x Annual report pursuant to Section
13 or 15(d) of the Securities Exchange Act of 1934



Commission File Number: 0-22269







|Louisiana                         | 72-1341014              
|--------------------------------- | ------------------------
|(State or Other Jurisdiction      | (IRS Employer ID Number)
|of Incorporation or Organization) |                         









Registrant's Telephone Number:
(504) 457-6220







Indicate by check mark 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
|----- | --

Indicate by check mark if disclosure
of delinquent filers pursuant to Item 405 of Regulation S-K is
not contained herein, and will not be contained, to the best of
the Registrants knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form
10-K or any amendment to this Form 10-K. ____



As of March 8, 2001, there were
1,938,646 shares of the Registrants common stock, par value
$.01 per share, issued and outstanding. The aggregate market value
of such stock, excluding the shares held by all directors and
officers of the Registrant, was $20.5 million at March 8, 2001
based on the per common share price at closing of $14.63 on that
date. The information presented in this Form 10-K at December
31, 2000 and 1999, and for the twelve months ended December 31,
2000, 1999, and 1998 represent the financial condition and results
of operations of GS Financial Corp. and its wholly-owned subsidiary,
Guaranty Savings & Homestead Association.

DOCUMENTS INCORPORATED BY REFERENCE

Listed hereunder are the following
documents which have been incorporated by reference and the Part
of the Form 10-K into which the document is incorporated.



|(1) | Portions of the Annual Report to Shareholders for the fiscal
    year ended December 31, 2000 are incorporated into Part II, Items
    5 through 8, and Part IV, Item 14.                                              
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(2) | Portions of the definitive proxy statement for the 2001 Annual
    Meeting of Shareholders to be filed within 120 days of the Registrants
    fiscal year end are incorporated into Part III, Items 10 through
    13.





Item 1. BUSINESS

In addition to historical information, this Annual Report on
Form 10-K includes certain "forward-looking statements,"
as defined in the Securities Act of 1933 and the Securities Exchange
Act of 1934, based on current management expectations. The Companys
actual results could differ materially from those management expectations.
Such forward-looking statements include statements regarding the
Companys intentions, beliefs or current expectations as
well as the assumptions on which such statements are based. Stockholders
and potential stockholders are cautioned that any such forward-looking
statements are not guarantees of future performance and involve
risks and uncertainties, and that actual results may differ materially
from those contemplated by such forward-looking statements. Factors
that could cause future results to vary from current management
expectations include, but are not limited to, general economic
conditions, legislative and regulatory changes, monetary and fiscal
policies of the federal government, changes in tax policies, rates
and regulations of federal, state and local tax authorities, changes
in interest rates, deposit flows, the cost of funds, demand for
loan products, demand for financial services, competition, changes
in the quality or composition of the Companys loan and investment
portfolios, changes in accounting principles, policies or guidelines,
and other economic, competitive, governmental and technological
factors affecting the Companys operations, markets, products,
services and fees. The Company undertakes no obligation to update
or revise any forward-looking statements to reflect changed assumptions,
the occurrence of unanticipated events or changes to future operating
results over time.



General

GS Financial Corp. (the "Company") was incorporated
under Louisiana law on December 24, 1996 as a thrift holding company.
The Company commenced operations on April 1, 1997 upon the completion
of its initial public offering of common stock, which trades on
the Nasdaq National Market. On that date the Companys wholly
owned subsidiary, Guaranty Savings and Homestead Association (the
"Association") was converted from a Louisiana chartered
mutual savings and loan association to a Louisiana chartered stock
savings and loan association. This was accomplished through the
offer and sale of common stock by the Company to certain depositors,
employees, officers and directors of the Association as well as
the GS Financial Employee Stock Ownership Plan (the "ESOP").
The Company simultaneously used a portion of the proceeds of its
sale of common stock to acquire 100% of the stock of the Association.

The Company's principal business is conducted through the Association.
Guaranty Savings and Homestead Association was founded in New
Orleans, Louisiana in 1937 as a mutual savings and loan association.
The Associations unconsolidated assets at December 31, 2000
totaled $151.2 million and comprise 98.5% of the total consolidated
assets of the Company. The Association provides financial services
primarily to individuals, mainly through the origination of mortgage
loans on 1-4 family residences. The Association accepts deposits
in the form of passbook savings, certificates of deposit, demand
deposit accounts and individual retirement accounts. The Association
also invests in short and long term liquid investments such as
US Treasury and Agency securities, mortgage backed securities,
overnight Federal Funds, money market investments and qualified
thrift grade mutual funds. The balance of the consolidated assets
includes $2.0 million in similar short and long term liquid investments,
and $.3 million in fixed assets held exclusively at the Company
level.

Regulation

The Companys primary regulator is the Office of Thrift
Supervision ("OTS"). The OTS regulates all thrifts and
thrift holding companies whose deposits are insured by the Savings
Association Insurance Fund ("SAIF") which is administered
by the Federal Deposit Insurance Corporation ("FDIC").
The Company, by virtue of its state charter is also subject to
the rules and regulations of the Louisiana Office of Financial
Institutions ("OFI"). These two agencies currently examine
the Company approximately every 18 months on an individual basis,
relying on the examination report of the other agency on cycles,
alternating when it is not their year to examine the Association.
The nature of such examinations includes safety and soundness
issues or compliance with applicable laws and regulations. The
Association was last examined by the OFI as of September 30, 2000
and the Company was last examined by the OTS as of June 30, 1999.

As a public registrant the Company is subject to the rules
and regulations of the Securities and Exchange Commission ("SEC").
The Company also is subject to the rules of the NASDAQ Stock Market.

The Association has been a member of the Federal Home Loan
Bank of Dallas ("FHLB") since 1937. The Federal Home
Loan Bank System is comprised of 12 regional banks which serve
thrifts and banks by offering investment opportunities and sources
of funds.

Lending Activities

Loan Portfolio Composition. The following table sets
forth the composition of the Companys loan portfolio by
type of loan at the dates indicated (in thousands):





|                   |                        |                         |       | December 31,
|------------------ | ---------------------- | ----------------------- | ----- | ------------
|                   |                        |                         |       | 2000        
|Real Estate Loans: |                        |                         |       |             
|                   | One to Four            |                         |       |             
|                   |                        | Family Residential      | $     | 71,092      
|                   | FHA and VA             |                         | 52    |             
|                   | Construction           |                         | 619   |             
|                   | Commercial Real Estate |                         | 1,006 |             
|                   | Other                  |                         | 1,453 |             
|                   |                        |                         |       | ---------   
|                   |                        | Total Real Estate Loans |       | 74,222      
|                   |                        |                         |       |             
|Consumer Loans:    |                        |                         |       |             
|                   | Second Mortgage        |                         | 52    |             
|                   | Loans on Deposits      |                         | 237   |             
|                   |                        |                         |       | ---------   
|                   |                        | Total Consumer Loans    |       | 289         
|                   |                        |                         |       |             
|Commercial Loans   |                        | 381                     |       | -           
|                   |                        |                         |       | ---------   
|                   |                        | Total Loans             |       | 74,892      
|                   |                        |                         |       |             
|Allowance for      |                        |                         |       |             
|                   | Loan Losses            |                         | (420) |             
|                   |                        |                         |       |             
|Net Deferred Loan  |                        |                         |       |             
|                   | Origination Costs      |                         | 8     |             
|                   |                        |                         |       | ---------   
|Net Loans          | $                      | 74,480                  | $     | 70,066      
|                   |                        |                         |       | =====       

Contractual Term to Final Maturities.The following
table sets forth certain information as of December 31, 2000 regarding
the dollar amount of loans maturing in the Companys portfolio,
based on the contractual date of the loans final maturity,
before giving effect to net items. Demand loans and loans having
no stated maturity are reported as due in one year or less. The
amounts shown below do not reflect normal principal amortization;
rather, the balance of each loan outstanding at December 31, 2000
is shown in the appropriate year of the loans final maturity.
The actual maturity of loans varies primarily on prepayments which
to a large extent depends on market interest rates. In general
if prevailing market rates fall below those of the portfolio,
prepayments accelerate. Conversely if market interest rates increase
above portfolio rates early pay-offs tend to decrease.

Fixed rate loans receivable as of December 31, 2000 are scheduled
to mature and adjustable rate loans are scheduled to re-price
as follows (in thousands):



|                            |              |     | Under 
    One 
    Year | One to 
    Five 
    Years | Over Five to Ten Years | Over 
    10 
    Years | Total 
|--------------------------- | ------------ | --- | ------------------------ | --------------------------- | ---------------------- | ----------------------- | ------
|                            |              |     | ------                   |                             | ------                 |                         | ------
|Loans Secured by 1-4 Family |              |     |                          |                             |                        |                         |       
|                            | Residential: |     |                          |                             |                        |                         |       
|                            | Fixed Rate   | $   | 65                       | $                           | 2,054                  | $                       | 9,740 
|Other Loans Secured by      |              |     |                          |                             |                        |                         |       
|                            | Real Estate: |     |                          |                             |                        |                         |       
|                            | Fixed Rate   |     | 32                       |                             | 111                    |                         | 331   
|Commercial Fixed Rate       |              | 99  |                          | -                           |                        | -                       |       
|All Other Loans             |              | 237 |                          | -                           |                        | -                       |       
|                            |              |     | ------                   |                             | ------                 |                         | ------
|                            |              | $   | 433                      | $                           | 2,165                  | $                       | 10,071
|                            |              |     | =====                    |                             | =====                  |                         | ===== 

Loan Origination Activity. The table below sets forth
the Companys total loan origination and reduction experience
during the periods indicated. Historically, the Company has not
purchased or sold any loans.



|                                  |                        |        | December 31,
|--------------------------------- | ---------------------- | ------ | ------------
|                                  |                        |        | 2000        
|                                  |                        |        | -------     
|Loan Originations (in thousands): |                        |        |             
|                                  | 1-4 family residential | $      | 10,846      
|                                  | Construction           |        | 1,514       
|                                  | Commercial real estate |        | 323         
|                                  | Consumer               |        | 106         
|                                  | Commercial             |        | 383         
|                                  | Other Real Estate      |        | 568         
|                                  |                        |        | -------     
|Total Loan Originations           |                        | 13,740 |             
|Loan principal                    |                        |        |             
|                                  | repayments             |        | (9,218)     
|Increase (decrease)               |                        |        |             
|                                  | due to other items     |        | 6           
|                                  |                        |        | -------     
|Net increase(decrease) in         |                        |        |             
|                                  | Loan portfolio         | $      | 4,528       
|                                  |                        |        | ======      

Real Estate Lending Standards and Underwriting Policies.
As of March 19, 1993, the Company was required to adopt and maintain
written real estate lending policies that are consistent with
safe and sound banking practices. The Company is in compliance
with all such standards.

The lending activities of the Company are subject to written
underwriting standards and loan origination procedures established
by the Company's Board of Directors and Management. These standards
and procedures are incorporated into the Company's Underwriting
Standards and Lending Policy which are reviewed annually by the
Board of Directors (the "Board"). The underwriting standards
dictate the manner in which loan applications are accepted and
processed. Such standards are written to comply with all applicable
laws and regulations including but not limited to Truth-In-Lending
(Regulation Z) and the Real Estate Settlement and Procedures Act
("RESPA"). These standards pertain to such issues as
appraisal guidelines, disclosure requirements, credit criteria,
complete applications, and title requirements. The Company requires
appraisals from Board-approved state licensed and certified appraisers.
The lending policy establishes the overall direction of the Company's
lending activities within the community and forms the basis for
setting underwriting standards which limit the Company's exposure
to credit risk. Such factors include loan amount, debt to income
ratios, collateral, and acceptable rates and terms.

Briefly stated, the loan process consists of applicants meeting
with loan personnel and providing pertinent documentation, including
but not limited to, requested loan amount, property description,
security offered as collateral, intended down payments and an
acceptable rate and term consistent with the Company's then current
lending policy. Upon receipt of a favorable credit report, an
appraisal is obtained with requisite documentation to support
the property's stated market value. Upon completion the loan package
is presented to the Loan Committee for consideration. All applicants
receive written notification of the Committees decision
to approve or deny the request. Approved loans are assigned to
one of the Company's approved attorneys for closing. Actions of
the Loan Committee are submitted to the Board of Directors for
consideration and ratification on a monthly basis.

Loan applications are accepted at all three of the Companys
offices and forwarded to the Loan Committee which meets weekly.
The Company requires a title insurance policy on all loans prior
to closing.

The Companys loan portfolio consists of conventional
fixed rate mortgage loans on 1-4 family residential dwellings.
The terms of these go up to 30 years. Currently, the minimum cash
down payment is 20% of the lesser of purchase price or appraised
value. The Company also makes loans on residential investment
property, commercial real estate, condominiums and vacant ground.
Terms and rates are commensurate with current market conditions
and risk factors.

The Company originates and funds construction loans which subsequently
convert to permanent, fixed rate mortgage loans. During the construction
period, the company requires payment of interest only on the amount
of principal drawn.

During 2000, the Company began offering commercial loans. These
include loans secured by commercial real estate, inventory, equipment
or receivables. These loans provide the Company an opportunity
to offer additional services, attract new business and diversify
its loan portfolio.

Loans are available to depositors of the Company secured by
passbook savings or certificates of deposit at a rate 2 percentage
points above the savings rate up to 90% of the face amount of
a certificate of deposit or 90% of the current available balance
of a passbook. The minimum amount on such loans is $1,000 and
these loans are payable on demand subject to 30 days notice.

Asset Quality

General. The Company has adopted an asset classification
policy which is designed to draw attention to assets before collection
becomes a problem, thus maintaining the quality of the Companys
investment as an interest earning asset. The policy also insures
the accurate reporting of the Companys assets from a valuation
standpoint.

All of the Companys assets are reviewed on a quarterly
basis. Factors taken into consideration include the assets
payment history, the value of the underlying collateral as well
as current economic conditions, particularly in the local real
estate market. Assets displaying tendencies which might hinder
full collection of principal are classified as substandard. Such
tendencies include but are not limited to late payments on loans
or deterioration of the underlying collateral. Assets classified
as special mention are those not yet serious enough to merit the
substandard classification but do require additional attention
from Management.

The Companys Watch List, comprising substandard and special
mention assets is presented to the Board quarterly and ratified.
The allowance for loan loss ("ALL") is calculated by
assigning various percentages to assets on the watch list, particular
types of mortgage loans and the mortgage portfolio taken as a
whole. The ALL is maintained at an overall percentage of the mortgage
portfolio deemed appropriate by management considering conditions
in the local real estate market, current economic circumstances
and recent foreclosure or charge-off activity.

Loan collection efforts in the form of past due notices commence
when loan payments are more than 15 days past due. Once a loan
reaches 30 days past due status, the Companys collection
manager initiates personal contact with the borrower. When a loan
becomes 90 days past due, the Company initiates foreclosure proceedings.
At this point, loans are placed on non-accrual status. All interest
and late charges due on such loans are reversed in the form of
reserves for uncollectible interest and late charges.

Real estate acquired by the Company through foreclosure is
classified as foreclosed real estate until such time as the property
is sold. All such assets are booked at the lower of appraised
value or cost which includes all principal, escrow overdrafts
and attorney fees. All Foreclosed Real Estate is considered substandard.

Delinquent Loans and Non-Performing Assets. The following
tables set forth the Companys delinquent loans and non-performing
assets as of the dates indicated. Balances are indicative of the
total principal balances of such loans rather than the actual
principal past due based on the number of payments past due. At
December 31 of the five years presented, predominantly all of
the Associations delinquent loans and non performing assets
were either 1-4 family residential dwellings or loans secured
by 1-4 family residential loans.









|                       |   | 2000  |   | 1999  |   | 1998  |   | 1997  |   | 1996 
|---------------------- | - | ----- | - | ----- | - | ----- | - | ----- | - | -----
|                       |   | ----- |   | ----- |   | ----- |   | ----- |   | -----
|30-89 Days             | $ | 2,231 | $ | 2,673 | $ | 2,171 | $ | 271   | $ | 175  
|90+ Days               |   | 434   |   | 100   |   | 266   |   | 166   |   | 253  
|                       |   | ----- |   | ----- |   | ----- |   | ----- |   | -----
|Total Delinquent Loans | $ | 2,665 | $ | 2,773 | $ | 2,437 | $ | 437   | $ | 428  
|                       |   | ====  |   | ====  |   | ====  |   | ====  |   | ==== 

During 1998, the Company changed its data processing parameters
to include accounts exactly 30 days past due in the delinquent
30-89 day category. This accounts for the material increase in
the amount of loans delinquent 30-89 days in 1998 through 2000
compared to 1997 and 1996.







|                            |                     |     | 2000  |     | 1999  |     | 1998  |     | 1997  |     | 1996 
|--------------------------- | ------------------- | --- | ----- | --- | ----- | --- | ----- | --- | ----- | --- | -----
|                            |                     |     | ----- |     | ----- |     | ----- |     | ----- |     | -----
|90+ Day Delinquent Loans    | $                   | 434 | $     | 100 | $     | 266 | $     | 166 | $     | 253
|Foreclosed Real Estate      |                     | 117 |       | 14  |       | -   |       | -   |       | -  
|                            |                     |     | ----- |     | ----- |     | ----- |     | ----- |     | -----
|Total Non Performing Assets | $                   | 551 | $     | 114 | $     | 266 | $     | 166 | $     | 253
|                            |                     |     | ===   |     | ===   |     | ===   |     | ===   |     | ===  
|Non Performing Loans as     |                     |     |       |     |       |     |       |     |       |    
|                            | a % of Total Loans  |     | .58%  |     | .14%  |     | .42%  |     | .31%  |     | .57% 
|Non Performing Assets as    |                     |     |       |     |       |     |       |     |       |    
|                            | a % of Total Assets |     | .28%  |     | .06%  |     | .17%  |     | .13%  |     | .29% 

Classified Assets.The following table presents information
pertaining to the Companys Watch list of classified assets
and associated specific valuation allowances as of the dates indicated.
All substandard and special mention loans receivable and related
specific valuation allowances were on 1-4 family residential mortgage
loans.











|                   |             |       | At December 31,
|------------------ | ----------- | ----- | ---------------
|                   |             |       | 2000           
|                   |             |       | ------         
|Substandard        | $           | 1,785 | $              
|Special Mention    |             | 127   |                
|                   |             |       | ------         
|Gross              |             | 1,912 |                
|                   |             |       |                
|Less Allowance for |             |       |                
|                   | Loan Loss * |       | -              
|                   |             |       | ------         
|Net                | $           | 1,912 | $              
|                   |             |       | =====          

* Up until the safety and soundness examination completed by
the OTS in November, 1999, the Company maintained a specific and
general valuation allowance for loan loss. At the suggestion of
OTS regulators, the Company adopted a methodology of one single
allowance for loan loss, eliminating the prior separate accounting
of the specific and general valuation allowances for loan loss.

LOAN LOSS EXPERIENCE

Provisions for loan losses are charged to earnings to bring
the total allowance for loan losses to a level considered appropriate
by Management based on a quarterly review which is reflective
of each individual loans performance and condition of the
underlying collateral. Management targets a certain percentage
of the entire portfolio given the current economic conditions
at which the ALL is deemed adequate. The Company employs the reserve
method of accounting for its ALL. The following table sets forth
the Companys loan loss experience for the years presented.



An analysis of the allowance for loan losses is as follow (dollars
in thousands):



|                     |                        |        | Years Ended December 31,
|-------------------- | ---------------------- | ------ | ------------------------
|                     |                        |        | 2000                    
|                     |                        |        | -----                   
|Balance, Beginning   |                        |        |                         
|                     | of Year                | $      | 424                     
|Provision for Losses |                        | 7      |                         
|Loans Charged Off    |                        | (11)   |                         
|Recoveries           |                        | -      |                         
|                     |                        |        | -----                   
|Balance, End of Year | $                      | 420    | $                       
|                     |                        |        | ====                    
|Allowance for Loan   |                        |        |                         
|                     | Losses as a % of       |        |                         
|                     | Total Loans Receivable | .56%   | .60%                    
|Allowance for Loan   |                        |        |                         
|                     | Losses as a % of       |        |                         
|                     | Non Performing Loans   | 96.69% | 422.97%                 

Mortgage-Backed Securities

The Company has invested in a portfolio of mostly fixed-rate,
mortgage-backed securities that are issued or guaranteed by the
Federal Home Loan Mortgage Corporation (FHLMC), the Federal National
Mortgage Association (FNMA) or the Government National Mortgage
Association (GNMA). The FHLMC and FNMA are enterprises sponsored
by the Federal government while GNMA securities represent direct
obligations of the Federal government. Because of this, these
securities are considered high quality investments with minimal
credit risks. The guaranteed aspect of these investments results
in yields slightly less than the actual yields on the underlying
mortgage loans.

Mortgage-backed securities represent participating interests
in pools of first mortgage loans originated and serviced by their
prospective issuers. Principal and interest payments of the underlying
mortgage loans are passed through intermediaries, including but
not limited to the issuing agencies, on to investors such as GS
Financial Corp. These securities in general offer slightly higher
yields than United States Treasury obligations.

The Company invests in mortgage-backed securities with terms
varying from 5 to 30 years. These securities are subject to variations
in cash flow and yield due to the prepayment rates of the underlying
mortgage loans. All such mortgage-backed securities meet the requirements
of qualified thrifts investments as later defined.

On September 30, 1997 the Company reclassified all of its mortgage-backed
securities as available-for-sale pursuant to SFAS 115. Management
felt that this classification was more appropriate considering
the magnitude of the Companys investment in these instruments
and the liquidity available should other investment opportunities
arrive.

The following table sets forth the composition of the Companys
mortgage-backed securities portfolio at each of the dates indicated
(in thousands):

MORTGAGE-BACKED SECURITIES



|December 31, 2000   | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair 
    Value
|------------------- | -------------- | ---------------------- | ----------------------- | ---------------
|                    |                | ----------             |                         | ----------     
|Available for Sale: |                |                        |                         |                
|FNMA                | $              | 1,481                  | $                       | -              
|FHLMC               |                | 1,096                  |                         | -              
|GNMA                |                | 1,541                  |                         | 4              
|                    |                | -------                |                         | -------        
|                    | $              | 4,118                  | $                       | 4              
|                    |                | =====                  |                         | =====          
|                    |                |                        |                         |                
|December 31, 1999   | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair 
    Value
|                    |                | ----------             |                         | ----------     
|Available for Sale: |                |                        |                         |                
|FNMA                | $              | 5,255                  | $                       | 1              
|FHLMC               |                | 1,328                  |                         | 3              
|GNMA                |                | 10,160                 |                         | -              
|                    |                | -------                |                         | -------        
|                    | $              | 16,743                 | $                       | 4              
|                    |                | =====                  |                         | =====          

The following table sets forth the maturities of the mortgage-backed
security portfolio as of December 31, 2000 (in thousands):

MORTGAGE-BACKED SECURITIES



|                                     | December 31, 2000                  |   | Amortized Cost | Fair 
    Value | Weighted Average Rate
|------------------------------------ | ---------------------------------- | - | -------------- | --------------- | ---------------------
|                                     |                                    |   | ---------      |                 | ---------            
|Mortgage-Backed Securities Maturing: |                                    |   |                |                 |                      
|                                     | In One Year or Less                | $ | 230            | $               | 230                  
|                                     | After One Year Through Five Years  |   | 814            |                 | 819                  
|                                     | After Five Years Through Ten Years |   | 1,187          |                 | 1,177                
|                                     | After Ten Years                    |   | 1,887          |                 | 1,889                
|                                     |                                    |   | ------         |                 | ------               
|                                     |                                    | $ | 4,118          | $               | 4,115                
|                                     |                                    |   | =====          |                 | =====                

The following table sets forth the purchases, sales and principal
repayments of the Companys mortgage-backed securities during
the periods indicated (in thousands):

MORTGAGE-BACKED SECURITIES



|                           |                           |                  |          | 2000    |         | 1999    |          | 1998   
|-------------------------- | ------------------------- | ---------------- | -------- | ------- | ------- | ------- | -------- | -------
|                           |                           |                  |          | ------- |         | ------- |          | -------
|Mortgage Backed Securities |                           |                  |          |         |         |        
|                           | Balance at January 1,     | $                | 16,743   | $       | 23,058  | $       | 41,648  
|                           | Purchases                 |                  | -        |         | -       |         | 5,764   
|                           | Repayments                |                  | (1,956)  |         | (6,227) |         | (11,790)
|                           | Sales (Net of Gains)      |                  | (10,650) |         | -       |         | (12,388)
|                           | Amortizations of Premiums |                  |          |         |         |         |         
|                           |                           | /Discounts (Net) |          | (19)    |         | (88)    |          | (176)  
|                           |                           |                  |          | ------- |         | ------- |          | -------
|                           | Balance at December 31,   | $                | 4,118    | $       | 16,743  | $       | 23,058  
|                           |                           |                  |          | ======  |         | ======  |          | ====== 
|                           | Weighted Average Yield    |                  | 6.68%    |         | 6.53%   |         | 6.34%   

Investment Securities

The Company invests in United States Treasury and Agency issued
obligations ranging in term from 3 months to 10 years. The investment
policy of the Company is reviewed periodically by Management and
ratified annually by the Board of Directors. At present the investment
policy of the Company strives to maintain a liquid, conservative
portfolio of investments keeping in mind the cash flow and investment
needs of the Company.

The Company also invests its excess cash in two institutional
funds whose principal underlying holdings are qualified thrift
investments. One is an adjustable rate mortgage (ARM) fund while
the other is an intermediate mortgage fund (IMF). Both of these
funds are offered by the First Financial Trust, which is a co-
operative institutional investment group comprised of members
of Americas Community Bankers. These two funds provide a
supplement to the Companys other short-term money market
investments and Federal Funds Sold, typically yielding a higher
rate of return while still providing excellent liquidity.

Interest rates dictate many of the investment decisions and
policies of the Company. It is the policy of the Company not to
engage in speculative purchasing, selling or trading of investments,
however, certain profits may be taken from time to time on the
sale of investments. When interest rate spreads reach acceptable
levels the Company may utilize leveraged purchasing of investment
securities. Also, when anticipated earnings permit, certain portfolio
adjustments may be made to enhance the overall portfolio yield
even though losses may be recognized in doing so.

The Companys investment portfolio is classified as available-for-sale
in accordance with SFAS 115. Prior to 1997, the Companys
investment portfolio was largely classified as held-to-maturity
with only approximately 5% to 10% being classified available for
sale. That amount was determined by Management as necessary should
any emergency liquidity demands arise. On September 30, 1996,
the Company sold investments classified held-to-maturity, thus
"tainting" the portfolio and forcing 100% of the portfolio
to be classified as available-for-sale. Management felt this was
in the best interest of the Company in considering the then current
interest rate environment, high loan demand, capital strength
of the Company and future investment avenues which might be pursued
in light of the impending stock conversion.

INVESTMENT SECURITIES

Securities available-for-sale consist of the following (in
thousands):



|                           | December 31, 2000    |       | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair 
    Value
|-------------------------- | -------------------- | ----- | -------------- | ---------------------- | ----------------------- | ---------------
|                           |                      |       | ----------     |                        | ----------              |                
|U. S. Government           |                      |       |                |                        |                         |                
|                           | and Federal Agencies | $     | 2,389          | $                      | 72                      | $              
|Adjustable Rate            |                      |       |                |                        |                         |                
|                           | Mortgage Mutual Fund |       | 2,831          |                        | -                       |                
|Intermediate               |                      |       |                |                        |                         |                
|                           | Mortgage Mutual Fund |       | 400            |                        | -                       |                
|                           |                      |       |                |                        |                         |                
|FHLMC Common Stock         |                      | 25    |                | 1,767                  |                         | -              
|FHLMC Preferred Stock      |                      | 3,506 |                |                        |                         | 2              
|Equity Investments - Other |                      | 50    |                | -                      |                         | -              
|                           |                      |       | -------        |                        | -------                 |                
|                           |                      | $     | 9,201          | $                      | 1,839                   | $              
|                           |                      |       | =====          |                        | =====                   |                
|                           |                      |       |                |                        |                         |                
|                           | December 31, 1999    |       | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair 
    Value
|                           |                      |       | ----------     |                        | ----------              |                
|U. S. Government           |                      |       |                |                        |                         |                
|                           | and Federal Agencies | $     | 4,678          | $                      | 35                      | $              
|Adjustable Rate            |                      |       |                |                        |                         |                
|                           | Mortgage Mutual Fund |       | 1,390          |                        | -                       |                
|Intermediate               |                      |       |                |                        |                         |                
|                           | Mortgage Mutual Fund |       | 2,972          |                        | -                       |                
|                           |                      |       |                |                        |                         |                
|FHLMC Common Stock         |                      | 35    |                | 1,659                  |                         | -              
|                           |                      |       | -------        |                        | -------                 |                
|                           |                      | $     | 9,075          | $                      | 1,694                   | $              
|                           |                      |       | =====          |                        | =====                   |                



The following table sets forth the amount of investment securities
which mature during each of the periods indicated at December
31, 2000:

INVESTMENT SECURITIES



|                     |                                    | Securities        
|-------------------- | ---------------------------------- | ------------------
|                     |                                    | Available-for-Sale
|                     | December 31, 2000                  |                   
|                     |                                    |                   
|Amounts Maturing in: |                                    |                   
|                     | In One Year or Less                | $                 
|                     | After One Year Through Five Years  |                   
|                     | After Five Years Through Ten Years |                   
|                     |                                    |                   
|                     |                                    | $                 
|                     |                                    |                   

COLLATERALIZED MORTGAGE OBLIGATIONS

Currently, the Companys investment in Collateralized
Mortgage Obligations (CMOs) is limited to first-tranche
Real Estate Mortgage Investment Conduits (REMICs). A REMIC
is a pass through investment created under the Tax Reform Act
of 1986 to issue multiple class mortgage-backed securities. The
mulitiple classes within a REMIC are known as "tranches."
The tranches are paid principal and/or interest based on the payment
schedule outlined in the prospectus.

The Companys investment in REMICs is limited to
those issued by FNMA, FHLMC and "AAA" rated non-governmental
issuers. These are defined to be within the 20% risk-weighted
category for thrift institutions. The contractual maturity of
a REMIC is defined by the latest maturity date of the underlying
group of mortgage loans. In terms of actual cash flow, the term
or duration of the REMICs purchased by the Company varies
from 2 to 4 years. The cash flow of these investments facilitates
the operating needs of the Company.



The following table sets forth the composition of the Companys
portfolio of Collateralized Mortgage Obligations indicated (in
thousands):

COLLATERALIZED MORTGAGE OBLIGATIONS



|December 31, 2000   |   | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair 
    Value
|------------------- | - | -------------- | ---------------------- | ----------------------- | ---------------
|                    |   | ----------     |                        | ----------              |                
|Available-for-Sale: |   |                |                        |                         |                
|FNMA                | $ | 5,766          | $                      | -                       | $              
|FHLMC               |   | 14,254         |                        | 196                     |                
|Other               |   | 33,562         |                        | 583                     |                
|                    |   | -------        |                        | -------                 |                
|                    | $ | 53,582         | $                      | 779                     | $              
|                    |   | =====          |                        | =====                   |                

|December 31, 1999   |   | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair 
    Value
|------------------- | - | -------------- | ---------------------- | ----------------------- | ---------------
|                    |   | ----------     |                        | ----------              |                
|Available-for-Sale: |   |                |                        |                         |                
|FNMA                | $ | 8,058          | $                      | -                       | $              
|FHLMC               |   | 17,347         |                        | 167                     |                
|Other               |   | 28,493         |                        | 15                      |                
|                    |   | -------        |                        | -------                 |                
|                    | $ | 53,898         | $                      | 182                     | $              
|                    |   | =====          |                        | =====                   |                

Sources of Funds

General. Deposits have always been the primary source
of the Companys funds for lending and other investment purposes.
The supply of retail deposits has decreased due to more investors
putting their money in the markets. As a result the Company has
turned towards wholesale sources such as the FHLB which allows
member institutions such as the Company to borrow money at discounted
costs.

Deposits. The Companys deposits are attracted
principally from within its market area. Many depositors are also
mortgage loan customers. The Company offers passbook savings,
demand deposit accounts, now accounts and certificates of deposit.
Terms for certificates vary from 3 months to 5 years while rates
tend to increase with term.



The following table shows the distribution of, and certain
other information relating to the Companys deposits. Deposit
account balances at December 31, 2000, 1999, and 1998 are summarized
as follows (in thousands):



|                 |          | Years Ending December 31,
|---------------- | -------- | -------------------------
|                 |          |                          
|                 |          |                          
|                 |          |                          
|                 |          |                          
|                 |          |                          
|Demand Deposit   |          |                          
|                 | Accounts | $                        
|Passbook Savings |          |                          
|                 | Accounts |                          
|Certificates of  |          |                          
|                 | Deposit  |                          
|                 |          |                          
|                 |          | $                        
|                 |          |                          

The following table sets forth the deposit cash flow of the
Company during the periods indicated (in thousands):



|                                    |                   | Year Ended December 31,
|----------------------------------- | ----------------- | -----------------------
|                                    |                   |                        
|                                    |                   |                        
|Increase (decrease) before          |                   |                        
|                                    | Interest Credited | $                      
|Interest Credited                   |                   | 2,059                  
|                                    |                   |                        
|Net increase (decrease) in deposits | $                 | (337)                  

The Company attempts to price its deposit accounts to remain
generally competitive with other financial institutions in its
market area, while maintaining its traditional margins. Traditionally
the Company has relied on its passbook savings accounts as a core
deposit base. In line with such policies, the Company does not
pay "jumbo" rates for deposits $100,000 and over.

The principal methods used by the Company to attract deposits
include its emphasis on personal service, competitive interest
rates and convenient office locations. The Company does not advertise
for deposits outside of its primary market area. At December 31,
2000, the Company had no deposits that were obtained through deposit
brokers.

The following table presents the amount of certificates of
deposit at December 31, 2000 which mature during the periods indicated
(in thousands).



|                              |                        |        | Amount  | Percent
|----------------------------- | ---------------------- | ------ | ------- | -------
|                              |                        |        | ------- | -------
|Certificate Accounts Maturing |                        |        |        
|                              | Under 12 months        | $      | 29,478  | 77.04% 
|                              | 12 months to 24 months |        | 6,387   | 16.69% 
|                              | 24 months to 36 months |        | 1,710   | 4.47%  
|                              | 36 months to 48 months |        | 251     | .66%   
|                              | 48 months to 60 months |        | 437     | 1.14%  
|                              |                        |        | ------  | -----  
|Total Certificates            | $                      | 38,263 | 100.00%
|                              |                        |        | =====   | ====== 

The following table sets forth the maturities of the Companys
deposits of $100,000 or more at December 31, 2000 by time remaining
to maturity (in thousands).

DEPOSITS 100,000 AND OVER

(in thousands)



|Maturing in 3 months or less     | $ | 1,986 
|-------------------------------- | - | ------
|Maturing in 3 to 6 months        |   | 614   
|Maturing in 6 months to 1 year   |   | 1,118 
|Maturing in 1 to 2 years         |   | 210   
|                                 |   | ------
|Total Deposits $100,000 and over | $ | 3,928 
|                                 |   | ===== 



Borrowings. During 2000 the Company obtained advances
from the FHLB, usually as part of a leveraged investment program.
The Company borrows the funds which are subsequently reinvested
in mortgage-backed securities, collateralized mortgage obligations
and other investments which earn interest at a rate greater than
the rate charged on the advances. The advances consist of fully
amortizing and balloon advances which mature between January,
2001 and June, 2008. A summary of the advances by maturity and
interest rate are detailed as follows (in thousands):



|                     |   |            | Weighted  
|-------------------- | - | ---------- | ----------
|Maturing in the Year |   |            | Average   
|Ending December 31,  |   | Amount     | Rate      
|-------------------  |   | ---------- | ----------
|2001                 | $ | 19,318     | 6.55%     
|2002                 |   | 7,828      | 6.21%     
|2003                 |   | 8,329      | 5.53%     
|2004                 |   | -          | -         
|2005                 |   | 6,709      | 6.57%     
|Thereafter           |   | 12,007     | 5.50%     
|                     |   | ---------  |           
|                     | $ | 54,191     |           

The maximum amount of advances outstanding at any month-end
during 2000 was $60.3 million. The average balance outstanding
during 2000 was $53.9 million. Prior to 1997 the Company had no
material borrowings.

Subsidiaries

Guaranty Savings & Homestead Association is a wholly-owned
subsidiary of the Company. The Company has no other subsidiaries.

Competition

Guaranty Savings & Homestead Association faces significant
competition both in attracting deposits and in originating loans.
Its most direct competition for deposits has come from commercial
banks, credit unions, other savings and loans and mortgage brokers
located in the metropolitan New Orleans market. The Association
also competes for investors funds with short-term money
market mutual funds and issuers of corporate and government securities.
Guaranty Savings & Homestead Association does not rely on
any individual group or entity for a material portion of its deposits
or mortgage loan portfolio. The Associations primary factors
in competing in the home mortgage loan market are its efficient
personal service and attractive interest rates and terms.

Employees

The Association had 31 full-time employees at December 31,
2000. None of these employees are represented by a collective
bargaining agreement. Guaranty Savings & Homestead Association
believes that it enjoys excellent relations with its personnel.

Regulation

Set forth below is a brief description of certain laws and
regulations which are applicable to the Company and Guaranty Savings
& Homestead Association. The description of these laws and
regulations, as well as descriptions of laws and regulations contained
elsewhere herein, does not purport to be complete and is qualified
in its entirety by reference to applicable laws and regulations.

The Company

General. The Company, as a savings and loan holding
company within the meaning of the Home Owners Loan Act,
as amended ("HOLA"), is registered with and subject
to OTS regulations, examinations, supervision and reporting. As
a subsidiary of a savings and loan holding company, Guaranty Savings
& Homestead Association is subject to certain restrictions
in its dealings with the Company and any affiliates thereof.

Activities Restrictions. There are generally no restrictions
on the activities of a savings and loan holding company which
holds only one subsidiary savings institution. However, if the
Director of the OTS determines that there is reasonable cause
to believe that the continuation by a savings and loan holding
company of an activity constitutes a serious risk to the financial
safety, soundness or stability of its subsidiary savings institution,
the Director may impose such restrictions as deemed necessary
to address such risk, including limiting (i) payment of dividends
by the savings institution; (ii) transactions between the savings
institution and its affiliates; and (iii) any activities of the
savings institution that might create a serious risk that the
liabilities of the holding company and its affiliates may be imposed
on the savings institution. Notwithstanding the above rules as
to permissible business activities of unitary savings and loan
holding companies, if the savings institution subsidiary of such
a holding company fails to meet the qualified thrift lender ("QTL")
test, as discussed under "- The Association  Qualified
Thrift Lender Test," then such unitary holding company also
shall become subject to the activities restrictions applicable
to multiple savings and loan holding companies and, unless the
savings institution re-qualifies as a QTL within one year thereafter,
shall register as, and become subject to the restrictions applicable
to, a bank holding company. See "- The Association 
Qualified Thrift Lender Test."

If the Company were to acquire control of another savings institution,
other than through merger or other business combination with Guaranty
Savings, the Company would thereupon become a multiple savings
and loan holding company. Except where such acquisition is pursuant
to the authority to approve emergency thrift acquisitions and
where each subsidiary savings institution meets the QTL test,
as set forth below, the activities of the Company and any of its
subsidiaries (other than Guaranty Savings or other subsidiary
savings institutions) would thereafter be subject to further restrictions.
Among other things, no multiple savings and loan holding company
or subsidiary thereof which is not a savings institution shall
commence or continue for a limited period of time after becoming
a multiple savings and loan holding company or subsidiary thereof
any business activity, other than: (i) furnishing or performing
management services for a subsidiary savings institution; (ii)
conducting an insurance agency or escrow business; (iii) holding,
managing, or liquidating assets owned by or acquired from a subsidiary
savings institution; (iv) holding or managing properties used
or occupied by a subsidiary savings institution; (v) acting as
trustee under deeds of trust; (vi) those activities authorized
by regulation as of March 5, 1987 to be engaged in by multiple
savings and loan holding companies; or (vii) unless the Director
of the OTS by regulation prohibits or limits such activities for
savings and loan holding companies. Those activities described
in clause (vii) above also must be approved by the Director of
the OTS prior to being engaged in by a multiple savings and loan
holding company.

Limitations on Transactions with Affiliates. Transactions
between savings institutions and any affiliate are governed by
Sections 23A and 23B of the Federal Reserve Act. An affiliate
of a savings institution is any company or entity which controls,
is controlled by or is under common control with the savings institution.
In a holding company context, the parent holding company of a
savings institution (such as the Company) and any companies which
are controlled by such parent holding company are affiliates of
the savings institution. Generally, Sections 23A and 23B (i) limit
the extent to which the savings institution or its subsidiaries
may engage in "covered transactions" with any one affiliate
to an amount equal to 10% of such institutions capital stock
and surplus, and contain an aggregate limit on all such transactions
with all affiliates to an amount equal to 20% of such capital
stock and surplus and (ii) require that all such transactions
be on terms substantially the same, or at least as favorable,
to the institution or subsidiary as those provided to a non-affiliate.
The term "covered transaction" includes the making of
loans, purchase of assets, issuance of guarantee and other similar
transactions. In addition to the restrictions imposed by Sections
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 which 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
which are subsidiaries of the savings institution.

In addition, Sections 22(h) and (g) of the Federal Reserve
Act place restrictions on loans to executive officers, directors
and principal stockholders. Under Section 22(h), secured loans
to a director, an executive officer and to a greater than 10%
stockholder of a savings institution, and certain affiliated interest
of either, may not exceed, together with all other outstanding
loans to such person and affiliated interests, the savings institutions
loans to one borrower limit (generally equal to 25% of the institutions
unimpaired capital and surplus). Section 22(h) also requires that
loans to directors, executive officers and principal stockholders
be made on terms substantially the same as offered in comparable
transactions to other persons unless the loans are made pursuant
to a benefit or compensation program that (i) is widely available
to employees of the institution and (ii) does not give preference
to any director, executive officer or principal stockholder, or
certain affiliated interests of either, over other employees of
the savings institution. Section 22(h) also requires prior Board
approval for certain loans. In addition, the aggregate amount
of extensions of credit by a savings institution to all insiders
cannot exceed the institutions unimpaired capital and surplus.
Furthermore, Section 22(g) places additional restrictions on loans
to executive officers. At December 31, 2000 Guaranty Savings was
in compliance with the above restrictions.

Restrictions on Acquisitions. Except under limited circumstances,
savings and loan holding companies are prohibited from acquiring,
without prior approval of the Director of the OTS, (i) control
of any other savings institution or savings and loan holding company
or substantially all the assets thereof or (ii) more than 5% of
the voting shares of a savings institution or holding company
thereof which is not a subsidiary. Except with the prior approval
of the Director of the OTS, no director or officer of a savings
and loan holding company or person owning or controlling by proxy
or otherwise more than 25% of such companys stock, may acquire
control of any savings institution, other than a subsidiary savings
institution, or of any other savings and loan holding company.

The Director of the OTS may only approve acquisitions resulting
in the formation of a multiple savings and loan holding company
which controls savings institutions in more than one state if
(i) the multiple savings and loan holding company involved controls
a savings institution which operated a home or branch office located
in the state of the institution to be acquired as of March 5,
1987; (ii) the acquirer is authorized to acquire control of the
savings institution pursuant to the emergency acquisition provisions
of the Federal Deposit Insurance Act ("FDIA"); or (iii)
the statutes of the state in which the institution to be acquired
is located specifically permit institutions to be acquired by
the state-chartered institutions or savings and loan holding companies
located in the state where the acquiring entity is located (or
by a holding company that controls such state-chartered savings
institutions).

Under the Bank Holding Company Act of 1956, the Federal Reserve
Bank ("FRB") is authorized to approve an application
by a bank holding company to acquire control of a savings institution.
In addition, a bank holding company that controls a savings institution
may merge or consolidate the assets and liabilities of the savings
institution with, or transfer assets and liabilities to, any subsidiary
bank which is a member of the Bank Insurance fund with the approval
of the appropriate federal banking agency and the FRB. As a result
of these provisions, there have been a number of acquisitions
of savings institutions by bank holding companies in recent years.

Federal Securities Laws. The Companys common stock
is registered with the SEC under the Securities and Exchange Act
of 1934 ("Exchange Act"). The Company is subject to
the information, proxy solicitation, insider trading restrictions
and other requirements under the Exchange Act.

Financial Modernization. Under the Gramm-Leach-Bliley
Act enacted into law on November 12, 1999, no company may acquire
control of a savings and loan holding company after May 4, 1999,
unless the company is engaged only in activities traditionally
permitted to a multiple savings and loan holding company or newly
permitted to a financial holding company under Section 4 (k) of
the Bank Holding Company Act. Existing savings and loan holding
companies and those formed pursuant to an application filed with
the OTS before May 4, 1999, may engage in any activity including
non-financial or commercial activities provided such companies
control only one savings and loan association that meets the Qualified
Thrift Lender test. Corporate reorganizations are permitted, but
the transfer of grand-fathered unitary thrift holding company
status through acquisition is not permitted.

The Association

General. As a Louisiana chartered stock savings and
loan association, the OFI is the Associations chartering
authority, and the OTS serves as the Associations primary
regulator. As such, the OFI and the OTS have extensive authority
over the operations of Louisiana-chartered savings institutions.
The Association is subject to periodic examinations and is required
to file monthly, quarterly and annual reports with either or both
parties. The investment and lending authority of savings institutions
are prohibited from engaging in any activities not permitted by
such laws and regulations. Such regulation and supervision is
primarily intended for the protection of depositors.

Insurance of Accounts. The deposits of Guaranty Savings
and Homestead Association are insured to the maximum permitted
by the SAIF, which is administered by the FDIC, and are backed
by the full faith and credit of the U.S. Government. As insurer,
the FDIC is authorized to conduct examinations of, and to require
reporting by, FDIC-insured institutions. It also may prohibit
any FDIC-insured institution from engaging in any activity the
FDIC determines by regulation or order to pose a serious threat
to the FDIC. The FDIC also has the authority to initiate enforcement
actions against savings institutions, after giving the OTS an
opportunity to take such action.

The FDIC may terminate the deposit insurance of any insured
depository institution, including Guaranty Savings and Homestead
Association, if it determines after a hearing that the institution
has engaged or is engaging in unsafe or unsound practices, is
in an unsafe or unsound condition to continue operations, or has
violated any applicable law, regulation, order or any condition
imposed by an agreement with the FDIC. It also may suspend deposit
insurance temporarily during the hearing process for the permanent
termination of insurance, if the institution has no tangible capital.
If insurance of accounts is terminated, the accounts at the institution
at the time of the termination, less subsequent withdrawals, shall
continue to be insured for a period of six months to two years,
as determined by the FDIC. Management is aware of no existing
circumstances which would result in termination of the Associations
deposit insurance.

Regulatory Capital Requirements. Federally insured savings
institutions are required to maintain minimum levels of regulatory
capital. Pursuant to the Financial Institutions Reform, Recovery
and Enforcement Act of 1989 ("FIRREA"), the OTS has
established capital standards applicable to all savings institutions.
These standards generally must be as stringent as the comparable
capital requirements imposed on national banks. The OTS also is
authorized to impose capital requirements in excess of these standards
on individual institutions on a case-by-case basis.

Current OTS capital standards require savings institutions
to satisfy three different capital requirements. Under these standards,
savings institutions must maintain tangible capital (1.5%), core
capital (3.0%), and risk based capital (8.0%). Core capital includes
generally recognized capital such as common stockholders
equity and retained earnings plus other items such as qualifying
goodwill. Tangible capital is essentially the same but does not
include qualifying supervisory goodwill. At December 31, 2000
the Association had no goodwill or other intangible assets which
are deducted in computing its tangible capital.

In determining risk-based capital, a savings institution is
allowed to include both core capital and supplementary capital.
Assets are assigned to particular risk-weighted categories and
subsequently multiplied by that particular percentage (cash and
US Treasury and Agency securities equal 0%, 20% for high quality
mortgage-backed securities including those issued by US Government
Agencies and "AAA" rated private companies, state and
local obligations, claims on FHLBs and claims on domestic
depository institutions, 50% for single family mortgage loans
and 100% for all other loans and investments). The sum of these
calculations becomes the total of risk-weighted assets which are
then used to calculate the Associations risk-based capital
ratio.

At December 31, 2000, Guaranty Savings exceeded all of its
regulatory capital requirements, with tangible, core and risk-
based capital ratios of 16.20%, 16.20% and 39.50% respectively.

Liquidity Requirements. All savings institutions are
required to maintain an average daily balance of liquid assets
equal to a certain percentage of the sum of its average daily
balance of net withdrawable deposit accounts and borrowings payable
in one year or less. As of December 31, 2000 Guaranty Savings
and Homestead Associations liquidity was 57.10%, or $58.3
million in excess of the minimum required 4%.

Capital Distributions. OTS regulations govern capital
distributions by savings institutions, which include cash dividends,
stock redemptions or repurchases, cash-out mergers, interest payments
on certain convertible debt and other transactions charged to
the capital account of a savings institution to make capital distributions.
Under these regulations, a safe harbor is created for specified
levels of capital distributions as long as the savings institution
meets their minimum capital requirements, and as long as such
institutions notify the OTS and receive no objection to the distribution
from the OTS. Savings institutions and distributions that do not
qualify for the safe harbor are required to obtain prior OTS approval
before making any capital distributions.

Under recently adopted amendments to the OTS regulations
which become effective April 1, 1999, a savings institution that
before and after the proposed distribution would at least be adequately
capitalized may make capital distributions during any calendar
year equal to net income for the applicable calendar year plus
net income for the prior two years less any capital distribution
in those prior periods. Failure to meet minimum capital requirements
will result in further restriction on capital distributions, including
possible prohibition without explicit OTS approval.

In order to make distributions under this safe harbor, institutions
which are subsidiaries of savings and loan holding companies must
submit 30 day written notice to the OTS prior to making the distribution.
The OTS may object to the distribution during the 30-day period
based on safety and soundness concerns.

Community Reinvestment. Under the Community Reinvestment
Act of 1977, as amended ("CRA"), as implemented by OTS
regulations, a savings institution has a continuing and affirmative
obligation consistent with its safe and sound operation to help
meet the credit needs of its entire community, including low and
moderate income neighborhoods. The CRA does not establish specific
lending requirements or programs for financial institutions nor
does it limit an institutions discretion to develop the
types of products and services that it believes are best suited
to its particular community, consistent with the CRA. The CRA
requires the OTS, in connection with its examination of a savings
institution, to assess the institutions record of meeting
the credit needs of its community and to take such record into
account in its evaluation of certain applications by such institution.
The CRA requires public disclosure of an institutions CRA
rating and requires the OTS to provide a written evaluation of
an institutions CRA performance utilizing a rating system
which identifies four levels of performance that may describe
an institutions record of meeting community needs: outstanding,
satisfactory, needs to improve and substantial noncompliance.
The CRA also requires all institutions to make public disclosure
of their CRA ratings. The Associations current CRA rating
is satisfactory.

Qualified Thrift Lender Test. The Qualified Thrift Lender
(QTL) Test measures the Associations level of qualified
thrift investments compared to its total portfolio assets (total
assets less intangibles, property used by a savings association
in its business and liquidity investments in an amount not to
exceed 20% of assets). Generally, qualified thrift investments
("QTIs")are residential housing related assets.
The Internal Revenue Service (IRS) requires a savings institution
to have at least 65% of its assets in "QTIs" to
qualify for tax treatment as a building and loan association.
At December 31, 2000, 94.20% of the Associations assets
were invested in QTIs which was in excess of the percentage
required to qualify the Association under the QTL test.

Federal Home Loan Bank System. Guaranty Savings and
Homestead Association is a member of the FHLB of Dallas. Each
FHLB serves as a reserve or central bank for its members within
its assigned region. It is funded primarily from proceeds derived
from the sale of FHLB agency issued obligations. As a member,
the Association is required to maintain stock in the FHLB of Dallas
in an amount equal to at least 1% of its aggregate unpaid residential
mortgage loans, home purchase contracts or similar obligations
at the beginning of each year or 5% of its advances from the FHLB
of Dallas, whichever is greater. At December 31, 2000, Guaranty
Savings and Homestead Association had $3.1 million in FHLB stock,
which was in compliance with this requirement.

Federal Taxation

General. The Company and the Association are subject
to the generally applicable corporate tax provisions of the Internal
Revenue Code (the "Code"), and the Association is subject
to certain additional provisions of the Code which apply to thrifts
and other types of financial institutions. The following discussion
of federal taxation is intended only to summarize certain pertinent
federal income tax matters relevant to the taxation of the Company
and the Association and is not a comprehensive discussion of the
tax rules applicable to the Company and the Association.

Year. The Company files a consolidated federal tax return
on the basis of a calendar year ending on December 31.

Bad Debt Reserves. A small financial institution (one
with an adjusted basis of assets of less than $500 million), such
as the Association, is required in tax years beginning after 1995
to determine additions to its bad debt reserves under the experience
method. Under the experience method, the deductible annual addition
to the institutions bad debt reserves is the amount necessary
to increase the balance of the reserve at the close of the taxable
year to the greater of (a) the amount which bears the same ratio
to loans outstanding at the close of the taxable year as the total
net bad debts sustained during the current and five preceding
taxable years bear to the sum of loans outstanding at the close
of the same six years, or (b) the lower of (i) the balance of
the reserve account at the close of the Associations "base
year," which was its tax year ended December 31, 1987, or
(ii) if the amount of loans outstanding at close of the taxable
year is less than the amount of loans outstanding at the close
of the base year, the amount which bears the same ratio to loans
outstanding at the close of the taxable year as the balance of
the reserve at the close of the base year bears to the amount
of loans outstanding at the close of the base year.

In 1996, the Association was required to change its method
of computing its bad debt deduction from other methods previously
allowable to the experience method. As a result of the change
in law, the Association is required to include an amount into
taxable income over a six-year period beginning in 1998. The amount
required to be included in taxable income is the difference between
its bad debt reserves at December 31, 1995, as determined under
previously allowable bad debt methods, and the reserve allowable
under the experience method at December 31, 1995. The amount to
be included in the Associations taxable income over the
six-year period beginning with 1998 is $145,346, or $24,224 per
year.

At December 31, 2000, the federal income tax reserves of the
Association included $5.5 million for which no federal income
tax has been provided. Because of these federal income tax reserves
and the liquidation account to be established for the benefit
of certain depositors of the Association in connection with the
conversion of the Association to stock form, the retained earnings
of the Association are substantially restricted.

Distributions. If the Association were to distribute
cash or property to its sole stockholder, and the distribution
was treated as being from its accumulated bad debt reserves, the
distribution would cause the Association to have additional taxable
income. A distribution is deemed to have been made from accumulated
bad debt reserves to the extent that (a) the reserves exceed the
amount that would have been accumulated on the basis of actual
loss experience, and (b) the distribution is a "non-qualified
distribution." A distribution with respect to stock is a
non- qualified distribution to the extent that, for federal income
tax purposes, (i) it is in redemption of shares, (ii) it is pursuant
to a liquidation of the institution, or (iii) in the case of a
current distribution, together will all other such distributions
during the taxable year, it exceeds the institutions current and
post-1951 accumulated earnings and profits. The amount of additional
taxable income created by a non-qualified distribution is an amount
that when reduced by the tax attributable to it is equal to the
amount of the distribution.

Minimum Tax. The Internal Revenue Code imposes an alternative
minimum tax at a rate of 20% on corporations with average annual
gross receipts in excess of $7.5 million for the prior three tax
years. Average annual gross receipts of the Company is in excess
of $7.5 million and as a result, the Company is subject to the
provisions of the alternative minimum tax provisions of the Code.
The alternative minimum tax generally applies to a base of regular
taxable income plus certain tax preferences ("alternative
minimum taxable income" or "AMTI") and is payable
to the extent such AMTI is in excess of an exemption amount. The
Code provides items of tax preference including (a) tax exempt
interest on newly issued (generally, issued after August 8, 1986)
private activity bonds other than certain qualified bonds, (b)
certain accelerated depreciation amounts and (c) 75% of the excess
if any of (i) adjusted current earnings as defined in the Code,
over (ii) AMTI (defined without regard to this preference and
prior to reduction by net operating losses).

Net Operating Loss Carryovers. A financial institution
may carry back net operating losses ("NOLs") to the
preceding two taxable years and forward to the succeeding 20 taxable
years. This provision applies to losses incurred in taxable years
beginning after 1986. At December 31, 2000, the Association had
no NOL carry-forwards for federal income tax purposes.

Capital Gains and Corporate Dividends-Received Deduction.
Corporate net capital gains are taxed at a maximum rate of 35%.
The corporate dividends-received deduction is 80% in the case
of dividends received from 20% or more owned corporations with
which a corporate recipient does not file a consolidated tax return.
Corporations which own less than 20% of the stock of a corporation
distributing a dividend may deduct only 70% of dividends received
or accrued on their behalf. However, a corporation may deduct
100% of dividends from a member of the same affiliated group of
corporations.

Other Matters. Federal legislation is introduced from
time to time that would limit the ability of individuals to deduct
interest paid on mortgage loans. Individuals are currently not
permitted to deduct interest on consumer loans. Significant increases
in tax rates or further restrictions on the deductibility of mortgage
interest could adversely affect the Association.

The Companys federal income tax returns for the tax years
ended December 31, 1997 forward are open under the statute of
limitations and are subject to review by the IRS. The Company
is currently being examined by the IRS for the tax year ended
December 31, 1998.

State Taxation

Any non-banking subsidiaries of the Association ( as well as
the Company) are subject to the Louisiana Corporation Income Tax
based on their Louisiana taxable income, as well as franchise
taxes. The Corporation Income Tax applies at graduated rates from
4% upon the first $25,000 of Louisiana taxable income to 8% on
all Louisiana taxable income in excess of $200,000. For these
purposes, "Louisiana taxable income" means net income
which is earned within or derived from sources within the State
of Louisiana, after adjustments permitted under Louisiana law
including a federal income tax deduction and an allowance for
net operating losses, if any. As a stock thrift, the Association
is subject to the Louisiana Shares Tax. The formula for deriving
the assessed value is to; (a) calculate 15% of the sum of 20%
of the companys capitalized earnings, plus (b) 80% of the
companys taxable stockholders equity, and to subtract
from that figure 50% of the companys real and personal property
assessment. Various items may also be subtracted in calculating
a companys capitalized earnings.

Franchise Tax

The Company is also subject to the Louisiana franchise tax,
which is imposed upon equity and certain borrowings (the franchise
base) at a rate of $3 for every $1,000 of franchise base. Financial
institution holding companies are allowed to reduce the franchise
base to the extent of investments in and advances to subsidiary
financial institutions.

Item 2. PROPERTIES

The following table sets forth certain information relating
to the Companys offices at December 31, 2000. All properties
are owned by the Company. All amounts are in thousands.



|                                   |   | Net    |   |         
|---------------------------------- | - | ------ | - | --------
|                                   |   | Book   |   | Total   
|Location                           |   | Value  |   | Deposits
|----------                         |   | ------ |   | ------- 
|3798 Veterans Blvd., Metairie      | $ | 1,756  | $ | 50,356  
|2111 N. Causeway Blvd., Mandeville |   | 318    |   | 1,288   
|3915 Canal St., New Orleans        |   | 247    |   | 7,235   
|                                   |   | -----  |   | ------  
|                                   | $ | 2,321  | $ | 58,879  
|                                   |   | =====  |   | =====   

Item 3. LEGAL PROCEEDINGS

The Company and the Association are not involved in any pending
legal proceedings other than nonmaterial legal proceedings occurring
in the ordinary course of business.

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

There were no matters submitted to security holders during
the quarter ending December 31, 2000.



Item 5. MARKET FOR REGISTRANTS COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS

The information required herein, to the extent applicable,
is incorporated by reference from page 2 of the Registrants
2000 Annual Report to Stockholders ("Annual Report").

Item 6. SELECTED FINANCIAL DATA

The information required herein is incorporated by reference
from pages 3 to 4 of the Registrants Annual Report.

Item 7. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

The information required herein is incorporated by reference
from pages 4 to 12 of the Registrants Annual Report.

Item 7a QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET

RISK

The information required herein is incorporated by reference
from pages 12 to 17 of the Registrants Annual Report.

Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The information required herein is incorporated by reference
from pages 18 to 53 of the Registrants Annual Report.

Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE

Not applicable





Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

The information required herein is incorporated by reference
from pages 2-5 of the Registrants definitive proxy statement
for the 2001 Annual Meeting of Stockholders ("Proxy Statement").

Item 11. EXECUTIVE COMPENSATION

The information required herein is incorporated by reference
from pages 8-10 of the Registrants Proxy Statement.

Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
AND MANAGEMENT.

The information required herein is incorporated by reference
from pages 6-7 of the Registrants Proxy Statement.

Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

The information required herein is incorporated by reference
from page 2 and page 10 of the Registrants Proxy Statement.





Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS
ON





|(a) | Documents filed as part of this Report.
|--- | ---------------------------------------

|(1) | The following financial statements are incorporated by            
|--- | ------------------------------------------------------------------
|    | reference from Item 8 hereof (see Exhibit 13):                    
|    | Report of Independent Auditors                                    
|    | Consolidated Balance Sheets as of December 31, 2000 and 1999      
|    | Consolidated Statements of Income for the Fiscal Periods          
|    | Ended December 31, 2000, 1999 and 1998                            
|    | Consolidated Statements of Changes in Shareholders Equity
    for
|    | the Fiscal Periods Ended December 31, 2000, 1999 and 1998         
|    | Consolidated Statements of Cash Flows for the Fiscal Periods      
|    | Ended December 31, 2000, 1999 and 1998                            
|    | Notes to Consolidated Financial Statements                        

|(2) | All schedules for which provision is made in the applicable                                                                                                                                                                                    
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    | accounting regulation of the SEC are omitted because of the absence
    of conditions under which they are required or because the required
    information is included in the consolidated financial statements
    and related notes thereto.

|(3) | The following exhibits are filed as part of this form 10-K, and
    this
|--- | ------------------------------------------------------------------------
|    | list includes the Exhibit Index.                                        







|3.1*   | Articles of Incorporation of GS Financial Corp.                       
|------ | ----------------------------------------------------------------------
|3.2*   | Bylaws of GS Financial Corp.                                          
|4.1*   | Stock Certificate of GS Financial Corp.                               
|10.1** | GS Financial Corp. Stock Option Plan                                  
|10.2** | GS Financial Corp. Recognition and Retention Plan and Trust           
|.      | Agreement for Employees and Non-Employee Directors                    
|10.3*  | Employment Agreement among GS Financial Corp. Guaranty Savings
    and
|       | Homestead Association and Donald C. Scott Dated February 13,
    1997 
|10.4*  | Employment Agreement among GS Financial Corp. Guaranty Savings
    and
|       | Homestead Association and Bruce A. Scott Dated February 13, 1997      
|13.0   | 2000 Annual Report to Stockholders                                    
|21.0   | Subsidiaries of the Registrant - Reference is made to                 
|       | "Item 2" Business for the required information                        

* Incorporated herein by reference from the Registration Statement
on Form SB-2 (Registration number 333-18841) filed by the Registrant
with the SEC on December 26, 1996, as subsequently amended.

** Incorporated herein by reference from the definitive proxy
statement, dated September 16, 1997, filed by the Registrant with
the SEC (Commission File No. 000-22269)





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







|March 28, 2001 | By: | /s/ Donald C. Scott
    -------------------
    Donald C. Scott
    Chairman of the Board, President
    And Chief Executive Officer
|-------------- | --- | ------------------------------------------------------------------------------------------------------------------------------------



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



|Name and Signature                                                          | Title                                                                                          | Date Signed   
|--------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------- | --------------
|/s/ Donald C. Scott
    -------------------
    Donald C. Scott             | Chairman of the Board, President and Chief Executive Officer
    (principal executive officer) | March 28, 2001
|/s/ Bruce A. Scott
    -------------------
    Bruce A. Scott               | Executive Vice President and Director                                                          | March 28, 2001
|/s/ Glenn R. Bartels
    -------------------
    Glenn R. Bartels           | Controller (principal financial and accounting officer)                                        | March 28, 2001
|/s/ J. Scott Key 
    -------------------
    J. Scott Key                  | Director                                                                                       | March 28, 2001
|/s/ M.D. Paine, Jr.
    -------------------
    M.D. Paine, Jr.             | Director                                                                                       | March 28, 2001
|/s/ Bradford A. Glazer
    -------------------
    Bradford A. Glazer       | Director                                                                                       | March 28, 2001
|/s/ Stephen L. Cory
    -------------------
    Stephen L. Cory             | Director                                                                                       | March 28, 2001
|/s/ Albert J. Zahn, Jr.
    -------------------
    Albert J. Zahn, Jr.     | Director                                                                                       | March 28, 2001
|/s/ Kenneth B. Caldcleugh
    -------------------
    Kenneth B. Caldcleugh | Director                                                                                       | March 28, 2001



GS Financial Corp. 10-K for 2000 - Exhibit
13 Annual Report: President's Letter, Shareholder Info, MD&A
Part 1

GS Financial Corp. 10-K for 2000 - Exhibit
13 Annual Report: MD&A Part 2, Market Risk Analysis

GS Financial Corp. 10-K for 2000 - Exhibit
13 Annual Report: Audited Financial Statements

GS Financial Corp. 10-K for 2000 - Exhibit
13 Annual Report: Audit Report Notes A-F

GS Financial Corp. 10-K for 2000 - Exhibit
13 Annual Report: Audit Report Notes G-N

GS Financial Corp. 10-K for 2000 - Exhibit
13 Annual Report: Audit Report Notes O-Y

GS Financial Corp. 10-K for 2000 - Exhibit
13 Annual Report: Directors and Executive Officers