Allowance for loan losses             (127)          (.3)        ( 115)        ( .3)        ( 111)          (.3)    
                                     -------        ------       -------       ------       -------        ------    
 Total Loans                         $48,797        100.0%       $45,229       100.0%       $42,267        100.0%    
                                     =======        ======       =======       ======       =======        ======    

Type of Security:
 Residential real
 estate:
 1-4 family                          $47,152         96.6%       $42,464        93.9%       $39,978         94.6%    

 Other dwelling                        1,367           2.8         1,402          3.1         1,522           3.6    
Nonresidential real estate             3,024           6.2         2,554          5.7         3,281           7.8    
Deposit accounts                          25            .1            45           .1            42            .1    
                                      ------         -----        ------        -----        ------         -----    

                                      51,568         105.7        46,465        102.8        44,823         106.1    

Less:
 Loans in process                     (2,556)         (5.2)       (1,019)       (2.3)       (2,320)         (5.5)  
 Deferred loan
  origination fees                      (88)          (.2)         (102)        ( .2)        ( 125)          (.3)    
 Allowance for loan losses             (127)          (.3)         (115)        ( .3)        ( 111)          (.3)    
                                     -------        ------       -------       ------       -------        ------    
Total Loans                          $48,797        100.0%       $45,229       100.0%       $42,267        100.0%    
                                     =======        ======       =======       ======       =======        ======    
</TABLE>



<TABLE>
<CAPTION>

                                                         At September 30
                                                1995                    1994
                                                    Percent                  Percent
                                                   of total                 of total
                                      Amount          loans     Amount         loans
<S>                                     <C>           <C>         <C>           <C>
Type of Loan:

Residential real estate
loans:
Construction loans                   $ 1,505           3.9%    $ 1,660          4.6%
 1-4 family and multi-
 family (1)                           34,002           88.9     32,898         90.6

Nonresidential real
   estate and land                     3,341            8.8      3,101          8.5

Deposit accounts                          83             .2         90          0.2
                                      ------          -----     ------        -----

                                      38,931          101.8     37,749        103.9
Less:
 Loans in process                      (428)          (1.1)    (1,148)        (3.2)
 Deferred loan
   origination fees                    (148)          ( .4)     ( 184)        (0.5)
 Allowance for loan losses             (110)          ( .3)     (  98)        (0.2)
                                     -------         ------    -------       ------
 Total Loans                         $38,245         100.0%    $36,319       100.0%
                                     =======         ======    =======       ======

Type of Security:
 Residential real
 estate:
 1-4 family                          $34,117          89.2%    $32,818         90.4%

 Other dwelling                        1,390            3.6     1,740           4.8
Nonresidential real estate             3,341            8.8      3,101          8.5
Deposit accounts                          83             .2         90          0.2
                                      ------          -----     ------        -----

                                      38,931          101.8     37,749        103.9
                                      ======          =====     ======        =====

Less:
 Loans in process                      (428)           (1.1)    (1,148)        (3.2)
 Deferred loan
  origination fees                     (148)           ( .4)      (184)        (0.5)
 Allowance for loan losses             (110)           ( .3)      ( 98)        (0.2)
                                     -------          ------    -------        -----
Total Loans                          $38,245          100.0%    $36,319       100.0%
                                     =======          ======    =======       ======

</TABLE>




(1)  Includes  home  equity  lines of credit  underwritten  on the same basis as
     first mortgage loans.


                                       5
<PAGE>
     Loans.  The following table sets forth certain  information as of September
30,  1998  regarding  the dollar  amount of loans  maturing  in  Harvest  Home's
portfolio  based on their  contractual  terms to maturity.  Demand loans,  loans
having no stated schedule of repayments and no stated  maturity,  and overdrafts
are reported as due in one year or less.

<TABLE>
<CAPTION>


                                                                  Due 3-5     Due 5-10     Due 10-20       Due 20 or
                                 Due during the years              years       years         years        more years
                                      September 30,                after       after         after           after
                              1999       2000         2001        9/30/98      9/30/98       9/30/98       9/30/98        Total
                                                                           (In thousands)
<S>                          <C>         <C>          <C>            <C>         <C>          <C>             <C>           <C>
Mortgage loans(1)(2)
One to four family
residential
Adjustable                  $1,302        $10          $15           $142         $585       $10,853          $8,537     $21,444

Fixed                            5        315          598            556        5,239        13,942           2,282      22,937

Multi-family
residential(2):
Adjustable                       0          0            4             30          528           805               0       1,367

Non-residential                 30          5            7            145          655         2,182               0       3,024

Deposit account loans           25          0            0              0            0             0               0          25
                                --          -            -              -            -             -               -          --


Total loans                 $1,362       $330         $624           $873       $7,007       $27,782         $10,819     $48,797
                            ======       ====         ====           ====       ======       =======         =======     =======

</TABLE>

(1)  Amounts  shown are net of loans in process  of  $2,556,000,  deferred  loan
     origination fees of $88,000 and allowance for loan losses of $127,000.

(2)  Includes construction loans and land loans.


     The following table sets forth the dollar amount of all loans due after one
year from  September  30,  1998,  which have  predetermined  interest  rates and
floating or adjustable interest rates:

<TABLE>
<CAPTION>

                                 Predetermined          Floating or
                                         Rates      adjustable rate            Total
                                                     (In thousands)
<S>                                      <C>               <C>                   <C>
Mortgage Loans:

One- to four-
family residential                     $22,932              $20,142           $43,074

Multi-family
residential                                  0                1,367             1,367

Nonresidential                               0                2,994             2,994
                                        ------               ------            ------

Total loans:                           $22,932              $24,503           $47,435
                                       =======              =======           =======
</TABLE>


                                        6
<PAGE>

     One- to  Four-Family  Residential  Real Estate Loans.  The primary  lending
activity of Harvest  Home has been the  origination  of  permanent  conventional
loans  secured  by  one-  to  four-family  residences,  primarily  single-family
residences,  located  within  Harvest  Home's  primary market area. In addition,
Harvest Home makes second mortgage loans, as well as home equity lines of credit
underwritten on the same basis as first mortgage loans.  Harvest Home also has a
small percentage of loans secured by property located outside its primary market
area  including  a small  percentage  secured by real  estate  located in nearby
southeastern  Indiana and northern Kentucky.  Each of such loans is secured by a
mortgage on the underlying real estate and improvements thereon, if any.

     Regulations limit the amount which Harvest Home may lend in relationship to
the  appraised  value of the real  estate and  improvements  at the time of loan
origination. Within the parameters of such regulations, Harvest Home makes fixed
rate loans on single family, owner occupied residences up to 80% of the value of
the real estate and improvements (the "Loan-to-Value  Ratio" or "LTV") for terms
not to exceed 15 years and  adjustable-rate  mortgage  loans  ("ARMs") up to 89%
LTV.  Harvest Home does not require private  mortgage  insurance for such loans.
Harvest Home  recently  began  offering ARMs for terms not to exceed 25 years in
amounts up to 95% LTV and requires  private  mortgage  insurance for such loans.
Harvest Home also offers loans to low and moderate  income  borrowers  for first
time purchase of single  family owner  occupied  residences.  These loans can be
obtained for up to 95% of the property's  purchase  price at a discounted  fixed
interest  rate for a period  of up to 25 years,  and  require  private  mortgage
insurance.

     ARMs are offered by Harvest Home for terms of up to 30 years.  The interest
rate  adjustment  period on the ARMs is three  years which is tied to changes in
the weekly  average yield on U.S.  Treasury  securities,  adjusted to a constant
maturity of one year as made  available by the Board of Governors of the Federal
Reserve System (the "Index").  The interest rate for the next three-year  period
is increased  or decreased by the amount of the change in the Index  between the
date the interest rate was set and the date of the three-year adjustment rounded
to the nearest  one-quarter  percent.  The maximum allowable  adjustment at each
adjustment  date is usually 2% with a maximum  adjustment of 5% over the term of
the loan.  ARMs  generally  have an increased  risk of delinquency in periods of
rising  interest  rates  due to the  increasing  monthly  payments  required  of
borrowers. Harvest Home has in the past issued three-year ARMs tied to different
indexes.  One such index is tied to a one-year (our most current index) constant
maturity U.S. Treasury Index.  Another index is tied to the interest rates being
charged by Harvest Home for similar type loans at the time of the interest  rate
change.  Borrowers are qualified at the contract rate at the time of origination
of the loan.

     Harvest Home's one- to four-family  residential real estate loan portfolio,
including  construction  loans, was approximately $47.2 million at September 30,
1998,  and  represented  97% of total  loans at such date.  At such date,  loans
secured by one- to four-family residential real estate with outstanding balances
of $49,000,  or .1%, of the total one- to  four-family  residential  real estate
loan balance, were delinquent. See "Delinquent Loans,  Non-Performing Assets and
Classified Assets."

     Multifamily  Residential Real Estate Loans. In addition to loans on one- to
four-family  properties,  Harvest  Home  makes  loans  secured  by  multi-family
properties  containing over four units.  Multi-family loans generally have terms
of up to 20 years and a maximum LTV of 80%. Such loans are  currently  made with
adjustable interest rates.

     Multi-family  lending is generally considered to involve a higher degree of
risk because the loan amounts are larger and the borrower typically depends upon
income  generated by the project to cover  operating  expenses and debt service.
The  profitability  of  a  project  can  be  affected  by  economic  conditions,
government  policies  and other  factors  beyond the  control  of the  borrower.
Harvest Home attempts to reduce the risk associated with multi-family lending by
evaluating the  credit-worthiness  of the borrower and the projected income from
the project,  and by obtaining personal guarantees on loans made to corporations
and partnerships,  and, where deemed necessary,  Harvest Home obtains additional
collateral.  Harvest Home  currently  requires  that  borrowers  agree to submit
financial  statements  annually  to enable  Harvest  Home to  monitor  the loan,
although no such requirement existed until 1993.

     At  September  30,  1998,  Harvest  Home had $1.4  million of  multi-family
residential real estate loans, representing 2.8% of total loans at that date. At
such date, no such loans were delinquent.


                                       7
<PAGE>
     Construction  Loans.  Harvest Home makes construction loans for residential
and  non-residential  real estate. Such loans are structured to become permanent
loans  upon  completion  of  construction.  Residential  construction  loans are
offered at fixed rates for terms up to 15 years,  and at adjustable  rates up to
30 years. Non-residential construction loans are offered at adjustable rates for
terms up to 20 years.  The  majority of the  construction  loans  originated  by
Harvest  Home are made to  owner-occupants  for  construction  of single  family
homes. The remainder are made for non-owner occupied  properties to builders for
small  projects,  some of  which  have  not been  pre-sold,  and to other  small
commercial developers.

     Construction  loans for non-owner  occupied  properties  generally  involve
greater  underwriting  and default  risks than do loans  secured by mortgages on
existing properties due to the concentration of principal in a limited number of
loans and  borrowers  and the  effects of general  economic  conditions  on real
estate   developments,   developers,   managers  and   builders.   In  addition,
construction  loans in general are more difficult to evaluate and monitor.  Loan
funds are advanced upon the security of the project under construction, which is
more difficult to value before the completion of construction. Moreover, because
of the uncertainties inherent in estimating construction costs, it is relatively
difficult to evaluate  accurately  the LTVs and the total loan funds required to
complete a project.  In the event a default on a  construction  loan  occurs and
foreclosure follows,  Harvest Home would have to take control of the project and
attempt  either to arrange  for  completion  of  construction  or dispose of the
unfinished  project.  Harvest Home's construction loans generally are secured by
property  located in Harvest  Home's  primary  market area.  Construction  loans
secured by property  outside the primary lending area are secured by property in
Eastern Hamilton County and surrounding counties,  all within the State of Ohio;
such loans are made on the same terms and conditions as those within the primary
lending area and pose no more risk than those within the primary lending area.

     At September 30, 1998, Harvest Home had $4.7 million of construction loans,
or 9.6% of its loan portfolio, none of which were delinquent.

     Nonresidential  Real Estate  Loans and Land Loans.  Harvest Home also makes
loans  secured by  nonresidential  real estate  consisting  primarily  of retail
stores,  warehouses,  and office buildings.  Such nonresidential  loans are made
only with adjustable rates of interest.  Such loans have terms of up to 20 years
and a maximum LTV of 75%. The largest  loan of this type at  September  30, 1998
had a principal  balance of $429,544 and was secured by a retail shopping center
and the residence of the borrower, both located in Harvest Home's primary market
area.

     Nonresidential  real estate  lending is generally  considered  to involve a
higher degree of risk than residential lending due to the relatively larger loan
amounts  and the  effects  of  general  economic  conditions  on the  successful
operation of  income-producing  properties.  If the cash flow on the property is
reduced,  for  example,  as leases are not obtained or renewed,  the  borrower's
ability to repay may be  impaired.  Harvest Home has  endeavored  to reduce such
risk by evaluating the credit history and past performance of the borrower,  the
location of the real  estate,  the quality of the  management  constructing  and
operating the property,  the debt service ratio, the quality and characteristics
of the income stream  generated by the property,  and appraisals  supporting the
property's  valuation.  Harvest Home  currently  requires  borrowers to agree to
submit financial  statements annually to allow Harvest Home to monitor the loan,
although no such requirement existed until 1993.

     At September 30, 1998, Harvest Home had a total of $3.0 million invested in
nonresidential  real estate loans.  Such loans comprised  approximately  6.2% of
Harvest   Home's  total  loans  at  such  date.  At  such  date,   none  of  the
nonresidential real estate loans were non-performing.

     Deposit Account Loans.  Harvest Home makes consumer  loans,  exclusively to
depositors  on the security of their  deposit  accounts.  Such loans are made at
adjustable rates of interest, and the principal amount of the loan cannot exceed
the face value of the pledged deposit.  Interest is due quarterly, and principal
is due on demand.

     At September  30, 1998,  Harvest Home had  approximately  $25,000 or .1% of
total loans, invested in deposit loans.


                                       8
<PAGE>
     Home Equity Lines of Credit and Second Mortgages.  Harvest Home offers home
equity lines of credit.  These are typically  secured by second  mortgages,  but
with some  being  secured  by first  mortgages.  The line of  credit  agreements
currently  being  offered by Harvest  Home  provide  that  borrowers  can obtain
advances up to their credit limit for a period of fifteen years,  and after that
time, the borrowers must repay the outstanding balance over a period of the next
ten years.  Harvest  Home has  offered in the past home  equity  lines of credit
which are open ended and have no required  repayment period or fixed termination
date.  These lines of credit may,  however,  be terminated at any time by either
party.

     Loan  Solicitation and Processing.  Loan  originations are developed from a
number  of  sources,  including  continuing  business  with  depositors,   other
borrowers and real estate  developers,  solicitations  by Harvest Home's lending
staff, and walk-in customers.

     Loan applications for permanent mortgage loans are taken by loan personnel.
Harvest Home obtains a credit  report,  verification  of  employment,  and other
documentation  concerning the credit-worthiness of the borrower. An appraisal of
the fair market value of the real estate which will be given as security for the
loan is  prepared  by an  independent  fee  appraiser  approved  by the Board of
Directors. For residential properties,  an environmental study is conducted only
if the  appraiser  or a director  has reason to  believe  that an  environmental
problem may exist. For most nonresidential  properties,  an environmental report
is required. For most multi-family and nonresidential mortgage loans, a personal
guarantee is required.  Upon the  completion of the appraisal and the receipt of
information  on the  borrower,  the  application  for a loan is submitted to the
Executive  Committee  and/or the Board of Directors  for approval or  rejection.
Loan applications  which do not exceed $100,000 generally can be approved by the
Harvest  Home's  designated  loan  officer as long as the loan  conforms  to all
underwriting requirements.

     If a mortgage loan application is approved,  an attorney's opinion of title
is obtained on the real estate which will secure the mortgage loan. Harvest Home
does not obtain title  insurance.  Borrowers are required to carry  satisfactory
fire and casualty  insurance and flood  insurance,  if  applicable,  and to name
Harvest Home as an insured mortgagee.

     The  procedure  for  approval  of  construction  loans  is the  same as for
permanent mortgage loans, except that an appraiser evaluates the building plans,
construction  specifications,  and estimates of construction costs. Harvest Home
also  evaluates the  feasibility  of the proposed  construction  project and the
experience and record of the builder.

     Harvest Home's loans contain provisions that the entire balance of the loan
is due upon sale of the property securing the loan.

     Loan  Originations,  Purchases,  and Sales.  During the past several years,
Harvest Home has been actively  originating  new fixed-rate and  adjustable-rate
loans.  All loans  originated  during that  period have been held in  portfolio.
Harvest Home has not sold a loan since 1984. Harvest Home does not process loans
on forms accepted on the secondary market. Management believes other significant
secondary market guidelines are followed. While there are no current plans to do
so, Harvest Home may sell loans in the future if management deems it in the best
interest of Harvest Home. Prior to 1981, Harvest Home originated  mortgage loans
only  at  fixed  rates.   Beginning  in  1981,   Harvest  Home  originated  only
adjustable-rate  loans. In the late '80s, Harvest Home again began originating a
limited amount of fixed-rate  mortgage  loans,  up to maximum terms of 15 years,
which are held in its portfolio in addition to ARMs.



                                       9
<PAGE>
     Harvest Home  generally does not  participate in loans  originated by other
institutions.  Harvest Home had in its portfolio  participations  originated and
serviced for others  totalling  approximately  $196,000 at  September  30, 1998.
Harvest Home will  consider  participation  in loans in the future if management
deems it to be in the interest of Harvest  Home.  The following  table  presents
Harvest  Home's  mortgage  loan  originations  and  mortgage-backed   securities
purchases, and sales activity for the periods indicated:

<TABLE>
<CAPTION>

                                                              Year Ended September 30,

                                                 1998              1997             1996              1995             1994
                                                                          (In thousands)

<S>                                              <C>              <C>                <C>               <C>             <C> 
Loans Originated:

Construction                                   $1,540           $ 1,625          $ 3,488            $  962           $1,269

1 to 4 Family                                  11,256             6,271            7,082             5,466            5,480

Home equity line
 of credit                                        212               532              570               385              242
 5 or more units                                  433                 0              220                 0                0

Nonresidential
real estate                                       438               485              844                 0              188

Deposit accounts                                   43                 0               56                85               60
                                              -------            ------           ------            ------           ------

Total loans
originated                                    $13,922           $ 8,913          $12,260            $6,898           $7,239
                                              =======           =======          =======            ======           ======

Loans and
mortgage-backed
securities
purchased:

Loans                                          $    0           $     0          $     0           $     0           $    0
Insured,
guaranteed or
collaterized
mortgage-backed
securities                                     26,992            18,205           12,972             2,013            1,000
                                               ------            ------           ------             -----            -----

Total loans and
mortgage-backed
securities
purchased                                     $26,992           $18,205          $12,972            $2,013           $1,000
                                              =======           =======          =======            ======           ======


Loans and mortgage-
backed securities
sold:

Residential real
estate loans                                  $     0           $     0          $     0           $     0           $    0

Mortgage-backed
securities                                      1,878               141              267                 0                0
                                               ------            ------           ------            ------            -----

Total loans and
mortgage-backed
securities sold                                $1,878           $   141           $  267          $     0           $     0
                                               ======           =======           ======          =======           =======

</TABLE>



                                       10
<PAGE>
     Regulations  generally  limit the aggregate  amount that a savings bank can
lend to one borrower to an amount equal to 15% of the savings bank's  unimpaired
capital and unimpaired surplus  (collectively,  "Unimpaired Capital"). A savings
bank may loan to one  borrower  an  additional  amount  not to exceed 10% of the
association's  Unimpaired  Capital if the additional  amount is fully secured by
certain forms of "readily marketable  collateral." Real estate is not considered
"readily  marketable  collateral."  In applying  these limits,  the  regulations
require that loans to certain  related or  affiliated  borrowers be  aggregated.
Based on such  limits,  Harvest  Home  could  have  made  loans in an  aggregate
principal  amount of $1.4 million to one borrower at September 30, 1998. At that
date, Harvest Home had no loans in excess of such limits.

     Loan Origination and Other Fees. Harvest Home realizes loan origination fee
and other fee income from its lending activities,  and also realizes income from
late payment charges, and fees for other miscellaneous services.

     Loan  origination  fees and other  fees are a  volatile  source of  income,
varying  with the volume of  lending,  loan  repayments,  and  general  economic
conditions.  All  nonrefundable  loan  origination  fees and certain direct loan
origination  costs are deferred and recognized in accordance with SFAS No. 91 as
an adjustment to yield over the life of the related loan.

     Delinquent  Loans,  Non-Performing  Assets and  Classified  Assets.  When a
borrower  fails to make a required  payment on a loan,  Harvest Home attempts to
cause the  deficiency  to be cured by contacting  the  borrower.  In most cases,
deficiencies have been cured promptly.

     Loans  originated by Harvest Home before 1981 required  payment of interest
in advance.  Although the mortgage  documents  require  payments on the first of
each month, borrowers were told that payments would not be treated as delinquent
if made by the last working day of that month.

     Loans  originated  commencing  in 1981  require  interest in  arrears,  and
payments are due on the first day of the following month.

  The following collection procedures are generally used:

     A.   When a loan  payment is in arrears  beyond the late  payment  date,  a
          notice of late payment is generated by the on-line computer system and
          mailed  to the  borrower.  A copy of the  notice  is filed in the loan
          file.

     B.   When a loan payment  exceeds the due date by thirty days,  the loan is
          scheduled for individual  attention.  Additional late notices are sent
          to the borrower followed by a telephone call, if necessary.

     C.   When a loan  payment  exceeds the due date by sixty days and  personal
          contact has not cured the delinquency,  a ten-day collection letter is
          sent to the borrower by the Savings Bank's attorney. When a delinquent
          loan account is referred to the attorney for collection,  the borrower
          is restricted  from making any payment other than the total amount due
          as of the date of payment.

     D.   If the procedures  outlined in C above have not cured the delinquency,
          legal action is filed against the borrower.

     Real estate acquired by Harvest Home as a result of foreclosure proceedings
is classified as real estate owned ("REO") until it is sold. When property is so
acquired,  it is recorded by Harvest  Home at the lower of the book value of the
related  loan or the  estimated  fair  value of the real  estate,  less  selling
expenses at the date of acquisition,  and any write-down  resulting therefrom is
charged to the allowance for loan losses.  Interest  accrual,  if any, ceases no
later than the date of  acquisition  of the real estate,  and all costs incurred
from such date in maintaining  the property are expensed.  Costs relating to the
development  and  improvement  of the property are  capitalized to the extent of
fair value.  Harvest  Home has had only two parcels of REO during the last three
years.

     Harvest Home places loans on non-accrual  status when the collectibility of
the loan is in doubt  or when a loan is more  than  ninety  days  delinquent  in
interest payments.


                                       11
<PAGE>
  The following table reflects the amount of loans in a delinquent  status as of
the dates indicated:

<TABLE>
<CAPTION>



                                  September 30, 1998                   September 30, 1997                   September 30, 1996
                                                 Percent                              Percent                                Percent
                                                    of                                   of                                     of
                                                  total                                total                                  total
                           Number     Amount      Loans          Number    Amount      Loans           Number    Amount       Loans
                                                                   (Dollars in Thousands)
<S>                         <C>        <C>         <C>            <C>        <C>        <C>            <C>         <C>         <C> 
Days delinquent for
(1):

30 - 59 days                 6         $290       .60%              13      $461      1.02%               11      $267        .63%

60 - 89 days                 4          142        .29               5       376        .83                3       132         .31

90 days and over             1           49        .10               2        95        .21                4       164         .39
                             -           --        ---               -        --        ---                -        --        ----

Total delinquent
loans                       11         $481      0.99%              20      $932      2.06%               18      $563       1.33%
                            ==         ====      =====              ==      ====      =====               ==      ====       =====
</TABLE>

(1)  At  September  30,  1998,   delinquencies  include  11  one-to-four  family
     residential loans with principal balances totaling $481,000.









                                       12
<PAGE>
     The following table sets forth the amounts and categories of Harvest Home's
non-performing  assets as indicated by the dates on the accrual status when they
become past due 90 days or more.

<TABLE>
<CAPTION>
                                                                     At September 30,

                                                          1998              1997             1996

                                                                  (Dollars in Thousands)
<S>                                                        <C>               <C>             <C>
Accruing loans
delinquent 90
days or more                                             $   0             $   0            $   0
                                                         =====             =====            =====

Loans accounted for on a nonaccrual basis:

Real Estate:

  Residential                                               49                64              132

  Nonresidential                                             0                31               32

  Deposit account                                            0                 0                0
                                                          ----              ----             ----

Total nonaccrual loans                                      49                95              164

Other non-performing
assets                                                       0                 0                0
                                                          ----              ----             ----

Total non-performing
assets                                                    $ 49              $ 95             $164
                                                          ====              ====             ====

Total non-performing
assets as a percentage
of total assets                                           .05%              .10%             .21%

Specific loan loss
allowance                                                $   0             $   0           $    0

General loan loss
allowance (unallocated
as to any specific
loan type)                                                 127               115             111
                                                           ---               ---             ---

Total loan loss allowance                                 $127              $115             $111
                                                          ====              ====             ====

Loan loss allowance
as a percent of
non-performing loans                                    259.2%            121.1%            67.7%


Loan loss allowance as
a percent of non-
performing assets                                       259.2%            121.1%            67.7%

</TABLE>




                                       13
<PAGE>
     Harvest  Home  had 1  non-performing  loan  at  September  30,  1998  and 2
non-performing  loans at September 30, 1997.  During the periods shown,  Harvest
Home had no restructured loans within the meaning of SFAS No. 114.

     Harvest Home's  classification  policy provides for the  classification  of
loans and other assets such as debt and equity  securities  considered  to be of
lesser  quality  as  "substandard,"  "doubtful"  or "loss"  assets.  An asset is
considered  "substandard"  if it is  inadequately  protected  by the current net
worth and paying capacity of the obligor or of the collateral  pledged,  if any.
"Substandard"  assets include those characterized by the "distinct  possibility"
that  Harvest  Home  will  sustain  "some  loss"  if the  deficiencies  are  not
corrected.  Assets classified as "doubtful" have all of the weaknesses  inherent
in those  classified  "substandard,"  with  the  added  characteristic  that the
weaknesses  present make  "collection  or  liquidation in full," on the basis of
currently  existing facts,  conditions,  and values,  "highly  questionable  and
improbable."  Assets  classified as "loss" are those considered  "uncollectible"
and  of  such  little  value  that  their  continuance  as  assets  without  the
establishment  of a specific loss reserve is not warranted.  Assets which 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" by  management.  An insured  institution  is
required to establish  general  allowances  for loan losses in an amount  deemed
prudent by management for loans classified  substandard or doubtful,  as well as
for other problem loans. General allowances represent loss allowances which have
been  established  to  recognize  the  inherent  risk  associated  with  lending
activities,  but which, unlike specific  allowances,  have not been allocated to
particular problem assets. When an insured institution classifies problem assets
as "loss," it is required  either to establish a specific  allowance  for losses
equal to 100% of the  amount of the asset so  classified  or to charge  off such
amount.

     Generally, Harvest Home classifies as "substandard" all loans that are more
than 90 days delinquent  unless  management  believes the delinquency  status is
short-term due to unusual circumstances. Loans delinquent fewer than 90 days may
also be  classified  if the  loans  have  the  characteristics  described  above
rendering classification appropriate.

     The  aggregate  amounts of Harvest  Home's  classified  assets at the dates
indicated were as follows:

<TABLE>
<CAPTION>
                                                   At September 30,
                                      1998              1997             1996
                                                   (In thousands)
<S>                                    <C>              <C>               <C>
Substandard                           $228              $219             $252

Doubtful                                 0                 0                0


Loss                                     0                 0                0
                                      ----              ----             ----

Total classified
assets                                $228              $219             $252
                                      ====              ====             ====
</TABLE>


     Federal and state  examiners are  authorized  to classify a savings  bank's
assets. If a savings bank does not agree with an examiner's classification of an
asset, it may appeal to regulatory authorities.

     Allowance  for Loan Losses.  The Board of Directors  reviews on a quarterly
basis the  allowance  for loan  losses  as it  relates  to a number of  relevant
factors,  including  but not limited to,  trends in the level of  non-performing
assets and classified loans,  current and anticipated economic conditions in the
primary  lending area,  past loss  experience,  and possible losses arising from
specific  problem  assets.  To a lesser extent,  management  also considers loan
concentrations  to single  borrowers and changes in the  composition of the loan
portfolio. While management believes that it uses the best information available
to determine the allowance for loan losses,  unforeseen  market conditions could
result in  adjustments,  and net  earnings  could be  significantly  affected if
circumstances differ substantially from the assumptions used in making the final
determination.  At September 30, 1998, 1997, and 1996,  Harvest Home's allowance
for loan losses totaled $127,000, $115,000, and $111,000,  respectively, none of
which was allocated to a particular  type of loan at any such dates.  Due to the
absence of any material loss on any loan in recent years, the Board of Directors
of Harvest Home does not believe such a specific allocation is necessary.


                                       14
<PAGE>
     The following table sets forth an analysis of Harvest Home's  allowance for
losses on loans for the periods indicated. Harvest Home had no recoveries during
such periods.

<TABLE>
<CAPTION>
                                               For the year ended September 30,
                                           1998              1997             1996
                                                  (Dollars in thousands)
<S>                                        <C>                <C>             <C>
Balance at
beginning of year                          $115              $111             $110

Loans charged-off                             0               (5)                0

Recoveries                                    0                 0                0

Provision for losses
on loans (charged to
operations)                                  12                 9                1
                                           ----              ----             ----

Balance at end of period                   $127              $115             $111
                                           ====              ====             ====

Ratio of allowance for
losses on loans to
non-accrual loans                        259.2%            121.1%            67.7%

Ratio of allowance
for losses on loans
to total loans                            0.25%             0.25%            0.25%
</TABLE>


     Harvest  Home  increased  its  allowance  for loan losses from  $110,000 at
September  30, 1995,  to $127,000 at September  30, 1998,  due  primarily to (1)
Harvest Home's feeling that its new primary  regulator would require an increase
although  there is no such  current  agreement  or  requirement  to increase the
allowance,   and  (2)  an  increase  in  the  loan  portfolio.   There  were  no
disagreements  with  Harvest  Home's  primary  regulator as to the amount of the
allowance  following  the 1995  fiscal  year  provision.  Because  the loan loss
allowance is based on estimates,  it is monitored  regularly on an ongoing basis
and adjusted as necessary to provide an adequate allowance.

Mortgage-backed and Related Securities

     Harvest Home faces significant  competition for loans in its primary market
area.  This  competitive  factor,  coupled  with  the  declining  interest  rate
environment  over the past  several  years has  limited  the  opportunities  for
originating  adjustable  rate  mortgage  loans.  As a result,  Harvest  Home has
purchased  adjustable  rate  mortgage-backed  securities,  as well  as  mortgage
related  securities  such as CMO/REMICs  as  interest-rate  sensitive  portfolio
investments.

     Harvest Home's adjustable rate mortgage-backed securities are guaranteed as
to principal and interest by GNMA, FNMA and FHLMC. At September 30, 1998,  $29.3
million, or 77.3% of Harvest Home's  mortgage-backed  securities were adjustable
rate.

     CMO/REMICs are securities  derived by reallocating cash flows from mortgage
backed  securities  or pools of  mortgage  loans  in  order to  create  multiple
classes,  or  tranches  of  securities  with  coupon  rates that differ from the
underlying collateral as a whole. Harvest Home invests in these securities as an
interest rate sensitive investment  portfolio  alternative to mortgage loans. As
of September 30, 1998,  Harvest  Home's  CMO/REMICS  totaled $28.7  million,  or
75.8%, of the mortgage- backed securities portfolio. All of the CMO/REMICs owned
by Harvest  Home are  insured or  guaranteed  directly,  or  indirectly,  though
mortgage-backed  securities  underlying the obligations by FNMA, FHLMC, or GNMA.
CMOs and REMICs can be classified by federal  regulators  under certain economic
scenarios as "high risk"  derivatives and are therefore  potentially  subject to
forced  divestiture.  However,  due to the nature of Harvest Home's investments,
i.e., relatively  short-term to maturity,  the probability of such occurrence is
viewed by management as remote.



                                       15
<PAGE>
     At September 30, 1998,  HHFC's  investment and market value  information of
mortgage-backed securities designated as available for sale was comprised of the
following:

<TABLE>
<CAPTION>
                                         Gross             Gross            Gross         Market
                                     Amortized        Unrealized       Unrealized         Value
                                          Cost             Gains           Losses
                                                              (In thousands)
<S>                                      <C>               <C>               <C>               <C>
FHLMC participation
certificates                           $ 6,140              $  3            $  26           $ 6,117

FHLMC CMOs                              15,358                 8               29            15,337

GNMA participation
certificates                                 0                 0                0                 0

FNMA participation
certificates                             3,068                29               37             3,060

FNMA CMOs                               13,193               172               15            13,350
                                        ------              ----             ----            ------

                                       $37,759              $212             $107           $37,864
                                       =======              ====             ====           =======
</TABLE>

Investment Activities

     Federal and state  regulations  require  Harvest Home to maintain a prudent
amount of liquid  assets to protect the safety and  soundness  of Harvest  Home.
Therefore,  the Board of Directors of Harvest Home has established an investment
policy to maintain  safety and soundness and to provide  control and  guidelines
for investments purchased by the institution.  In accordance with the investment
policy,  Harvest Home invests in U.S. Treasury obligations,  U.S. Federal agency
and federally sponsored agency obligations,  federal funds sold and certificates
of deposits at insured banks. See "REGULATION".







                                       16
<PAGE>
     The following table sets forth the  composition of HHFC's  interest-bearing
deposits and investment portfolio at the dates indicated:
<TABLE>
<CAPTION>
                                                                   September 30,
                                            1998                                                 1997                       
                          Amortized         % of     Market        % of      Amortized       % of      Market        % of   
                               Cost        Total      Value       Total           Cost      Total       Value       Total   
                                                               (Dollars in thousands)
<S>                           <C>           <C>        <C>         <C>           <C>         <C>          <C>        <C>    
Investment
Securities:

U.S. Gov't
& Agency
obligations                 $ 4,005        57.2%    $ 4,032       57.4%         $7,972      57.4%     $ 8,039       57.6%   

Other
investments:

Interest-
bearing
deposits
in other
financial
institutions                  1,182        16.9%     $1,182       16.8%          2,106      15.1%       2,106       15.1%   

Federal funds sold              200         2.9%        200        2.8%          2,600      18.7%       2,600       18.6%   


Federal Home
Loan Bank Stock               1,606        23.0%      1,606       23.0%          1,219       8.8%       1,219        8.7%   
                              -----        -----      -----       -----          -----       ----       -----        ----   


Total Investment
Securities,
Interest-
bearing
Deposits and
Other                        $6,993       100.0%     $7,020      100.0%        $13,897     100.0%     $13,964      100.0%   
                             ======       ======     ======      ======        =======     ======     =======      ======   
</TABLE>

<TABLE>
<CAPTION>

                                               September 30,
                                                    1996
                           Amortized         % of       Market      % of
                                Cost        Total        Value     Total
                                          (Dollars in thousands)
<S>                             <C>          <C>           <C>       <C>
Investment
Securities:

U.S. Gov't
& Agency
obligations                  $11,992        87.1%      $12,105     87.2%

Other
investments:

Interest-
bearing
deposits
in other
financial
institutions                     788         5.7%          788      5.6%

Federal funds sold               400         2.9%          400      2.9%


Federal Home
Loan Bank Stock                  588         4.3%          588      4.3%
                                 ---         ----          ---      ----

Total Investment
Securities,
Interest-
bearing
Deposits and
Other                        $13,768       100.0%      $13,881    100.0%
                             =======       ======      =======    ======
</TABLE>

                                       17
<PAGE>
     The following table sets forth the scheduled  maturities,  carrying values,
market values and average  yields for Harvest  Home's  investment  securities at
September 30, 1998. All of such securities mature in three years or less.
<TABLE>
<CAPTION>

                                                   At September 30, 1998
                                One year or Less                 One to Five Years
                               Amortized           Average         Amortized          Average
                                    Cost             Yield              Cost            Yield
                                                          (In thousands)

<S>                                <C>               <C>                <C>              <C>
U.S. Government
and agency
securities                        $4,005             6.13%            $    0               0%

</TABLE>

<TABLE>
<CAPTION>

                                                    At September 30, 1998
                                                Total Investment Securities

                           Average Life         Amortized              Fair               Weighted
                               In Years              Cost             Value          Average Yield
                                                       (In thousands)

<S>                               <C>                <C>               <C>                   <C>
U.S. Government
and agency
securities                           .6            $4,005            $4,032                  6.13%

</TABLE>

Deposits and Borrowings

     General.  Deposits have  traditionally  been the primary  source of Harvest
Home's funds for use in lending and other investment activities.  In addition to
deposits,  Harvest  Home derives  funds from  interest  payments  and  principal
repayments on loans and  mortgage-backed  securities,  income on earning assets,
and service  charges.  Loan  payments are a relatively  stable  source of funds,
while  deposit  inflows  and  outflows  fluctuate  more in  response  to general
interest rates and money market conditions.

     Deposits.  Deposits are attracted  principally  from within  Harvest Home's
primary  market  area  through  the  offering  of a broad  selection  of deposit
instruments,  including  negotiable order of withdrawal ("NOW") accounts,  Super
NOW accounts, money market deposit accounts,  regular passbook savings accounts,
Christmas savings accounts, term certificate accounts, and individual retirement
accounts  ("IRAs").  Interest  rates paid,  maturity  terms,  service fees,  and
withdrawal   penalties  for  the  various  types  of  accounts  are  established
periodically  by  management of Harvest Home based on Harvest  Home's  liquidity
requirements, growth goals, and interest rates paid by competitors. Harvest Home
has never used brokers to attract deposits.

     At September 30, 1998, Harvest Home's certificates of deposit totaled $43.2
million, or 71.7% of total deposits. Of such amount, approximately $30.1 million
in certificates of deposit will mature within one year. Based on past experience
and Harvest Home's prevailing  pricing  strategies,  management  believes that a
substantial  percentage  of such  certificates  will renew with  Harvest Home at
maturity.  If there  is a  significant  deviation  from  historical  experience,
Harvest  Home  can  utilize  borrowings  from  the  FHLB  of  Cincinnati  as  an
alternative to this source of funds.




                                       18
<PAGE>
     The following table sets forth the dollar amount of deposits in the various
types of savings programs offered by Harvest Home at the dates indicated:

<TABLE>
<CAPTION>

                                                              At September 30,
                                    1998                             1997                                1996
                                           Percent                            Percent                            Percent
                                          of total                           of total                           of total
                           Amount          deposit           Amount           deposit           Amount           deposit

<S>                         <C>              <C>              <C>                <C>             <C>                <C> 
Transaction
accounts:

NOW accounts(1)           $ 3,208             5.3%           $2,699              4.6%           $2,647              4.6%

Super NOW
accounts(1)                   253              .4%              300               .5%              192               .3%


Passbook
savings(2)                  9,494            15.8%           9,143              15.6%            9,530             16.4%

Money market
Deposit
account(3)                  4,107             6.8%            4,332              7.4%            4,721              8.2%
                            -----             ----            -----              ----            -----             -----

Total
Transaction
accounts                   17,062            28.3%           16,474             28.1%           17,090             29.5%

Certificates
Of Deposit(4):

4.00-5.99%                 38,275            63.6%           38,031             64.7%           35,004             60.4%
6.00-7.99%                  4,888             8.1%            4,281              7.2%            5,864             10.1%
                            -----             ----            -----              ----            -----             -----


Total
Certificates
of deposit                 43,163            71.7%           42,312             71.9%           40,868             70.5%
                           ======            =====           ======             =====           ======             =====


Total deposits            $60,225           100.0%          $58,786            100.0%          $57,958            100.0%
                          =======           ======          =======            ======          =======            ======

</TABLE>


(1)  Harvest  Home's  weighted  average  interest  rate  paid  on  NOW  accounts
     fluctuates  with the general  movement of interest  rates. At September 30,
     1998,  1997,  and 1996,  the weighted  average  rates on NOW accounts  were
     1.84%,  2.69%,  and 2.66%,  respectively.  At September 30, 1998, 1997, and
     1996, the weighted  average rates of Super NOW accounts were 2.75%,  2.75%,
     and 2.75%, respectively.

(2)  Harvest Home's  weighted  average  interest rate paid on passbook  accounts
     fluctuates  with the general  movement of interest  rates. At September 30,
     1998, 1997, and 1996, the weighted average rates on passbook  accounts were
     2.53%, 2.79%, and 2.79%, respectively.

(3)  Harvest Home's weighted  average interest rate paid on money market deposit
     accounts  fluctuates  with the  general  movement  of  interest  rates.  At
     September 30, 1998,  1997,  and 1996,  the weighted  average rates on money
     market accounts were 3.00%, 3.00%, and 3.00%, respectively.

(4)  IRAs are generally offered under certificate of deposit programs.


                                       19
<PAGE>
     The following table shows interest rate and original  contractual  maturity
information for Harvest Home's certificates of deposit as of September 30, 1998:

<TABLE>
<CAPTION>


                                                Over 1            Over 2
                           Up to one         year to 2        years to 3           Over 3
                                Year             Years             Years            Years             Total
                                                              (In thousands)
<S>                            <C>               <C>                 <C>              <C>              <C>                
4.00-5.99%                   $25,108            $4,530            $4,539           $4,098           $38,275
6.00 - 7.99%                       0               230               715            3,943             4,888
                              ------             -----             -----            -----             -----

Total certificates
of deposit                   $25,108            $4,760            $5,254           $8,041           $43,163
                             =======            ======            ======           ======           =======
</TABLE>



     The following  table presents the amount of Harvest Home's  certificates of
deposit  of  $100,000,  or more  by the  time  remaining  until  maturity  as of
September 30, 1998:
<TABLE>
<CAPTION>

  Maturity                                         At September 30, 1998
                                                          (In thousands)

<S>                                                               <C>
  Three months or less                                          $   331
  Over 3 months to 6 months                                           0
  Over 6 months to 12 months                                      1,121
  Over 12 months                                                  1,461
                                                                  -----

     Total                                                       $2,913
                                                                 ====== 
</TABLE>


     The  following  table sets forth Harvest  Home's  deposit  account  balance
activity for the periods indicated:
<TABLE>
<CAPTION>
                                                       Year ended September 30,
                                                 1998              1997             1996
                                                          (Dollars in thousands)

<S>                                             <C>               <C>              <C>
Beginning balance                             $58,786           $57,958          $56,425

Deposits                                       65,375            58,930           64,222

Withdrawals                                  (66,862)          (60,904)         (65,494)

Interest credited                               2,926             2,802            2,805
                                                -----             -----            -----

Ending balance                                $60,225           $58,786          $57,958
                                              =======           =======          =======

Net increase                                   $1,439           $   828          $ 1,533

Percent increase                                 2.45%             1.43%            2.72%
</TABLE>


     Borrowings.  The FHLB System  functions as a central reserve bank providing
credit for its member institutions and certain other financial institutions. See
"REGULATION - Federal Home Loan Banks." As a member in good standing of the FHLB
of Cincinnati, Harvest Home is authorized to apply for advances from the FHLB of
Cincinnati,  provided certain standards of creditworthiness have been met. Under
current regulations,  a bank must meet certain qualifications to be eligible for
FHLB advances.


     Harvest Home's other sources of funds include  advances from the FHLB. As a
member of the FHLB,  Harvest  Home is required to own capital  stock in the FHLB
and is authorized to apply for advances from the FHLB.  Each FHLB credit program
has its own interest rate, which may be fixed or variable and range of maturity.
The  FHLB may  prescribe  the  acceptable  uses for  these  advances  as well as
limitations on the size of the advances and repayment provisions.


                                       20
<PAGE>
     The following  table sets forth certain  information  as to Harvest  Home's
FHLB advances at the date indicated:
<TABLE>
<CAPTION>

                                               At September 30,
                                     1998              1997             1996
                                            (Dollars in thousands)
<S>                                 <C>               <C>               <C>
FHLB advances                     $25,850           $24,000          $10,000

Weighted average
interest rate
of FHLB Advances                    5.26%             5.82%            5.55%

</TABLE>

     The following  table sets forth the maximum  balance and average balance of
FHLB advances during the periods indicated:


<TABLE>
<CAPTION>

                                          Year ended September 30,
                                     1998              1997             1996
                                           (Dollars in thousands)
<S>                                 <C>                <C>              <C>
Maximum Balance:
FHLB advances                     $25,850           $24,000          $10,000

Average Balance:
FHLB advances                      21,738            15,615            2,885

Weighted average
interest rate of
FHLB advances                       5.62%             5.78%            5.37%

</TABLE>


Asset and Liability Management

     Harvest Home's interest rate spread is the principal determinant of income.
The  interest  rate  spread,   and  therefore  net  interest  income,  can  vary
considerably  over time because asset and  liability  repricing do not coincide.
Moreover,  the  long-term or  cumulative  effect of interest rate changes can be
substantial.   Interest  rate  risk  is  defined  as  the   sensitivity   of  an
institution's  earnings  and net asset values to changes in interest  rates.  In
managing  its  interest  rate risk,  Harvest  Home begins with an  objective  to
increase the interest rate  sensitivity of its assets by originating  loans with
interest rates subject to period adjustment and market conditions and/or shorter
maturities.  Harvest  Home has  historically  had to rely  upon  retail  deposit
accounts  as a source of funds and  intends  to  continue  to do so.  Management
believes that reliance on retail deposit  accounts as a source of funds compared
to brokered  deposits and long-term  borrowings  reduces the effects of interest
rate  fluctuations  because  these  deposits  generally  represent a more stable
source of funds.

     Savings  banks have  historically  presented a gap analysis as a measure of
interest  rate risk.  The gap analysis  presents the  projected  maturities  and
periods to repricing of a savings bank's rate sensitive  assets and liabilities.
Harvest Home's cumulative  one-year gap, which represents the difference between
the amount of interest  sensitive  assets  maturing or repricing in one year and
the amount of interest sensitive  liabilities  maturing or repricing in the same
period was a 10.6% at September  30, 1998. A positive  cumulative  gap indicates
that  interest  sensitive  assets exceed  interest  sensitive  liabilities  at a
specific date. In a rising interest rate environment, institutions with positive
maturity  gaps  generally  experience a more rapid  increase in interest  income
earned on assets than the interest expense paid on liabilities.  Conversely,  in
an environment of falling interest rates,  interest income earned on assets will
generally decrease more rapidly than the interest expense paid on liabilities. A
negative gap will have the opposite effect.


                                       21
<PAGE>

     The following table sets forth the amounts of  interest-earning  assets and
interest-bearing  liabilities  outstanding  at  September  30,  1998,  which are
expected to reprice or mature in each of the future years shown. The analysis of
this  interest-rate  sensitivity,  which is  prepared  quarterly  by a financial
advisory firm, IPS - Sendero  Corporation,  for Harvest Home,  incorporates  the
assumptions set forth in the footnotes of the following table.
<TABLE>
<CAPTION>

                                             Six
                              Within      Months
                                Six       to One         1-3         3-5         5-10     Over 10
                              Months        Year       Years       Years        Years       Years       Total
<S>                            <C>          <C>         <C>          <C>         <C>         <C>          <C>
Interest-earning
assets

Loans &
Mortgage-Backed
Securities

Adjustable
Rate(1)                      $ 4,298     $13,415     $ 3,773      $    0       $    0      $    0     $21,486

Fixed Rate(2)                  5,202       3,469       8,405       4,001        2,037           0      23,114

Non-Residential
Adjustable
Rate(1)                          806       1,020       1,198           0            0           0       3,024

Other Loans

Home Equity                    1,275           0           0           0            0           0       1,275

Consumer                          25           0           0           0            0           0          25

Investments

Core
Investments(3)                 4,983       2,011           0           0            0           0       6,994

CMO/REMICs                    31,624       2,386       3,161         591            0           0      37,762
                              ------      ------      ------       -----        -----        ----      ------
TOTAL RATE
SENSITIVE
ASSETS                       $48,213     $22,301     $16,537      $4,592       $2,037      $    0     $93,680

Interest-
bearing
liabilities

Deposits

Certificate
of Deposits(4)               $ 6,506     $23,548     $11,346      $1,763       $    0      $    0     $43,163

Money Market
Deposits(5)                      577         500       1,212         795          780         243       4,107

NOW Accts                        465         403       1,129         641          628         195       3,461

Passbook
Accts                          1,261       1,092       3,170       1,737        1,704         530       9,494

FHLB Advance                   8,850      17,000           0           0            0           0      25,850
                              ------      ------      ------       -----        -----        ----      ------


TOTAL RATE
SENSITIVE
LIABILITIES                  $17,659     $42,543     $16,857      $4,936       $3,112        $968     $86,075
                             -------     -------     -------      ------       ------        ----     -------


Interest
Sensitivity
Gap                           30,554    (20,242)       (320)       (344)      (1,075)       (968)       7,605
                              ======    ========       =====       =====      =======       =====       =====

Cumulative
Interest Rate
Sensitivity
Gap                          $30,554     $10,312      $9,992      $9,648       $8,573      $7,605     $15,210
                             =======     =======      ======      ======       ======      ======     =======

Cumulative
Interest Rate
Sensitive Gap
as a Percent
of Total
Assets                        31.53%      10.64%      10.31%       9.96%        8.85%       7.85%      15.70%
                              ======      ======      ======       =====        =====       =====      ======
</TABLE>

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

(1)  Includes all adjustable rate mortgage loans and mortgage-backed  securities
     based on contractual term to repricing.

(footnotes continued on next page)


                                       22
<PAGE>

(2)  Includes all fixed-rate mortgage loans and mortgage-backed securities which
     are assumed to reprice in accordance with prepayment  assumptions  supplied
     by  Harvest  Home's  asset/liability  management  software  provider.  Such
     prepayment  assumptions have been derived from prepayment assumption models
     previously utilized by the OTS through December of 1992.

(3)  Includes all investment securities,  interest-bearing  deposits and federal
     funds sold.

(4)  Certificates of deposit are shown  repricing based on contractual  terms to
     maturity.

(5)  Based on an  approximation  of OTS  assumptions  supplied  by Harvest  Home
     asset/liability  management provider,  money market deposits,  NOW accounts
     and passbook accounts are assumed to decay over a five-year period.

     These  assumptions  change  over time  based upon  changes in the  economy.
Management  believes that these  assumptions  approximate  actual experience and
considers  them   appropriate  and  reasonable.   However,   the  interest  rate
sensitivity  of Harvest Home's assets and  liabilities  illustrated in the table
above would vary  substantially if different  assumptions were used or if actual
experience differed from that indicated by such assumptions.

Competition

     Harvest  Home   competes  for  deposits   with  other   savings  banks  and
associations,  commercial  banks and  credit  unions,  and with the  issuers  of
commercial  paper and other  securities,  such as shares in money market  mutual
funds.  The primary  factors in competing  for  deposits are interest  rates and
convenience  of office  location.  In making  loans,  Harvest Home competes with
other  savings  banks  and  associations,  commercial  banks,  consumer  finance
companies,  credit unions,  leasing companies,  and other lenders.  Harvest Home
competes for loan  originations  primarily  through the interest  rates and loan
fees it charges,  and through the efficiency and quality of services it provides
to  borrowers.  Competition  is affected  by,  among other  things,  the general
availability of lendable funds, general and local economic  conditions,  current
interest rate levels, and other factors which are not readily predictable.

     Due  to  Harvest   Home's  size  relative  to  the  many  other   financial
institutions  in its market area,  management  believes  that Harvest Home has a
small share of the deposit and loan markets.

     The size of financial institutions competing with Harvest Home is likely to
increase as a result of changes in statutes and regulations  eliminating various
restrictions on interstate and inter-industry  branching and acquisitions.  Such
increased competition may have an adverse effect upon Harvest Home.







                                       23
<PAGE>
   The following table sets forth, for the years and at the date indicated,  the
weighted average yields earned on Harvest Home's  interest-earning  assets,  the
weighted  average  interest  rates  paid on  interest-bearing  liabilities,  the
interest  rate spread and the net interest  margin on  interest-earning  assets.
Such yields and costs are  derived by dividing  income or expense by the average
balances of assets or liabilities, respectively, for each period presented.
<TABLE>
<CAPTION>
                                                                    Year ended September 30,
                                                              1998              1997             1996
<S>                                                           <C>                <C>              <C>

Weighted average yield on loan portfolio                      7.70%             7.87%            7.81%

Weighted average yield on mortgage-
backed securities                                             6.24              6.38             6.13

Weighted average yield on investment
securities                                                    6.81              6.86             6.73

Weighted average yield on other
interest-earning assets                                       6.17              5.57             5.25

Weighted average yield on all
interest-earning assets                                       7.02              7.19             7.13

Weighted average interest rate
paid on deposits                                              4.87              4.81             4.87

Weighted average interest rate
paid on borrowings                                            5.26              5.82             5.55

Weighted average rate on all
interest-bearing liabilities                                  5.07              5.02             4.89

Interest rate spread
(spread between weighted average
interest rate on all
interest-bearing assets and all
interest-bearing liabilities)                                 1.95              2.17             2.24

Net yield (net interest income
as a percentage of average
interest-earning assets                                       2.45%             2.76%            3.07%

</TABLE>





                                       24
<PAGE>

                                    REGULATION

General

     Harvest  Home is an Ohio  chartered  savings  bank,  a  member  of the FHLB
System,  and its deposits are insured by the FDIC through the SAIF. Harvest Home
is subject to  examination  and  regulation  by the FDIC and the  Superintendent
("Superintendent")  of the Ohio Department of Commerce,  Division of Savings and
Loans/Savings  Banks  ("Division") and to regulations  governing such matters as
capital  standards,   mergers,   establishment  of  branch  offices,  subsidiary
investments and activities,  and general investment authority.  Such examination
and  regulation is intended  primarily for the  protection of depositors and the
SAIF.


     The Financial  Institutions Reform,  Recovery,  and Enforcement Act of 1989
("FIRREA"),  which was enacted on August 9, 1989, effected a major restructuring
of the federal regulatory scheme applicable to savings institutions. Among other
things,  FIRREA  abolished the Federal Home Loan Bank Board and Federal  Savings
and  Loan  Insurance  Corporation  ("FSLIC"),  many of the  previous  regulatory
functions of which are now under the control of the Office of Thrift Supervision
("OTS") and the FDIC.  Regulatory functions relating to deposit insurance and to
conservatorship  and  receiverships of federally  insured savings  institutions,
including  savings  banks,  are  now  exercised  by the  FDIC.  FIRREA  contains
provisions  affecting  numerous  aspects of the  operations  and  regulation  of
federally   insured  savings  banks,   and  empowered  the  FDIC  to  promulgate
regulations   implementing  the  provisions  of  FIRREA,  including  regulations
defining certain terms used in the statute as well as regulations  exercising or
defining the limits of regulatory discretion conferred by the statute.

     As a creditor and a financial  institution,  Harvest Home is subject to the
Community Reinvestment Act ("CRA") and to various regulations promulgated by the
Board of Governors of the Federal Reserve System (the "FRB") including,  without
limitation,   regulations  relating  to  equal  credit  opportunity,   reserves,
electronic fund transfers, truth in lending, availability of funds, and truth in
savings.  As creditors of loans  secured by real  property and as owners of real
property,  financial  institutions,  including  Harvest Home,  may be subject to
potential  liability  under  various  statutes  and  regulations  applicable  to
property owners generally,  including  statutes and regulations  relating to the
environmental  condition of real  property.  Harvest Home is also subject to the
usury laws of Ohio and other states in which it makes loans. In Ohio, there is a
maximum  interest rate  applicable to mortgage  loans secured by the  borrower's
residence  which is no greater than eight percent in excess of the discount rate
on  ninety-day  commercial  paper in effect at the federal  reserve  bank in the
fourth federal reserve  district.  There are also  limitations on interest rates
for other loans,  such as consumer loans, and limitations on the amounts of fees
which may be charged in connection with such loans.

     The FDIC has extensive  enforcement  authority over Ohio chartered  savings
banks, including Harvest Home. This enforcement authority includes,  among other
things,  the ability to assess civil money penalties,  to issue cease and desist
or removal  orders,  and to  initiate  injunctive  actions.  In  general,  these
enforcement  actions may be  initiated  in response  to  violations  of laws and
regulations and unsafe or unsound practices.

     The grounds  for  appointment  of a  conservator  or  receiver  for a state
savings bank on the basis of an institution's  financial condition include:  (i)
insolvency, in that the assets of the savings bank are less than its liabilities
to depositors  and others;  (ii)  substantial  dissipation of assets or earnings
through violations of law or unsafe or unsound practices;  (iii) existence of an
unsafe or unsound  condition  to transact  business;  (iv)  likelihood  that the
savings bank will be unable to meet the demands of its  depositors or to pay its
obligations in the normal course of business;  and (v) insufficient  capital, or
the incurring or likely incurring of losses that will deplete  substantially all
the  institution's  capital  with no  reasonable  prospect of  replenishment  of
capital without federal assistance.

Division Regulation

     The Ohio  Superintendent  is responsible for the regulation and supervision
of Ohio savings banks in accordance with the laws of the State of Ohio. Ohio law
prescribes  the  permissible  investments  and activities of Ohio savings banks,
including the types of lending that such banks may engage in and the investments
in real estate,  subsidiaries  and corporate or government  securities that such
banks may make.  The  ability  of Ohio  savings  banks to engage in these  state
authorized  investments  generally is subject to  oversight  and approval by the
FDIC.

     The Ohio Superintendent must approve any mergers involving, or acquisitions
of control of, Ohio savings banks. The Ohio  Superintendent may initiate certain
supervisory  measures or formal enforcement  actions against Ohio savings banks.
Ultimately,  if the grounds provided by law exist, the  Superintendent may place
an Ohio savings bank in conservatorship or receivership.


                                       25
<PAGE>
     The Ohio  Superintendent  conducts  regular  examinations  of Harvest  Home
approximately  once a year. Such examinations are usually conducted jointly with
the FDIC.  The Ohio  Superintendent  imposes  assessments  on Ohio savings banks
based on the  savings  bank's  asset size to cover the cost of  supervision  and
examination.

     In addition to being  governed by the laws of Ohio  specifically  governing
savings banks Harvest Home is also governed by Ohio corporate law, to the extent
such law does not conflict with the laws specifically governing savings banks.

     Since the  enactment  of  FIRREA,  all  state-chartered  institutions  have
generally  been limited to  activities  and  investments  of the type and in the
amount authorized for federally chartered  institutions,  notwithstanding  state
law.  The FDIC is  authorized  to permit  such  associations  to engage in state
authorized  activities or investments that do not meet this standard (other than
non-   subsidiary   equity   investments  and  investment  in  junk  bonds)  for
institutions that meet fully phased-in capital  requirements if it is determined
that such  activities or  investments  do not to pose a significant  risk to the
SAIF. All  non-subsidiary  equity investments and junk bonds must be divested by
July  1,  1994,  pursuant  to  an  FDIC-approved   divestiture  plan.  The  FDIC
restrictions  on  state-chartered  institutions  have not been  material  to the
operations of Harvest Home.

Transactions with Affiliates with the laws specifically governing savings banks.

     Since the  enactment  of  FIRREA,  all  state-chartered  institutions  have
generally  been limited to  activities  and  investments  of the type and in the
amount authorized for federally chartered  institutions,  notwithstanding  state
law.  The FDIC is  authorized  to permit  such  associations  to engage in state
authorized  activities or investments that do not meet this standard (other than
non-   subsidiary   equity   investments  and  investment  in  junk  bonds)  for
institutions that meet fully phased-in capital  requirements if it is determined
that such  activities or  investments  do not to pose a significant  risk to the
SAIF. All  non-subsidiary  equity investments and junk bonds must be divested by
July  1,  1994,  pursuant  to  an  FDIC-approved   divestiture  plan.  The  FDIC
restrictions  on  state-chartered  institutions  have not been  material  to the
operations of Harvest Home.

     Transactions with  Affiliatestantially  the same, or at least favorable, to
the savings  institution or the subsidiary as those provided to a  nonaffiliate.
The term "covered  transaction" includes the making of loans or other extensions
of  credit to an  affiliate,  the  purchase  of assets  from an  affiliate,  the
purchase of, or an investment in, the securities of an affiliate, the acceptance
of securities of an affiliate as collateral for a loan or extension of credit to
any  person,  or  issuance of a  guarantee,  acceptance,  or letter of credit on
behalf of an affiliate.  In addition to the restrictions  imposed by Section 23A
and 23B, no savings  institution  may (i) loan or otherwise  extend credit to an
affiliate,  except for any affiliate  which engages only in activities  that are
permissible  for bank  holding  companies,  or (ii)  purchase  or  invest in any
stocks,  bonds,  debentures,  notes,  or similar  obligations  of any affiliate,
except for affiliates that are subsidiaries of the savings institution.

     Further,  current  federal  law has  extended to savings  institutions  the
restrictions  contained in Section 22(h) of the Federal Reserve Act with respect
to loans to directors,  executive officers,  and principal  stockholders.  Under
Section 22(b),  loans to directors,  executive officers and stockholders who own
more than 10% of a savings institution (18% in the case of institutions  located
in an area with less than 30,000 in population), and certain affiliated entities
of any of the  foregoing,  may not exceed,  together with all other  outstanding
loans to such person and affiliated entities,  the savings institution's loan-to
borrower limit as established by federal law (as discussed below). Section 22(h)
also prohibits loans above amounts prescribed by the appropriate federal banking
agency to directors,  executive officers, and shareholders who own more than 10%
of a savings institution,  and their respective affiliates,  unless such loan is
approved  in advance  by a majority  of the board of  directors  of the  savings
institution.  Any "interested"  director may not participate in the voting.  The
FRB has prescribed the loan amount (which includes all other  outstanding  loans
to such  person) as to which such prior board of director  approval is required,
as being the greater of $25,000 or 5% of capital  and surplus (up to  $500,000).
Further,  pursuant to Section  22(h),  the FRB requires that loans to directors,
executive  officers,  and principal  shareholders be made on terms substantially
the same as offered in comparable transactions to other persons.

                                       26
<PAGE>
FDIC Regulations

     Capital  Requirements.  The  FDIC  has  adopted  risk-based  capital  ratio
guidelines  to  which  Harvest  Home is  subject.  The  guidelines  establish  a
systematic  analytical framework that makes regulatory capital requirements more
sensitive to  differences  in risk profiles  among banking  organizations.  Risk
based  capital  ratios are  determined  by  allocating  assets and specified off
balance sheet commitments to four risk weighted  categories,  with higher levels
of capital being required for the categories  perceived as representing  greater
risk.

     These guidelines  divide a savings bank's capital into two tiers. The first
tier  ("Tier  I")  includes  common  equity,  certain  non-cumulative  perpetual
preferred stock (excluding auction rate issues) and minority interests in equity
accounts  of  consolidated   subsidiaries,   less  goodwill  and  certain  other
intangible  assets (except  mortgage  servicing rights and purchased credit card
relationships,  subject  to  certain  limitations).  Supplementary  ("Tier  II")
capital includes, among other items, cumulative perpetual and long-term limited-
life preferred stock, mandatory convertible  securities,  certain hybrid capital
instruments, term subordinated debt and the allowance for loan and lease losses,
subject to certain  limitations,  less  required  deductions.  Savings banks are
required to maintain a total risk-based capital ratio of 8%, of which 4% must be
Tier I capital.  The FDIC may,  however,  set higher capital  requirements  when
particular  circumstances  warrant.  Savings banks  experiencing or anticipating
significant  growth are expected to maintain capital ratios,  including tangible
capital positions, well above the minimum levels.

     In addition,  the FDIC established  guidelines prescribing a minimum Tier I
leverage  ratio (Tier I capital to adjusted  total  assets as  specified  in the
guidelines).  These guidelines provide for a minimum Tier I leverage ratio of 3%
for banks that meet certain  specified  criteria,  including  that they have the
highest  regulatory rating and are not experiencing or anticipating  significant
growth.  All other banks are required to maintain a Tier I leverage  ratio of 3%
plus an additional cushion of at least 100 to 200 basis points.

     The  following  is a  summary  of  Harvest  Home's  regulatory  capital  at
September 30, 1998:
<TABLE>
<CAPTION>

                                                   At September 30, 1998
<S>                                                           <C>
Total Capital to Risk-Weighted Assets                      $9,419
Tier I Capital to Risk-Weighted Assets                     $9,292
Tier I Leverage Ratio                                      $9,292
</TABLE>

     The  Federal  Deposit  Insurance   Corporation   Improvement  Act  of  1991
("FedICIA") requires each federal banking agency,  including the FDIC, to revise
its risk-based capital standards within 18 months of enactment of the statute to
ensure  that  those  standards  take  adequate  account of  interest  rate risk,
concentration of credit risk and the risk of nontraditional  activities, as well
as reflect the actual  performance  and  expected  risk of loss on  multi-family
mortgages.  In  September  1993,  the  FRB,  the  FDIC  and  the  Office  of the
Comptroller  of the Currency  issued a joint  proposed  rulemaking  implementing
these revisions with respect to interest rate risk. Under the proposed rules, an
institution's  assets,  liabilities,  and  off-balance  sheet positions would be
weighted by risk factors that approximate the instruments'  price sensitivity to
a 200 basis point change in interest rates. Institutions with interest rate risk
exposure  in excess of a threshold  level  could be required to hold  additional
capital  proportional to that risk,  based either on an automatic  formula to be
integrated  with  the  risk-based  capital  requirements  or on more  subjective
recommendations  of a bank's examiner.  In August 1992, the regulatory  agencies
requested  comments on how the risk- based capital guidelines of each agency may
be  revised  to take  account of  concentration  of credit  risk and the risk of
nontraditional  activities.  The  agencies  indicated  in  September  1993  that
separate  rulemaking  proposals on those areas would be forthcoming.  Management
cannot  assess at this point the impact the  proposal  would have on the capital
requirements of Harvest Home.


                                       27
<PAGE>
     Banking  regulators  continue to  indicate  their  desire to raise  capital
requirements  applicable to banking  organizations  beyond their current levels.
Management  is unable to predict  whether and when higher  capital  requirements
would be imposed and, if so, to what levels and on what schedule.

     Dividend Limitations.  Under FRB supervisory policy, a bank holding company
generally  should not  maintain its  existing  rate of cash  dividends on common
shares unless (i) the organization's net income available to common shareholders
over the past year has been sufficient to fully fund the dividends, and (ii) the
prospective rate of earnings retention appears consistent with the institution's
capital  needs asset  quality,  and overall  financial  condition.  The FDIC has
authority under the Financial Institutions Supervisory Act to prohibit a savings
bank from paying  dividends if, in its opinion,  the payment of dividends  would
constitute an unsafe or unsound practice in light of the financial  condition of
the savings  bank.  Under Ohio law HHFC and  Harvest  Home are  prohibited  from
paying a dividend  which would result in insolvency.  Ohio law requires  Harvest
Home to obtain  Division  approval  before payment of dividends in excess of net
profits for the current and two prior fiscal  years,  with certain  adjustments.
The Plan provides for establishment of a liquidation  account,  and Harvest Home
will not be able to pay  dividends  which  would  impair  regulatory  capital in
liquidation accounts.

     Liquidity.  FDIC policy  requires  that savings  banks  maintain an average
daily  balance  of  liquid  assets  (cash,   certain  time  deposits,   bankers'
acceptances  and specified  United States  government,  state, or federal agency
obligations)  in an amount  which it deems  adequate  to protect  the safety and
soundness of the savings bank.  FDIC  currently  has no specific  level which is
required.

     Deposit Insurance.  The FDIC is an independent  federal agency that insures
the deposits,  up to prescribed statutory limits, of federally insured banks and
thrifts  and  safeguards  the safety and  soundness  of the  banking  and thrift
industries.  FIRREA  established  two  separate  insurance  funds,  the  BIF for
commercial banks and state savings banks and the SAIF for savings  associations,
to be maintained  and  administered  by the FDIC.  Upon the enactment of FIRREA,
Harvest Home became a member of the SAIF and its deposit accounts became insured
by the FDIC, up to the prescribed limits.

     Depository  institutions are generally  prohibited from converting from one
insurance fund to the other until the SAIF is recapitalized such that it reaches
a 1.25%  reserve  ratio,  except with the prior  approval of the FDIC in certain
limited  cases,  provided  applicable  exit  and  entrance  fees are  paid.  The
insurance  fund  conversion  provisions  do  not  prohibit  a SAIF  member  from
converting  to a bank charter or merging with a bank during the  moratorium,  as
long as the resulting bank continues to pay the applicable insurance assessments
to the SAIF during that period and certain  other  conditions  are met.  Harvest
Home  converted  from a savings  association  charter to a savings  bank charter
effective October 1, 1993.  However,  it does not presently intend to convert to
the BIF.

     The FDIC is  authorized  to  establish  separate  annual  rates for deposit
insurance for members of the BIF and the SAIF. The FDIC may increase  assessment
rates for either fund if  necessary  to restore the fund's  ratio of reserves to
insured  deposits to its target level within a reasonable  time. Such rates must
be announced by September 30 of the succeeding  calendar  year.  Pursuant to the
FedICIA,  the FDIC has established a risk-based  assessment system for both SAIF
and BIF members.  Such risk is determined based on the institution's capital and
the FDIC's level of supervisory concern about the institution.

  SAIF  members are  expected to be  required  to pay higher  deposit  insurance
premiums in the future to fund the SAIF,  although it cannot be  determined  how
long such increased premiums would continue. By contrast, financial institutions
which are members of the BIF, are likely to experience  lower deposit  insurance
premiums in the future.  Any such  difference  could  place  savings  banks at a
competitive disadvantage.

                                       28
<PAGE>
Federal Home Loan Banks

     The FHLBs, under the regulatory  oversight of the Federal Housing Financing
Board, provide credit to their members in the form of advances.  Harvest Home is
a member of the FHLB of  Cincinnati,  and must  maintain  an  investment  in the
capital  stock of the FHLB of Cincinnati in an amount equal to the greater of 1%
of the aggregate  outstanding  principal  amount of Harvest  Home's  residential
mortgage  loans,  home  purchase  contracts,  and  similar  obligations  at  the
beginning of each year, or 5% of its advances from the FHLB.  Harvest Home is in
compliance with this requirement, with an investment in FHLB of Cincinnati stock
having a book value of $1.6 million at September 30, 1998.

     Upon  the  origination  or  renewal  of a loan  or  advance,  the  FHLB  of
Cincinnati  is  required  by law to obtain and  maintain a security  interest in
collateral in one or more of the following  categories:  fully  disbursed  whole
first mortgage loans on improved residential property or securities representing
a whole interest in such loans; securities issued, insured, or guaranteed by the
United States  government or an agency  thereof;  deposits in any FHLB; or other
real estate related collateral (up to 30% of the member  association's  capital)
acceptable  to  the   applicable   FHLB,  if  such   collateral  has  a  readily
ascertainable  value  and the FHLB can  perfect  its  security  interest  in the
collateral.

     Each FHLB is required to establish  standards of  community  investment  or
service  that its  members  must  maintain  for  continued  access to  long-term
advances.  The  FHLBs  have  established  an  "Affordable  Housing  Program"  to
subsidize  the  interest  rate of  advances  to member  associations  engaged in
lending for long-term,  low-and  moderate-income,  owner-occupied and affordable
rental  housing  subsidized  rates.  The FHLB of Cincinnati  reviews and accepts
proposals  for subsidies  under that program twice a year.  Harvest Home has not
participated in such program.

FedICIA

     FedICIA requires,  among other things,  federal bank regulatory authorities
to take  "prompt  corrective  action"  with  respect  to banks  that do not meet
minimum capital  requirements.  For these  purposes,  FedICIA  establishes  five
capital  tiers:  well  capitalized,  adequately  capitalized,  undercapitalized,
significantly  undercapitalized,  and critically undercapitalized.  At September
30, 1998, Harvest Home was categorized as "well capitalized."

     The FDIC has adopted  regulations to implement the prompt corrective action
provisions of FedICIA,  effective  December 19, 1992.  Among other  things,  the
regulations   define  the  relevant   capital  measures  for  the  five  capital
categories.  An institution is deemed to be "well capitalized" if it has a total
risk-based capital ratio of 10% or greater, a Tier I risk-based capital ratio of
6% or greater,  and a leverage  ratio of 5% or greater,  and is not subject to a
regulatory order, agreement or directive to meet and maintain a specific capital
level for any  capital  measure.  An  institution  is  deemed to be  "adequately
capitalized" if it has a total risk-based capital ratio of 8% or greater, a Tier
I risk-based  capital ratio of 4% or greater,  and generally a leverage ratio of
4% or greater.  An  institution is deemed to be  "undercapitalized"  if it has a
total  risk-based  capital  ratio of less than 8%, a Tier I  risk-based  capital
ratio of less  than 4%,  or  generally  a  leverage  ratio of less  than 4%.  An
institution is deemed to be "significantly  undercapitalized"  if it has a total
risk-based  capital ratio of less than 6%, a Tier I risk-based  capital ratio of
less than 3%, or a leverage  ratio of less than 3%. An  institution is deemed to
be  "critically  undercapitalized"  if it has a ratio  of  tangible  equity  (as
defined in the regulations) to total assets that is equal to or less than 2%.

     "Undercapitalized" banks are subject to growth limitations and are required
to submit a capital  restoration  plan.  A bank's  compliance  with such plan is
required to be  guaranteed  by any company that  controls  the  undercapitalized
institutions  as described  above.  See  "Banking  Holding  Company  Act." If an
"undercapitalized"  bank fails to submit an acceptable plan, it is treated as if
it is "significantly  undercapitalized."  "Significantly undercapitalized" banks
are  subject  to one or more  of a  number  of  requirements  and  restrictions,
including  an order  by the  FDIC to sell  sufficient  voting  stock  to  become
adequately capitalized, requirements to reduce total assets and cease receipt of
deposits from correspondent banks, and restrictions on compensation of executive
officers.  "Critically undercapitalized" institutions may not, beginning 60 days
after becoming "critically  undercapitalized,"  make any payment of principal or
interest on certain  subordinated  debt or extend credit for a highly  leveraged
transaction  or enter  into any  transaction  outside  the  ordinary  course  of
business. In addition, "critically undercapitalized" institutions are subject to
appointment of a receiver or conservator.


                                       29
<PAGE>
     FedICIA  further  directs  that  each  federal  banking  agency   prescribe
standards  for  depository   institutions  and  depository  institution  holding
companies relating to internal  controls,  information  systems,  internal audit
systems, loan documentation,  credit underwriting, interest rate exposure, asset
growth,  management  compensation,  a  maximum  ratio of  classified  assets  to
capital, minimum earnings sufficient to absorb losses, a minimum ratio of market
value to book value for publicly  traded shares and such other  standards as the
agency deems  appropriate.  The federal  banking  agencies have issued  proposed
rulemakings,   soliciting  comments  on  the  implementation  of  these  FedICIA
provisions.  HHFC  cannot  predict in what form such rules  will  eventually  be
adopted or what effect such rules will have on HHFC or Harvest Home.

Bank Holding Company Act

     HHFC  is  registered  as a  bank  holding  company  and is  subject  to the
regulations of the Board of Governors of the Federal  Reserve System the ("FRB")
under the Bank Holding  Company Act of 1956, as amended  ("BHCA").  Bank holding
companies  are  required  to file  periodic  reports  with,  and are  subject to
periodic  examination by, the FRB. The FRB has issued regulations under the BHCA
requiring  a bank  holding  company  to  serve  as a  source  of  financial  and
managerial  strength to its subsidiary  banks. It is the policy of the FRB that,
pursuant to this  requirement,  a bank holding company should stand ready to use
its resources to provide  adequate  capital funds to its subsidiary banks during
periods of financial  stress or adversity.  Additionally,  under the FedICIA,  a
bank holding  company is required to  guarantee  the  compliance  of any insured
depository institution subsidiary that may become "undercapitalized" (as defined
in the statute) within the terms of any capital  restoration  plan filed by such
subsidiary with its  appropriate  federal banking agency up to the lesser of (i)
an  amount  equal  to 5% of the  institution's  total  assets  at the  time  the
institution  became  undercapitalized,  or (ii) the amount that is necessary (or
would have been  necessary) to bring the  institution  into  compliance with all
applicable capital standards as of the time the institution fails to comply with
such capital  restoration  plan.  Under the BHCA,  the FRB has the  authority to
require a bank holding  company to terminate any activity or relinquish  control
of a nonbank  subsidiary  (other than a nonbank  subsidiary  of a bank) upon the
FRB's  determination that such activity or control constitutes a serious risk to
the financial soundness and stability of any bank subsidiary of the bank holding
company.

     HHFC is prohibited by the BHCA from acquiring direct or indirect control of
more  than  5% of the  outstanding  shares  of any  class  of  voting  stock  or
substantially  all of the assets of any bank or merging  or  consolidating  with
another bank holding  company  without prior  approval of the FRB. The BHCA also
prohibits HHFC from acquiring control of any bank operating outside the State of
Ohio unless such action is specifically  authorized by the statutes of the state
where the bank to be acquired is located.  Additionally,  HHFC is  prohibited by
BHCA from engaging in or from acquiring  ownership or control of more than 5% of
the outstanding  shares of any class of voting stock of any company engaged in a
nonbanking  business  unless  such  business is  determined  by the FRB to be so
closely related to banking as to be a proper incident thereto. The BHCA does not
place  territorial  restrictions  on the  activities of such  nonbanking-related
activities.

FRB Regulations

     Reserve Requirements. FRB regulations require savings and loan associations
to maintain reserves against their transaction accounts (primarily NOW accounts)
and non-personal time deposits. Such regulations generally require that reserves
of 3% be maintained  against deposits in transaction  accounts up to a specified
amount,  presently $49 million  (subject to an exemption of up to $4.3 million),
and that reserves of 10% be maintained  against the portion of total transaction
accounts in excess of $49.3 million. These percentages are subject to adjustment
by the FRB. At June 30, 1998,  Harvest Home was in  compliance  with its reserve
requirements.

                                       30
<PAGE>
     Truth in Savings. FedICIA included the Truth in Savings Act, which requires
the FRB to establish  regulations  providing for clear and uniform disclosure of
the rates, fees and terms of deposit accounts.  The FRB has adopted  regulations
requiring specific disclosure before an account is opened, in regularly provided
statements and in advertisements, announcements and solicitations initiated by a
depository  institution.  The regulations also impose  substantive limits on the
methods  used to  determine  the  balance  of an  amount  in which  interest  is
calculated.  The  regulations  became  effective in June 1993.  The  regulations
prescribe  detailed  disclosure of deposit  account yield  information,  minimum
balance   requirements  and  fees.  The  regulations   also  establish   certain
recordkeeping requirements.

Capital Adequacy Guidelines for Bank Holding Companies

     The FRB is the federal regulatory and examining  authority for bank holding
companies.  The FRB has adopted  capital  adequacy  guidelines  for bank holding
companies.

     Bank holding  companies  are  required to comply with the FRB's  risk-based
capital  guidelines  which  require a  minimum  ratio of total  capital  to risk
weighted assets (including certain  off-balance sheet activities such as standby
letters of credit) of 8%. At least half of the total  required  capital  must be
"Tier  I  capital,"  consisting  principally  of  common  stockholders'  equity,
noncumulative   perpetual  preferred  stock,  a  limited  amount  of  cumulative
perpetual  preferred  stock and  minority  interests  in the equity  accounts of
consolidated subsidiaries,  less certain goodwill items. The remainder ("Tier II
capital") may consist of a limited amount of subordinated debt and intermediate-
term  preferred  stock,  certain  hybrid  capital  instruments  and  other  debt
securities,  cumulative  perpetual  preferred stock, and a limited amount of the
general loan loss allowance.  In addition to the risk-based capital  guidelines,
the FRB has  adopted a Tier I  (leverage)  capital  ratio  under  which the bank
holding company must maintain a minimum level of Tier I capital to average total
consolidated  assets of 3% in the case of bank holding  companies which have the
highest  regulatory  examination  ratings and are not contemplating  significant
growth or expansion. All other bank holding companies are expected to maintain a
ratio of at least 1% to 2% above the stated minimum.

At September 30, 1998, HHFC was in compliance with this requirement.


Dividend Limitations Applicable to Bank Holding Companies

     Under FRB supervisory  policy, a bank holding company  generally should not
maintain  its  existing  rate of cash  dividends  on common stock unless (i) the
organization's  net income available to common  shareholders  over the past year
has been  sufficient to fully fund  dividends and (ii) the  prospective  rate of
earnings  retention appears  consistent with the  organization's  capital needs,
asset quality, and overall financial condition.





                                       31
<PAGE>
Taxation

Federal Taxation

     HHFC and Harvest  Home will file  federal  income tax returns on a separate
company basis,  for the fiscal year ended September 30, 1998. HHFC is subject to
the federal tax laws and regulations which apply to corporations generally. With
certain  exceptions,  Harvest  Home is also  subject to the federal tax laws and
regulations  which apply to corporations  generally.  One such exception permits
thrift institutions such as Harvest Home, which meet certain  definitional tests
relating to the  composition  of assets and other  conditions  prescribed by the
Code, to establish a reserve for bad debts and to make annual additions  thereto
which may, within specified limits, be taken as a deduction in computing taxable
income. For purposes of the bad debt reserve deduction, loans are categorized as
"qualifying  real  property  loans,"  which  generally  include loans secured by
improved real estate, and  "nonqualifying  loans," which include all other types
of loans. The amount of the bad debt reserve deduction for "nonqualifying loans"
is computed under the experience method. A thrift institution may elect annually
to compute its allowable  addition to its bad debt reserves for qualifying loans
under either the  experience  method or the percentage of taxable income method.
For the past several  years,  Harvest Home used the percentage of taxable income
method  because  such  method  provided  a higher  bad debt  deduction  than the
experience method.

     Under the experience  method, the bad debt deduction for an addition to the
reserve for  "qualifying  real  property  loans" or  nonqualifying  loans" is an
amount  determined  under a formula based upon a moving average of the bad debts
actually  sustained by a thrift institution over a period of years, or an amount
necessary to maintain a minimum  reserve level amount for a statutory base year.
The  percentage of taxable  income used to compute the bad debt deduction is 8%.
The  percentage  bad debt  deduction  thus  computed  is  reduced  by the amount
permitted as a deduction for  nonqualifying  loans under the experience  method.
The  availability of the percentage of taxable income method permits  qualifying
thrift  institutions  to be taxed at a lower  effective  federal income tax rate
than that applicable to corporations  generally.  The effective  maximum federal
income tax rate  applicable  to a  qualifying  thrift  institution  with taxable
income under $10 million  (exclusive of any minimum tax or  environmental  tax),
assuming the maximum percentage bad debt deduction, is approximately 31.3%.

     If less than 60% of the total dollar amount of an institution's  assets (on
a  tax  basis)  consist  of  specified  assets  (generally,   loans  secured  by
residential  real  estate or  deposits,  educational  loans,  cash,  and certain
governmental obligations), such institution may not deduct any addition to a bad
debt reserve and  generally  must include  reserves in excess of that  allowable
under the experience  method in income over a four-year period. At September 30,
1998,  at least 70% of Harvest  Home's total assets were  specified  assets.  No
representation can be made as to whether Harvest Home will meet the 60% test for
subsequent taxable years.

     Under the  percentage of taxable  income  method,  the  percentage bad debt
deduction  cannot  exceed the amount  necessary  to increase  the balance in the
reserve for  "qualifying  real property  loans" to an amount equal to 6% of such
loans  outstanding at the end of the taxable year.  Additionally,  the total bad
debt deduction  attributable  to "qualifying  real property loans" cannot exceed
the greater of (i) the amount  deductible under the experience  method,  or (ii)
the  amount  which,  when  added to the bad debt  deduction  for  "nonqualifying
loans," equals the amount by which 12% of the amount comprising savings accounts
at year-end  exceeds the sum of surplus,  undivided  profits and reserves at the
beginning of the year.  At September 30, 1996,  and for all prior years,  the 6%
and 12% limitations did not restrict the percentage bad debt deduction available
to Harvest Home.
                               
     In addition to the regular income tax, HHFC and Harvest Home are subject to
a minimum  tax. An  alternative  minimum tax is imposed at a minimum tax rate of
20% on "alternative minimum taxable income" (which is the sum of a corporation's
regular taxable income,  with certain  adjustments,  and tax preference  items),
less any available exemption.  Such tax preference items include (i) 100% of the
excess of a thrift  institution's  bad debt deduction over the amount that would
have been allowable based on actual experience, and (ii) interest on certain tax
exempt  bonds issued  after  August 7, 1986.  In addition,  75% of the amount by
which a corporation's "adjusted current earnings" exceed its alternative minimum
taxable income computed without regard to this adjustment and prior to reduction
by net operating losses, is included in alternative  minimum taxable income. Net
operating  losses can  offset no more than 90% of  alternative  minimum  taxable
income.

                                       32
<PAGE>
     The  alternative  minimum  tax is  imposed  to the  extent it  exceeds  the
corporation's  regular income tax.  Payments of  alternative  minimum tax may be
used as credits  against  regular tax  liabilities in future years. In addition,
for taxable  years after 1986 and before  1996,  HHFC and Harvest  Home are also
subject  to an  environmental  tax equal to 0.12% of the  excess of  alternative
minimum  taxable income for the taxable year  (determined  without regard to net
operating losses and deduction for the environmental tax) over $2.0 million.

     To the extent  earnings  appropriated  to a thrift  institution's  bad debt
reserves for qualifying  real property loans and deducted for federal income tax
purposes  exceed  the  allowable  amount  of such  reserves  computed  under the
experience method, and to the extent of the institution's  supplemental reserves
for losses on loans (the  "Excess"),  such Excess may not,  without  adverse tax
consequences,  be utilized for payment of cash dividends or other  distributions
to a shareholder (including  distributions in dissolution or liquidation) or for
any other  purpose  (except to absorb bad debt losses).  Distribution  of a cash
dividend by a thrift institution to a shareholder is treated as made: first, out
of the institution's post-1951 accumulated earnings and profits;  second, out of
the  Excess;  and third,  out of such other  accounts  as may be proper.  To the
extent a  distribution  by Harvest Home to HHFC is deemed paid out of its Excess
under these rules,  the Excess would be reduced and Harvest  Home's gross income
for tax purposes  would be increased  by the amount  which,  when reduced by the
income tax, if any,  attributable  to the  inclusion of such amount in its gross
income,  equals the amount  deemed paid out of the Excess.  As of September  30,
1997, Harvest Home's Excess for tax purposes totaled approximately $1.7 million.
Harvest Home believes it had approximately $3.8 million of accumulated  earnings
and profits for tax purposes as of September 30, 1998,  which would be available
for dividend  distributions,  provided regulatory restrictions applicable to the
payment of dividends are met. See "DIVIDEND POLICY."

     The tax returns of Harvest Home have been audited or closed  without  audit
through fiscal year 1994. In the opinion of management,  any examination of open
returns  would not result in a  deficiency  which could have a material  adverse
effect on the consolidated financial condition of HHFC.

Ohio Taxation

     HHFC is subject to the Ohio corporation franchise tax, which, as applied to
HHFC,  is a tax measured by both net earnings and net worth.  The rate of tax is
the greater of (i) 5.1% on the first $50,000 of computed Ohio taxable income and
8.9% of computed  Ohio taxable  income in excess of $50,000 or (ii) 0.582% times
taxable net worth.

     In computing its tax under the net worth  method,  HHFC may exclude 100% of
its  investment  in the capital stock of Harvest Home after the  Conversion,  as
reflected on the balance  sheet of HHFC,  in computing  its taxable net worth as
long as it owns at least 25% of the  issued  and  outstanding  capital  stock of
Harvest Home.  The  calculation  of the exclusion from net worth is based on the
ratio of the excludable investment (net of any appreciation or goodwill included
in such investment) to total assets multiplied by the net value of the stock. As
a holding company, HHFC may be entitled to various other deductions in computing
taxable net worth that are not generally available to operating companies.


                                       33
<PAGE>
  A special litter tax is also applicable to all  corporations,  including HHFC,
subject  to  the  Ohio   corporation   franchise   tax  other  than   "financial
institutions."  If the franchise tax is paid on the net income basis, the litter
tax is equal to .11% of the first  $50,000 of computed  Ohio taxable  income and
 .22% of computed Ohio taxable income in excess of $50,000.  If the franchise tax
is paid on the net worth basis,  the litter tax is equal to .014% times  taxable
net worth.

     Harvest Home is a "financial  institution"  for State of Ohio tax purposes.
As  such,  it is  subject  to the Ohio  corporate  franchise  tax on  "financial
institutions,"  which is imposed  annually  at a rate of 1.5% of Harvest  Home's
book net worth determined in accordance with GAAP. As a "financial institution,"
Harvest  Home is not  subject to any tax based  upon net  income or net  profits
imposed by the State of Ohio.

Item 2.          Properties

     The following  table sets forth certain  information at September 30, 1996,
regarding  the  properties  on which the main office and each  branch  office of
Harvest Home is located:

<TABLE>
<CAPTION>
                                                                                Approx.
                                            Owned             Date              square           Net
Location                                    or leased         acquired          footage          book value(1)
                                                                            (In thousands)
<S>                                           <C>                <C>             <C>              <C>
Main office:

3621 Harrison Ave.
Cheviot, OH  45211                          Owned             Various           6,000            $418
                                                               from
                                                              1926 to
                                                              present

Branch offices:

7030 Hamilton Ave.
Cinti., OH  45231                           Owned             1975              1,200            $277

3663 Ebenezer Road
Cinti., OH 45248                            Owned             1985              1,000            $287

</TABLE>


(1)  At September 30, 1998,  Harvest Home's office  premises and equipment had a
     total net book value of $1.1 million. For additional  information regarding
     Harvest Home's office premises and equipment,  see Notes A-6 and E of Notes
     to Consolidated Financial Statements.

Harvest Home has  contracted for the data  processing and reporting  services of
NCR  Corporation.  The cost of these data processing  services is  approximately
$7,000 per month.


                                       34
<PAGE>
Item 3.          Legal Proceedings

  Neither HHFC nor Harvest Home is presently  involved in any legal  proceedings
of a  material  nature.  From  time to  time,  Harvest  Home is a party to legal
proceedings  incidental  to its  Business  to enforce its  security  interest in
collateral pledged to secure loans made by Harvest Home.

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

  Not applicable.


                                    PART II

Item 5.          Market for Common Equity and Related Stockholder Matters

  The no par Common Stock was issued for the first time pursuant to subscription
orders on October 7, 1994.  991,875 shares were issued. The shares are traded on
the NASDAQ  market.  The stock  opened at $10.00 per share.  As of December  23,
1998, the stock was trading at $14.63 per share.


As of December 23, 1998, there are approximately 350 holders of record of the no
par Common Stock of HHFC.

  Presented below are the high and low bid prices for the  Corporation's  common
stock,  as well as the amount of cash  dividends  paid on the common stock,  for
each  quarter  of fiscal  1998.  Such  values  do not  include  retail  markups,
markdowns or  commissions.  Information  relating to prices has been obtained by
the Corporation from NASDAQ for fiscal 1998.
<TABLE>
<CAPTION>
                                                         
                                                                                  Cash
Fiscal year ending September 30, 1998                High             Low       Dividends
<S>                                                    <C>            <C>          <C>
Quarter ending December 31, 1997                     $15.75         $12.00        $.11
Quarter ending March 31, 1998                        $15.75         $13.75        $.11
Quarter ending June 30, 1998                         $16.75         $14.75        $.11
Quarter ending September 30, 1998                    $15.31         $11.75        $.11
</TABLE>


Item 6.        Management's Discussion and Analysis of Financial Condition and 
               Results of Operations

     The  information  required herein is incorporated by reference from Harvest
Home  Financial's  1998 Annual Report to  Shareholders  ("Annual  Report"),  the
Managements  Discussion  and  Analysis  of which is  included  in  Exhibit 13 as
attached hereto.


Item 7.        Consolidated Financial Statements

     The financial statements required herein are incorporated by reference from
the Annual Report, the financial  statements of which are included in Exhibit 13
attached hereto.


                                       35
<PAGE>
Item 8.        Changes in and Disagreements with Accountants on Accounting and
               Financial Disclosure

There have been no changes or disagreements with regard to accountants.

Impact of Inflation and Changing Prices

     The  consolidated  financial  statements and notes thereto  included herein
have been prepared in accordance with generally accepted accounting  principles,
which  require the  Corporation  to measure  financial  position  and results of
operations in terms of historical  dollars  without  considering  changes in the
relative purchasing power of money over time because of inflation.

     In  management's  opinion,  changes in interest  rates affect the financial
condition of a financial institution to a far greater degree than changes in the
rate of inflation. While interest rates are greatly influenced by changes in the
inflation rate, they do not change at the same rate or in the
same magnitude as the inflation rate. Rather,  interest rate volatility is based
on changes in the expected rate of inflation,  as well as on changes in monetary
and fiscal policies.

Recapitalization of the Deposit Insurance Fund

     The deposit accounts of the Savings Bank and of other savings  associations
are insured by the FDIC in the Savings Association  Insurance Fund ( SAIF ). The
reserves of the SAIF were below the level required by law, because a significant
portion of the assessments paid into the fund were used to pay the cost of prior
thrift  failures.  The deposit  accounts of commercial  banks are insured by the
FDIC in the Bank  Insurance  Fund ( BIF ),  except to the extent such banks have
acquired SAIF deposits. The reserves of the BIF met the level required by law in
May 1995. As a result of the  respective  reserve  levels of the funds,  deposit
insurance  assessments paid by healthy savings associations  exceeded those paid
by healthy  commercial banks by approximately $.19 per $100 in deposits in 1995.
In 1996, no BIF assessments are required for healthy commercial banks except for
a $2,000 minimum fee.

     Legislation  was  enacted  to  recapitalize  the SAIF that  provides  for a
special  assessment  totaling  $.657 per $100 of SAIF deposits held at March 31,
1995, in order to increase SAIF reserves to the level required by law.

     The Savings Bank had $56.0 million in deposits at March 31, 1995, resulting
in an assessment of  approximately  $368,000,  or $243,000  after tax, which was
charged to operations in 1996.

A component of the recapitalization plan provides for the merger of the SAIF and
BIF on January 1, 1999. The SAIF recapitalization  legislation also provides for
an elimination of the thrift  charter or of the separate  federal  regulation of
thrifts prior to the merger of the deposit  insurance  funds.  As a result,  the
Savings Bank would be regulated as a bank under Federal laws which would subject
it to the more  restrictive  activity  limits imposed on national  banks.  Under
separate legislation related to the  recapitalization  plan, the Savings Bank is
required to recapture as taxable income  approximately  $370,000 of its bad debt
reserve,  which represents the post-1987  additions to the reserve,  and will be
unable to utilize the  percentage  of earnings  method to compute its reserve in
the future.  The Savings  Bank has provided  deferred  taxes for this amount and
will be  permitted  to amortize  the  recapture of its bad debt reserve over six
years.

                                       36
<PAGE>
                                    PART III




Item 9.        Directors, Executive Officers, Promoters and Control Persons; 
               Compliance with Section 16(a) of the Exchange Act

<TABLE>
<CAPTION>

                                            POSITION WITH              DATE OF          TERMS
NAME                           AGE           HARVEST HOME              SERVICE          EXPIRE
<S>                            <C>                <C>                     <C>             <C>
John E. Rathkamp                55           President,                 1971              1999
                                             Secretary, Director,
                                             Managing Officer

Dennis J. Slattery              46           Executive Vice             1978                0
                                             President

Richard F. Hauck                69           Vice President,            1985              2000
                                             Director

Walter A. Schuch                81           Chairman of Board,         1955              2001
                                             Director

Thomas L. Eckert                75           Director                   1973              2000

Marvin J. Ruehlman              77           Director                   1955              2001

Herbert E. Menkhaus             70           Director                   1985              1999

George C. Eyrich                79           Director                   1954              1999

</TABLE>




  The business experience of each director of HHFC is set forth below.

     John E.  Rathkamp  joined  Harvest  Home in 1965 as  Treasurer.  He  became
Secretary  and Managing  Officer in 1976. He has been a Director of Harvest Home
since  1971.  In 1991 he was  elected  President  of the Bank and  currently  is
serving as  President,  Secretary  and  Managing  Officer  of  Harvest  Home and
President of HHFC.

     Thomas Eckert joined  Victoria  Savings & Loan Co. in 1954 as Treasurer and
served as Managing  Officer from 1956 to 1973. In 1973  Victoria  Savings & Loan
Co.  merged with Harvest Home and Mr.  Eckert  became Vice  President of Harvest
Home until his  retirement in 1990. Mr. Eckert has been a member of the Board of
Directors of Harvest Home since 1973.


     Walter A. Schuch  joined  Harvest Home as a Board member in 1955. He became
President in 1976 and Chairman of the Board in 1983.  He retired as President in
1991 and is currently serving as Chairman of the Board.

     George C. Eyrich joined  Harvest Home as a Board member in 1954. Mr. Eyrich
is an attorney and the law firm has  represented the Bank since its inception in
1919. He is currently of counsel with Kepley,  Gilligan and Eyrich which acts as
general counsel of Harvest Home.


                                       37
<PAGE>
     Herbert E. Menkhaus  joined  Baltimore  Savings & Loan Co. as a Director in
1971. He served as Treasurer, President and Director of Baltimore Savings & Loan
until it merged with Harvest Home in 1985.  Mr.  Menkhaus has been a Director of
Harvest Home since 1985.

     Marvin J.  Ruehlman  joined  Harvest Home in 1955 and has served as a Board
member  since then.  He is currently on the  Appraisal  Committee  and the Asset
Classification Committee. He retired from the construction business in 1990.

     Richard F. Hauck joined Baltimore  Savings & Loan Co. as a Director in 1971
and became Secretary and Managing  Officer in 1983. In 1985 Baltimore  Savings &
Loan Co.  merged with  Harvest  Home and Mr.  Hauck  became Vice  President  and
Director of Harvest Home. He is currently serving as a Director.

     Dennis J.  Slattery  joined  Harvest  Home in 1978 and became  Treasurer in
1981. In 1991, Mr.  Slattery was elected  Executive Vice President and served as
Treasurer  and  Executive  Vice  President in 1994.  He is currently  serving as
Executive Vice President.


     Section  16(a)  of  the  Securities  Exchange  Act  of  1934  requires  the
Corporation's  directors and executive  officers,  and persons who own more than
ten percent (10%) of a registered class of the Corporation's  equity securities,
to file with the SEC  initial  reports of  ownership  and  reports of changes in
ownership  of Common  Stock  and other  equity  securities  of the  Corporation.
Officers, directors and greater than ten percent (10%) shareholders are required
by SEC  regulation to furnish the  Corporation  with copies of all Section 16(a)
forms they file.

     To the Corporation's  knowledge,  based solely on a review of the copies of
such reports furnished to the Corporation, all Section 16(a) filing requirements
for officers,  directors and greater than ten percent  (10%)  beneficial  owners
were complied  with and the  requisite  Forms 5 were filed on November 14, 1997.
All Section 16(a) filing requirements applicable to its officers,  directors and
greater than ten (10) percent  beneficial  owners were  complied with the during
the fiscal year ended September 30, 1998.


Item 10.      Executive Compensation

     The following table presents certain information regarding the cash and non
cash  compensation  for each of the last three fiscal years awarded to or earned
by the Chief Executive  Officer.  No other executive  officers received a salary
and bonus in excess of $100,000 during the fiscal year ended September 30, 1998.

<TABLE>
<CAPTION>


Name and Principal Position          Fiscal        
                                    Year-End                Annual Compensation
                                                                                   All
                                                      Salary         Bonus        Other
<S>                                  <C>                <C>            <C>          <C>
John E. Rathkamp, President,
Secretary, Managing Officer           1996             $96,412       $2,380       $35,416
 
                                      1997            $100,350       $3,295       $77,952

                                      1998            $104,550       $3,875       $42,508
</TABLE>



                                       38
<PAGE>
Item 11.     Security Ownership of Certain Beneficial Owners and Management

<TABLE>
<CAPTION>

                           Amount and Nature              Percent of
Name and Address       of Beneficial Ownership        Shares Outstanding
<S>                            <C>                           <C>
John E. Rathkamp                 14,959                      1.7%
Dennis J. Slattery                7,475                       .8%
Richard F. Hauck                 11,983                      1.3%
Walter A. Schuch                 14,959                      1.7%
Thomas L. Eckert                 14,959                      1.7%
Marvin J. Ruehlman               14,959                      1.7%
Herb E. Menkhaus                 14,959                      1.7%
George C. Eyrich                 14,959                      1.7%

Total of all directors
and officers as a group         109,212                     11.7%
</TABLE>



Item 12.               Certain Relationships and Related Transactions

       Not applicable.




                                    PART IV


Item 13.               Exhibits and Reports on Form 8-K

      (a) No reports on Form 8-K have been filed  during the last quarter of the
fiscal year covered by this Report.




                                       39
<PAGE>
                                    SIGNATURES
Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934,  the  registrant  has duly  caused  this report to be signed on its
behalf by the undersigned, thereunto duly authorized.


                                 HARVEST HOME


                                 /s/John E. Rathkamp
                                 John E. Rathkamp
                                 President and Director (Principal Executive
                                 Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been duly signed below by the following  persons on behalf of the registrant
and in the capacities and on the dates indicated.

By/s/Dennis J. Slattery                   By/s/Richard F. Hauck
  Dennis J. Slattery                      Richard F. Hauck
  Executive Vice President                Vice President and Director
  (Principal Accounting Officer)

                                     

Date  December 28, 1998                  Date  December 28, 1998




By/s/Walter A. Schuch                     By/s/Thomas L. Eckert
  Walter A. Schuch                        Thomas L. Eckert
  Director                                     Director

Date  December 28, 1998                  Date  December 28, 1998



By/s/Marvin J. Ruehlman                   By/s/Herbert E. Menkhaus
  Marvin J. Ruehlman                      Herbert E. Menkhaus
  Director                                Director
Date  December 28, 1998                  Date  December 28, 1998



By/s/George C. Eyrich
  George C. Eyrich
  Director

Date  December 28, 1998





                                       40
<PAGE>
                                INDEX TO EXHIBITS


EXHIBIT
NUMBER      DESCRIPTION

3.1               Articles  of  Incorporation  of  Harvest  Home  Financial   
                  Corporation Incorporated  by  reference to the  Registration  
                  Statement on Form S-1 filed by HHFC on February 26, 1994 
                  (the "S-1") with the  Securities and Exchange Commission 
                  (the "SEC"), Exhibit 3.1

3.2               Code of Regulations of Harvest Home Financial Corporation 
                  Incorporated by reference to the S-1, Exhibit 3.1

4                 Forms 10-QSB for the first three quarters of FY 1998

                  Incorporated  by  reference  filed by HHFC on August 14, 1998;
                  June 13, 1998; February 14, 1998

10.1              The Stock Ownership Plan
                  Incorporated by reference to S-1, Exhibit 10.4

10.2              The Stock Option and Incentive Plan
                  Incorporated  by  reference  to the S-1,  Exhibit  10.2 and as
                  Exhibit A to the Definitive  Proxy  Statement filed by HHFC on
                  December 2, 1995.

10.3              The Recognition and Retention Plan
                  Incorporated  by  reference  to the S-1,  Exhibit  10.3 and as
                  Exhibit B to the Definitive  Proxy  Statement filed by HHFC on
                  December 2, 1995

10.4              Employment Agreements, Incorporated by reference to the S-1,

13                Portions of the 1998 Annual Report to Shareholders'

16                Letter of the Predecessor Accountant Incorporated by reference
                  to the S-1, Exhibit 10

22                Subsidiary of Harvest Home Financial Corporation

27.1              1998 Financial Data Schedule

27.2              Restated 1997 Financial Data Schedule




                                       41