<Page>

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-K/A
                                 AMENDMENT NO. 1

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

                   For the fiscal year ended December 31, 2001

Commission File Number: 0-22269

                               GS FINANCIAL CORP.
                               ------------------
             (Exact Name of Registrant as Specified in its Charter)

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


                               3798 Veterans Blvd.
                               Metairie, LA 70002
                   ------------------------------------------
                    (Address of Principal Executive Offices)

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

          Securities registered pursuant to Section 12(g) of the Act:

                     Common Stock, par value $.01 per share
                     --------------------------------------
                                (Title of Class)

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.   /X/

                                EXPLANATORY NOTE

GS Financial Corp. is filing this amendment to Item 8 of its Annual Report on
Form 10-K for the fiscal year ended December 31, 2001, to include the signature
of the independent auditors on the Independent Auditor's Report which was
inadvertently omitted from the initial filing.

<Page>

                                    PART II.

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

         Item 8 of the Form 10-K is hereby amended and restated in its entirety
to read as follows:





                                       2
<Page>

                    [LAPORTE, SEHRT, ROMIG & HAND LETTERHEAD]





To The Board of Directors
GS FINANCIAL CORP. AND SUBSIDIARIES

                          INDEPENDENT AUDITOR'S REPORT

         We have audited the accompanying consolidated balance sheets of GS
FINANCIAL CORP. and its wholly-owned subsidiary, GUARANTY SAVINGS AND HOMESTEAD
ASSOCIATION as of December 31, 2001 and 2000, and the related consolidated
statements of income, comprehensive income (loss), changes in stockholders'
equity, and cash flows for each of the three years in the period ended December
31, 2001. These financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.

         We conducted our audits in accordance with auditing standards generally
accepted in the United States of America. Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

         In our opinion, the financial statements referred to above present
fairly, in all material respects, the consolidated financial position of GS
FINANCIAL CORP. and its wholly-owned subsidiary, GUARANTY SAVINGS AND HOMESTEAD
ASSOCIATION as of December 31, 2001 and 2000, and the consolidated results of
their operations and their cash flows for each of the three years in the period
ended December 31, 2001, in conformity with accounting principles generally
accepted in the United States of America.



                                                /s/ LaPorte, Sehrt, Romig & Hand
                                           A Professional Accounting Corporation


January 14, 2002
Metairie, Louisiana


                                       3
<Page>

                               GS FINANCIAL CORP.
                           CONSOLIDATED BALANCE SHEETS
                             (DOLLARS IN THOUSANDS)

                                     ASSETS

<Table>
<Caption>
                                                                            December 31,
                                                                    ---------------------------
                                                                        2001           2000
                                                                    ------------   ------------

<S>                                                                 <C>            <C>
CASH AND CASH EQUIVALENTS
    Cash and Amounts Due from Depository Institutions               $        376   $        531
    Interest-Bearing Deposits in Other Banks                               8,132          1,417
    Federal Funds Sold                                                       130          1,455
                                                                    ------------   ------------

        Total Cash and Cash Equivalents                                    8,638          3,403

Securities Available-for-Sale, at Fair Value                              35,820         11,000
Mortgage-Backed Securities Available-for-Sale,
    at Fair Value                                                            885          4,115
Collateralized Mortgage Obligations Available-for-Sale,
    at Fair Value                                                         52,087         53,745
Loans, Net                                                                81,611         74,480
Accrued Interest Receivable                                                  883            682
Premises and Equipment, Net                                                2,546          2,527
Real Estate Held-for-Investment                                              532            211
Stock in Federal Home Loan Bank, at Cost                                   5,304          3,115
Foreclosed Real Estate                                                         -            117
Deferred Charges                                                              86             61
Other Assets                                                                 102             44
                                                                    ------------   ------------

        Total Assets                                                $    188,494   $    153,500
                                                                    ============   ============
</Table>



The accompanying notes are an integral part of these financial statements.


                                       4
<Page>

                               GS FINANCIAL CORP.
                           CONSOLIDATED BALANCE SHEETS
                             (DOLLARS IN THOUSANDS)

<Table>
<Caption>
                                                                            December 31,
                                                                    ----------------------------
                                                                        2001            2000
                                                                    ------------    ------------

<S>                                                                 <C>             <C>
                                   LIABILITIES
Deposits                                                            $     71,169    $     58,879
Advance Payments by Borrowers for Taxes and Insurance                        738             931
FHLB Advances                                                             79,265          54,191
Accrued Interest - FHLB Advances                                             372             279
Deferred Income Tax                                                        1,390           1,044
Other Liabilities                                                            152             381
                                                                    ------------    ------------

    Total Liabilities                                                    153,086         115,705
                                                                    ------------    ------------

                              STOCKHOLDERS' EQUITY
Preferred Stock - $.01 Par Value;  5,000,000 Shares Authorized
   - 0 -  Shares Issued and Outstanding                                        -               -
Common Stock - $.01 Par Value;  20,000,000 Shares Authorized
   3,438,500 Shares Issued and Outstanding                                    34              34
Additional Paid-in Capital                                                33,911          33,854
Unearned ESOP Shares                                                      (1,365)         (1,646)
Unearned RRP Trust Stock                                                  (1,477)         (1,754)
Treasury Stock (1,775,338 Shares in 2001 and
  1,469,654 Shares in 2000) at Cost                                      (25,179)        (20,568)
Retained Earnings                                                         27,639          26,583
Accumulated Other Comprehensive Income (Loss)                              1,845           1,292
                                                                    ------------    ------------

    Total Stockholders' Equity                                            35,408          37,795
                                                                    ------------    ------------

    Total Liabilities and Stockholders' Equity                      $    188,494    $    153,500
                                                                    ============    ============
</Table>



The accompanying notes are an integral part of these financial statements.


                                       5
<Page>

                               GS FINANCIAL CORP.
                        CONSOLIDATED STATEMENTS OF INCOME
                             (DOLLARS IN THOUSANDS)


<Table>
<Caption>
                                                                For The Years Ended
                                                                    December 31,
                                                     -------------------------------------------
                                                         2001           2000            1999
                                                     ------------   ------------    ------------

<S>                                                  <C>            <C>             <C>
INTEREST INCOME
    Loans Receivable                                 $      5,989   $      5,788    $      5,334
    Investment Securities                                   1,350            424             972
    Mortgage-Backed Securities                                 90            800           1,253
    Collateralized Mortgage Obligations                     5,142          3,799           2,863
    Dividends on Federal Home Loan Bank Stock                 199            237             139
    Other Interest Income                                     330            214              97
                                                     ------------   ------------    ------------

        Total Interest Income                              13,100         11,262          10,658
                                                     ------------   ------------    ------------

INTEREST EXPENSE
    Deposits                                                2,843          2,666           2,547
    Advances from Federal Home Loan Bank                    4,982          3,209           2,674
                                                     ------------   ------------    ------------

        Total Interest Expense                              7,825          5,875           5,221
                                                     ------------   ------------    ------------

NET INTEREST INCOME BEFORE
    PROVISION FOR LOAN LOSSES                               5,275          5,387           5,437

PROVISION FOR LOAN LOSSES                                      25              7               6
                                                     ------------   ------------    ------------

NET INTEREST INCOME AFTER
    PROVISION FOR LOAN LOSSES                               5,250          5,380           5,431
                                                     ------------   ------------    ------------

NON-INTEREST INCOME
    Gain (Loss) on Sale of Investments                        607           (146)            (18)
    Other Income                                               27             11              13
                                                     ------------   ------------    ------------

        Total Non-Interest Income                             634           (135)             (5)
                                                     ------------   ------------    ------------
</Table>



The accompanying notes are an integral part of these financial statements.


                                       6
<Page>

                               GS FINANCIAL CORP.
                  CONSOLIDATED STATEMENTS OF INCOME (CONTINUED)
                  (DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)


<Table>
<Caption>
                                                               For The Years Ended
                                                                   December 31,
                                                     ------------------------------------------
                                                         2001           2000           1999
                                                     ------------   ------------   ------------
<S>                                                  <C>            <C>            <C>
NON-INTEREST EXPENSES
    Compensation and Employee Benefits                      2,387          2,098          2,010
    Advertising                                                95             95             69
    Office Supplies, Telephone and Postage                    133            109            119
    Net Occupancy Expense                                     354            323            293
    Legal Fees                                                 29             13             38
    Audit and Consulting Fees                                  53             59             41
    Supervisory Fees                                           82             72             80
    Federal Insurance Premiums                                 11             12             35
    Data Processing Expense                                   139            129             82
    Real Estate Owned Expense - Net                             3              2            (24)
    Ad Valorem Taxes                                          339            365            450
    Other                                                      53            107            108
                                                     ------------   ------------   ------------

        Total Non-Interest Expenses                         3,678          3,384          3,301
                                                     ------------   ------------   ------------

INCOME BEFORE INCOME TAX
    EXPENSE                                                 2,206          1,861          2,125

INCOME TAX EXPENSE                                            589            666            750
                                                     ------------   ------------   ------------

NET INCOME                                           $      1,617   $      1,195   $      1,375
                                                     ------------   ------------   ------------

EARNINGS PER SHARE - BASIC                           $       1.04   $       0.60   $       0.58
                                                     ============   ============   ============

EARNINGS PER SHARE - DILUTED                         $       1.04   $       0.60   $       0.58
                                                     ============   ============   ============
</Table>



The accompanying notes are an integral part of these financial statements.


                                       7
<Page>

                               GS FINANCIAL CORP.
             CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
                             (DOLLARS IN THOUSANDS)


<Table>
<Caption>
                                                                           For the Years Ended
                                                                               December 31,
                                                               -------------------------------------------
                                                                   2001            2000           1999
                                                               ------------    ------------   ------------

<S>                                                            <C>             <C>            <C>
NET INCOME                                                     $      1,617    $      1,195   $      1,375

OTHER COMPREHENSIVE INCOME,
    NET OF TAX:
      Unrealized Holding Gains (Losses) Arising
        During the Period                                               802           1,685         (2,361)

      Reclassification Adjustment for (Gains) Losses
        Included in Net Income                                         (249)            187             13
                                                               ------------    ------------   ------------

        Total Other Comprehensive Income (Loss)                         553           1,872         (2,348)
                                                               ------------    ------------   ------------

COMPREHENSIVE INCOME (LOSS)                                    $      2,170    $      3,067   $       (973)
                                                               ============    ============   ============
</Table>



The accompanying notes are an integral part of these financial statements.


                                       8
<Page>

                               GS FINANCIAL CORP.
           CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
              FOR THE YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998
                             (DOLLARS IN THOUSANDS)

<Table>
<Caption>
                                                                        Unearned                     Accumulated
                                            Add'l                                RRP                    Other       Total
                                 Common    Paid-in     Treasury      ESOP       Trust      Retained  Comprehensive Stockholders'
                                 Stock     Capital      Stock       Stock       Stock      Earnings  Income (Loss)  Equity
                                --------   --------    --------    --------    --------    --------    --------    --------

<S>                             <C>        <C>         <C>         <C>         <C>         <C>         <C>         <C>
BALANCES AT DECEMBER 31, 1998   $     34   $ 33,810    $ (8,324)   $ (2,208)   $ (2,193)   $ 25,622    $  1,768    $ 48,509

Distribution of
    RRP Trust Stock                    -        (62)          -           -         219           -           -         157

Common Stock Released
    By ESOP Trust                      -         74           -         281           -           -           -         355

Purchase of Treasury Stock             -          -      (3,654)          -           -           -           -      (3,654)

Dividends Declared                     -          -           -           -           -        (846)          -        (846)

Net Income - Year Ended
    December 31, 1999                  -          -           -           -           -       1,375           -       1,375


Other Comprehensive Income
  (Loss), Net of Applicable
  Deferred Income Taxes                -          -           -           -           -           -      (2,348)     (2,348)
                                --------   --------    --------    --------    --------    --------    --------    --------
BALANCES AT DECEMBER 31, 1999   $     34   $ 33,822    $(11,978)   $ (1,927)   $ (1,974)   $ 26,151    $   (580)   $ 43,548

Distribution of
    RRP Trust Stock                    -        (64)          -           -         220           -           -         156

Common Stock Released
    By ESOP Trust                      -         96           -         281           -           -           -         377

Purchase of Treasury Stock             -          -      (8,590)          -           -           -           -      (8,590)

Dividends Declared                     -          -           -           -           -        (763)          -        (763)

Net Income - Year Ended
    December 31, 2000                  -          -           -           -           -       1,195           -       1,195


Other Comprehensive Income
  (Loss), Net of Applicable
  Deferred Income Taxes                -          -           -           -           -           -       1,872       1,872
                                --------   --------    --------    --------    --------    --------    --------    --------
BALANCES AT DECEMBER 31, 2000   $     34   $ 33,854    $(20,568)   $ (1,646)   $ (1,754)   $ 26,583    $  1,292    $ 37,795
                                ========   ========    ========    ========    ========    ========    ========    ========
Distribution of
    RRP Trust Stock                    -        (76)          -           -         277           -           -         201

Common Stock Released
    By ESOP Trust                      -        133           -         281           -           -           -         414

Purchase of Treasury Stock             -          -      (4,611)          -           -           -           -      (4,611)

Dividends Declared                     -          -           -           -           -        (561)          -        (561)

Net Income - Year Ended
    December 31, 2001                  -          -           -           -           -       1,617           -       1,617


Other Comprehensive Income
  (Loss), Net of Applicable
  Deferred Income Taxes                -          -           -           -           -           -         553         553
                                --------   --------    --------    --------    --------    --------    --------    --------
BALANCES AT DECEMBER 31, 2001   $     34   $ 33,911    $(25,179)   $ (1,365)   $ (1,477)   $ 27,639    $  1,845    $ 35,408
                                ========   ========    ========    ========    ========    ========    ========    ========
</Table>


The accompanying notes are an integral part of these financial statements.


                                       9
<Page>

                               GS FINANCIAL CORP.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (DOLLARS IN THOUSANDS)


<Table>
<Caption>
                                                                     For the Years Ended
                                                                        December 31,
                                                               --------------------------------
                                                                 2001        2000        1999
                                                               --------    --------    --------
<S>                                                            <C>         <C>         <C>
CASH FLOWS FROM OPERATING ACTIVITIES
   Net Income                                                  $  1,617    $  1,195    $  1,375
   Adjustments to Reconcile Net Income to Net Cash
     Provided by Operating Activities:
      Depreciation                                                  140         139         114
      Discount Accretion Net of Premium Amortization               (613)       (129)        136
      Provision for Losses                                           25           7           6
      (Gain) Loss on Disposal of Fixed Assets                         -          (8)          3
      Non-Cash Dividend - FHLB                                     (199)       (236)       (139)
      Net Loan Fees                                                  (1)         (2)         (1)
      Dividend on ARM Fund                                         (333)        (51)        (86)
      Dividend on IMF Fund                                          (21)        (48)       (322)
      Dividend on UST Fund                                          (15)
      ESOP Expense                                                  415         377         355
      RRP Expense                                                   198         156         156
      Loss (Gain) on Sale of Foreclosed Real Estate                 (49)         12         (23)
      Loss (Gain) on Sale of Investments                           (607)        146          13
      Decrease (Increase) in Prepaid Income Taxes                    (1)          -          69
      Increase in Deferred Income Tax                                61          63          23
      Changes in Operating Assets and Liabilities:
        Decrease (Increase) in Accrued Interest Receivable         (202)         68         (61)
        (Increase) Decrease in Deferred Charges                     (25)        (11)          8
        (Decrease) Increase in Accrued Income Tax                     -         (32)         32
        Increase (Decrease) in Other Liabilities                   (229)        227        (293)
        Increase in Accrued Interest - FHLB Advances                 93          18          50
        Decrease (Increase) in Other Assets                         (57)         (8)          3
                                                               --------    --------    --------

          Net Cash Provided by Operating Activities                 197       1,883       1,418
                                                               --------    --------    --------
</Table>



The accompanying notes are an integral part of these financial statements.


                                       10
<Page>

                               GS FINANCIAL CORP.
                CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
                             (DOLLARS IN THOUSANDS)

<Table>
<Caption>
                                                                           For the Years Ended
                                                                              December 31,
                                                                      2000        2000        1999
                                                                    --------    --------    --------
<S>                                                                 <C>         <C>         <C>
CASH FLOWS FROM INVESTING ACTIVITIES
   Purchase of Collateralized Mortgage Obligations                   (36,908)     (8,647)    (31,362)
   Proceeds from Maturities of Collateralized Mortgage                37,604       9,108      19,175
   Obligations
   Proceeds from Sale of Collateralized Mortgage Obligations           2,739
   Proceeds from Sale of FHLMC Common Stock                              632         413           -
   Purchase of FHLMC Preferred Stock                                 (12,718)     (3,507)          -
   Proceeds from Maturities of Available-for-Sale Securities           1,586       2,292       5,472
   Proceeds from Maturities of Mortgage-Backed Securities                925       1,956       6,226
   Proceeds from Sale of Mortgage-Backed Securities                    2,316      10,313           -
   (Purchase)/Redemption of ARM Mutual Fund                           (9,318)     (1,390)      1,561
   (Purchase)/Redemption of IMF Mutual Fund                                -       2,410       2,617
   Purchase of UST Mutual Fund                                        (4,240)
   Purchase of Other Equity Investments                                 (123)        (50)          -
   Loan Originations - Net                                            (7,519)     (4,528)     (6,203)
   Purchases of Premises and Equipment                                  (158)        (27)       (142)
   Cost of Construction of Real Estate Held for Investment              (322)
   Proceeds from the Sale of Premises and Equipment                        -          16           -
   Proceeds from Sales of Foreclosed Real Estate                         546           2          41
   Capitalized Foreclosed Real Estate Costs                              (15)         (8)         (4)
   Purchase of Federal Home Loan Bank Stock                           (1,989)        (12)       (400)
                                                                    --------    --------    --------

          Net Cash Provided by (Used in) Investing Activities        (26,962)      8,341      (3,019)
                                                                    --------    --------    --------
</Table>



The accompanying notes are an integral part of these financial statements.


                                       11
<Page>

                               GS FINANCIAL CORP.
                CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
                             (DOLLARS IN THOUSANDS)


<Table>
<Caption>
                                                           For the Years Ended
                                                               December 31,
                                                     --------------------------------
                                                       2001        2000        1999
                                                     --------    --------    --------
<S>                                                  <C>         <C>         <C>
CASH FLOWS FROM FINANCING ACTIVITIES
   Purchase of Treasury Stock                          (4,611)     (8,590)     (3,654)
   Advances from Federal Home Loan Bank                25,075         202       8,607
   Payment of Cash Stock Dividends                       (561)       (763)       (846)
   Net (Decrease) Increase in Deposits                 12,290        (337)     (1,889)
   Net Increase (Decrease) in Non-Interest Bearing       (193)        163          77
   Deposits                                          --------    --------    --------

        Net Cash (Used in) Provided by Financing       32,000      (9,325)      2,295
        Activities                                   --------    --------    --------

NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                                     5,235         899         694

CASH AND CASH EQUIVALENTS - BEGINNING OF YEAR           3,403       2,504       1,810
                                                     --------    --------    --------

CASH AND CASH EQUIVALENTS - END OF YEAR              $  8,638    $  3,403    $  2,504
                                                     ========    ========    ========


SUPPLEMENTAL DISCLOSURE OF CASH FLOW
INFORMATION
   Cash Paid During the Year for:
     Interest                                        $  7,731    $  5,847    $  5,168
     Income Taxes                                         537         618         622
   Loans Transferred to Foreclosed Real Estate
     During the Year                                      364         109          27
   Market Value Adjustment for Gain/(Loss)
     on Securities Available-for-Sale                   1,626       2,836      (3,557)
</Table>



The accompanying notes are an integral part of these financial statements.


                                       12
<Page>

                               GS FINANCIAL CORP.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE A

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NATURE OF OPERATIONS

         GS Financial Corp. (the Company) was organized as a Louisiana
corporation on December 24, 1996 for the purpose of becoming the holding company
of Guaranty Savings and Homestead Association (the Association) in anticipation
of converting the Association from a Louisiana chartered mutual savings and loan
association to a Louisiana chartered stock savings and loan association. The
Association operates in the savings and loan industry and as such provides
financial services to individuals, corporate entities and other organizations
through the origination of loans and the acceptance of deposits in the form of
passbook savings, certificates of deposit, and demand deposit accounts.

         The Association is subject to competition from other financial
institutions, and is also subject to the regulations of certain Federal and
State agencies and undergoes periodic examinations by those regulatory
authorities.

PRINCIPLES OF CONSOLIDATION

         The accompanying consolidated financial statements include the accounts
of the Company and its wholly-owned subsidiary, Guaranty Savings and Homestead
Association. In consolidation, significant inter-company accounts, transactions,
and profits have been eliminated.

BASIS OF FINANCIAL STATEMENT PRESENTATION

         The financial statements have been prepared in conformity with
generally accepted accounting principles. In preparing the financial statements,
management is required to make estimates and assumptions that affect the
reported amounts of assets and liabilities as of the date of the statement of
financial condition and revenues and expenses for the year. Actual results could
differ significantly from those estimates.

         Material estimates that are particularly susceptible to significant
change relate to the determination of the allowance for losses on loans and
valuation of real estate acquired in connection with foreclosures or in
satisfaction of loans. Management independently determines the allowance for
losses on loans based on an evaluation of the loan history and the condition of
the underlying properties. In connection with the determination of the
allowances for losses on foreclosed real estate, management assesses the fair
market value or obtains independent appraisals for all properties.

         While management uses available information to recognize losses on
loans and foreclosed real estate, future additions to the allowances may be
necessary based on changes in local economic conditions. In addition, regulatory
agencies, as an integral part of their examination process, periodically review
the Association's allowances for losses on loans and foreclosed real estate.
Such agencies may require the Association to recognize additions to the
allowances based on their judgments about information available to them at the
time of their examination.

CASH AND CASH EQUIVALENTS

         For the purposes of presentation in the consolidated statements of cash
flows, cash and cash equivalents include all cash and amounts due from
depository institutions, interest-bearing deposits in other banks, and Federal
Funds Sold.


                                       13
<Page>

INVESTMENT SECURITIES

         Marketable securities are classified as available-for-sale and are
carried at fair value. Unrealized gains and losses on securities
available-for-sale are recognized as direct increases or decreases in
comprehensive income. The cost of securities sold is recognized using the
specific identification method. Premiums and discounts are being amortized over
the life of the securities as a yield adjustment.

MORTGAGE-BACKED SECURITIES

         Mortgage-backed securities represent participating interests in pools
of first mortgage loans originated and serviced by issuers of the securities.
Unrealized gains and losses on mortgage-backed securities are recognized as
direct increases or decreases in comprehensive income. The cost of securities
sold is recognized using the specific identification method. Premiums and
discounts are being amortized over the life of the securities as a yield
adjustment.

COLLATERALIZED MORTGAGE OBLIGATIONS

         Collateralized Mortgage Obligations (CMO's) are multiple class
mortgage-backed securities. An underlying pool of mortgages held by the issuer
serves as collateral for the debt obligations, and principal and interest
payments from the pool of mortgages are used to retire the CMO's.

         Currently, the Company's investment in CMO's is limited to
first-tranche Real Estate Mortgage Investment Conduits (REMIC's). A REMIC is a
pass-through investment vehicle created under the Tax Reform Act of 1986 to
issue multiple class mortgage-backed securities. The multiple classes in a REMIC
are known as "tranches".

         Currently, the Company's investment in REMIC's is limited to those
issued by FNMA, FHLMC and "AAA" rated non-governmental agencies. These are
defined to be within the 20% risk-weighted category for thrift institutions.
Prior to investing, the Company receives a prospectus that includes the various
cash flow and interest rate risk scenarios possible for each bond.

         Unrealized gains and losses on CMO's are recognized as direct increases
or decreases in comprehensive income. The cost of securities sold is recognized
using the specific identification method. Premiums and discounts are being
amortized over the life of the securities as a yield adjustment.

LOANS

         Loans are stated at unpaid principal balances, less the allowance for
loan losses and net deferred loan fees. Loan origination and commitment fees, as
well as certain direct origination costs, are deferred and amortized as a yield
adjustment over the contractual lives of the related loans using the interest
method.

         Loans are placed on non-accrual when principal or interest is
delinquent for 90 days or more. Any unpaid interest previously accrued on those
loans is reversed from income, and thereafter interest is recognized only to the
extent of payments received.

         A loan is considered impaired when, based on current information and
events, it is probable that a creditor will be unable to collect all amounts due
according to the contractual terms of the loan agreement. Interest payments on
impaired loans are typically applied to principal unless collectibility of the
principal amount is fully assured, in which case interest is recognized on the
cash basis. Residential mortgage loans and consumer installment loans are
considered to be groups of smaller balance homogeneous loans and are
collectively evaluated for impairment and are not subject to SFAS 114
measurement criteria.

         The allowance for loan losses is maintained at a level that, in
management's judgment, is adequate to absorb probable losses inherent in the
loan portfolio. The amount of the allowance is based on management's evaluation
of the collectibility of the loan portfolio, including the nature of the
portfolio, credit concentrations, trends in historical loss experience, specific
impaired loans, and economic conditions. The allowance is increased


                                       14
<Page>

by a provision for loan losses, which is charged to expense, and reduced by
charge-offs, net of recoveries. Changes in the allowance relating to impaired
loans are charged or credited to the provision for loan losses.

PROPERTY AND EQUIPMENT

         Property and equipment are stated at cost, less accumulated
depreciation computed principally on the straight-line and modified accelerated
cost recovery methods over the estimated useful lives of the assets which range
from 5 to 10 years for furniture and equipment, and 31 to 39 years for
buildings. Maintenance and repairs are expensed as incurred, while major
additions and improvements are capitalized.

         When these assets are retired or otherwise disposed of, the cost and
related accumulated depreciation or amortization are removed from the accounts,
and any resulting gain or loss is reflected in income for the period.

FORECLOSED REAL ESTATE

         Foreclosed real estate includes real estate acquired in settlement of
loans. At the time of foreclosure, foreclosed real estate is recorded at the
lower of the Association's cost or the asset's fair value, less estimated
selling costs, which becomes the property's new basis. After foreclosure,
valuations are periodically performed by management and the real estate is
carried at the lower of cost or fair value less estimated selling costs. Costs
incurred in maintaining foreclosed real estate are included in income (loss) on
foreclosed real estate.

REAL ESTATE HELD-FOR-INVESTMENT

         Real estate held-for-investment consists of a newly constructed
multi-suite office building at a former branch location of the Association. The
Company leased two of the four suites beginning in November, 2001. The Company
is retaining two suites to lease to the Association which has applied for and
received approval to open a branch office sometime in the future.

INCOME TAXES

         The Company and its wholly-owned subsidiary file a consolidated Federal
income tax return on a calendar year basis. Each entity pays its pro rata shares
of income taxes in accordance with a written tax-sharing agreement.

         Income taxes are provided for the tax effects of the transactions
reported in the financial statements and consist of taxes currently due plus
deferred taxes related to differences between the basis of assets and
liabilities for financial and income tax reporting. The deferred tax assets and
liabilities represent the future tax return consequences of those differences,
which will either be taxable or deductible when the assets and liabilities are
recovered or settled. Deferred tax assets are reduced by a valuation allowance
when, in the opinion of management, it is more likely than not that some portion
of the deferred tax asset will not be realized. Deferred tax assets and
liabilities are adjusted for the effect of changes in tax laws and rates on the
date of enactment.

         While the Association is exempt from Louisiana income tax, it is
subject to the Louisiana Ad Valorem tax that is based on stockholders' equity
and net income.

NON-DIRECT RESPONSE ADVERTISING COSTS

         The Company expenses advertising costs as incurred. Advertising cost
were $95,000, $95,000 and $69,000 for the years ended December 31, 2001, 2000
and 1999, respectively.

NEW ACCOUNTING STANDARDS

         Statement of Financial Accounting Standards No. 140 (SFAS 140),
ACCOUNTING FOR TRANSFERS AND SERVICING OF FINANCIAL ASSETS AND EXTINGUISHMENTS
OF LIABILITIES, is a replacement of SFAS 125. This statement provides accounting
and reporting standards for transfers and servicing of financial assets and
extinguishments of liabilities. Those standards are based on consistent
application of a financial-components approach that focuses on control. Under
this approach, after a transfer of financial assets, an entity recognizes the
financial and servicing assets it controls and


                                       15
<Page>

the liabilities it has incurred, derecognizes financial assets when control has
been surrendered, and derecognizes liabilities when extinguished. This statement
provides consistent standards for distinguishing transfers of financial assets
that are sales from transfers that are secured borrowings. This statement is
effective for transfers and servicing of financial assets and extinguishments of
liabilities occurring after March 31, 2001 and for recognition and
reclassification of collateral and for disclosures relating to securitization
transactions and collateral for years ending after December 15, 2000. The
adoption of this pronouncement had no effect on the financial position and
results of operations of the Company.

         Statement of Financial Accounting Standards No. 144 (SFAS 144),
ACCOUNTING FOR THE IMPAIRMENT AND DISPOSAL OF LONG-LIVED ASSETS, is a
replacement of SFAS 121. This statement provides accounting and reporting
standards for the recognition and measurement of the impairment of long-lived
assets to be held and used and the measurement of long-lived assets to be
disposed of by abandonment or sale. This statement requires that long-lived
assets (excluding goodwill) to be held and used by an entity be reviewed for
impairment whenever events or changes in circumstances indicate that the
carrying amount of an asset may not be recoverable and requires a
probability-weighted cash flow estimation approach, and introduces a
"primary-asset" approach to determine the cash flow estimation period. In
addition, this statement requires that long-lived assets to be disposed of be
reported at the lower of carrying amount or fair value less cost to sell, and
includes accounting guidance for disposal of a segment of a business that is
considered a discontinued operation. This statement is effective for financial
statements issued for fiscal years beginning after December 15, 2001. This
statement will become effective to the Company starting in 2002.


                                       16
<Page>

NOTE B

INVESTMENT SECURITIES

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

<Table>
<Caption>
                                                  Gross      Gross
                                      Amortized Unrealized Unrealized   Fair
December 31, 2001                       Cost      Gains      Losses     Value
                                      --------   --------   --------   --------

<S>                                   <C>        <C>         <C>       <C>
U. S. Government
     and Federal Agencies             $    801   $     85    $     -   $    886
Adjustable Rate
     Mortgage Mutual Fund               12,481         32          -     12,513
Ultra Short Term
    Mutual Fund                          4,255          -          4      4,251
Intermediate
     Mortgage Mutual Fund                  394          3          -        397

FHLMC Common Stock                          16      1,031          -      1,047
FHLMC Preferred Stock                   16,224        326          -     16,550
Equity Investments - Other                 173          3          -        176
                                      --------   --------   --------   --------
                                      $ 34,344   $  1,480   $      4   $ 35,820
                                      ========   ========   ========   ========
</Table>


<Table>
<Caption>
                                                  Gross      Gross
                                      Amortized Unrealized Unrealized   Fair
December 31, 2000                       Cost      Gains      Losses     Value
                                      --------   --------   --------   --------

<S>                                   <C>        <C>         <C>       <C>
U. S. Government
     and Federal Agencies             $  2,389   $     72   $      -   $  2,461
Adjustable Rate
     Mortgage Mutual Fund                2,831          -          8      2,823
Intermediate
     Mortgage Mutual Fund                  400          -         30        370
FHLMC Common Stock                          25      1,767          -      1,792
FHLMC Preferred Stock                    3,506          -          2      3,504
Equity Investments-Other                    50          -          -         50
                                      --------   --------   --------   --------
                                      $  9,201   $  1,839   $     40   $ 11,000
                                      ========   ========   ========   ========
</Table>


                                       17
<Page>

The following is a summary of maturities of securities available-for-sale (in
thousands):

<Table>
<Caption>
                                                            December 31,
                                                   2001                       2000
                                                 Securities                Securities
                                             Available-for-Sale        Available-for-Sale
                                           -----------------------   -----------------------
                                           Amortized      Fair       Amortized       Fair
                                              Cost        Value         Cost         Value
                                           ----------   ----------   ----------   ----------
<S>                                        <C>          <C>          <C>          <C>
Amounts Maturing in
     In One Year or Less                   $   33,543   $   34,934   $    7,911   $    9,643
     After One Year Through Five Years            801          886          300          326
     After Five Years Through Ten Years             -            -          990        1,031
                                           ----------   ----------   ----------   ----------
                                           $   34,344   $   35,820   $    9,201   $   11,000
                                           ==========   ==========   ==========   ==========
</Table>

         The Company's investment in FHLMC preferred stock represents an
investment in securities which pay a stated rate of interest quarterly of which
70% is exempt from Federal income tax. This FHLMC preferred stock contains call
options from 2004 to 2009.

         In 2001, the company sold 10,000 shares of FHLMC common stock at a gain
of $623,000. The Company also wrote down its investment in the Intermediate
Mortgage Mutual Fund $27,000 in 2001. During 2000, the Company realized losses
of $210,000 through the redemption of $2.6 million of its Intermediate Mortgage
Mutual Fund. The Company also sold 10,000 shares of FHLMC common stock for
$413,000, realizing a gain of $403,000. During 1999, the Company realized losses
of $13,387 through the redemption of $3.1 million of its Adjustable Rate
Mortgage Fund.

         At December 31, 2001, three equity securities being carried at a cost
of $77,000 are included in Other Assets. At December 31, 2000, two equity
securities being carried at a cost of $27,000 are included in Other Assets. The
fair value for these securities approximates cost.

NOTE C

MORTGAGE-BACKED SECURITIES

         Mortgage-backed securities consist of the following (in thousands):

<Table>
<Caption>
                                      Gross        Gross
                       Amortized    Unrealized   Unrealized       Fair
December 31, 2001         Cost        Gains        Losses        Value
                       ----------   ----------   ----------   ----------

<S>                    <C>          <C>          <C>          <C>
Available for Sale:
GNMA                          857           28            -          885
                       ----------   ----------   ----------   ----------
                              857           28            -          885
                       ==========   ==========   ==========   ==========
</Table>

<Table>
<Caption>
                                      Gross        Gross
                       Amortized    Unrealized   Unrealized       Fair
December 31, 2000         Cost        Gains        Losses        Value
                       ----------   ----------   ----------   ----------

<S>                    <C>          <C>          <C>          <C>
Available for Sale:
FNMA                        1,481            -            5        1,476
FHLMC                       1,096            -            2        1,094
GNMA                        1,541            4            -        1,545
                       ----------   ----------   ----------   ----------
                            4,118            4            7        4,115
                       ==========   ==========   ==========   ==========
</Table>


                                       18
<Page>

         The amortized cost and fair value of mortgage-backed securities at
December 31, 2001 and 2000, by contractual maturity, are shown below (in
thousands). Expected maturities will differ from contractual maturities because
borrowers may have the right to call or prepay obligations without call or
prepayment penalties.

<Table>
<Caption>
                                                Amortized       Fair
December 31, 2001                                 Cost         Value
                                               ----------   ----------

<S>                                            <C>          <C>
Mortgage-Backed Securities Maturing:
     In One Year or Less                       $        -   $        -
     After One Year Through Five Years                  -            -
     After Five Years Through Ten Years                 -            -
     After Ten Years                                  857          885
                                               ----------   ----------
                                               $      857   $      885
                                               ==========   ==========
</Table>


<Table>
<Caption>
                                                Amortized       Fair
December 31, 2000                                 Cost         Value
                                               ----------   ----------

<S>                                            <C>          <C>
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
                                               ==========   ==========
</Table>

         In 2001, the Company sold $2.3 million of mortgage-backed securities at
a net loss of $5,000. In 2000, the Company sold GNMA and FNMA mortgage-backed
securities with a book value of $10.6 million, resulting in a loss of $337,000.
There were no sales of mortgage-backed securities in 1999.

NOTE D

COLLATERALIZED MORTGAGE OBLIGATIONS

         Collateralized Mortgage Obligations (CMO's) consist of the following
(in thousands):


<Table>
<Caption>
                                           Gross        Gross
                             Amortized   Unrealized   Unrealized     Fair
December 31, 2001              Cost        Gains        Losses       Value
                            ----------   ----------   ----------   ----------

<S>                         <C>            <C>        <C>          <C>
Available-for-Sale:
FNMA                        $    1,283     $      -   $        9   $    1,274
FHLMC                           14,702          153           65       13,790
GNMA                            35,810        1,213            -       37,023
                            ----------   ----------   ----------   ----------
                            $   50,795   $    1,366   $       74   $   52,087
                            ==========   ==========   ==========   ==========
</Table>

                                       19
<Page>

<Table>
<Caption>
                                           Gross        Gross
                             Amortized   Unrealized   Unrealized     Fair
December 31, 2000              Cost        Gains        Losses       Value
                            ----------   ----------   ----------   ----------

<S>                         <C>            <C>        <C>          <C>
Available-for-Sale:
FNMA                        $    5,766     $      -   $      187   $    5,579
FHLMC                           14,254          196          309       14,141
GNMA                            33,562          583          120       34,025
                            ----------   ----------   ----------   ----------
                            $   53,582   $      779   $      616   $   53,745
                            ==========   ==========   ==========   ==========
</Table>

         In 2001, the Company sold $2.7 million of collateralized mortgage
obligations at a gain of $16,000. At December 31, 2001 and 2000, CMO's are
classified as available-for-sale, and are reported on the financial statements
at their fair value. Also, all of the CMO's held as of December 31, 2001 and
2000 have contractual maturities of greater than ten years. There were no sales
of CMO's during 2000 and 1999.

         CMO's with market values of $28,540,794 and $8,204,550 have been
pledged as collateral towards the outstanding balance of Advances from the
Federal Home Loan Bank at December 31, 2001 and 2000, respectively.

NOTE E

LOANS

Loans at December 31, 2001 and 2000 are summarized as follows (in thousands):

<Table>
<Caption>
                                              December 31,
                                          2001            2000
                                      ------------    ------------

<S>                                   <C>             <C>
First Mortgage Loans:
    One to Four
       Family Residential             $     69,843    $     71,092
    FHA and VA                                   9              52
    Construction                             1,056             619
    Commercial Real Estate                   3,431           1,006
    Other                                    6,750           1,453
                                      ------------    ------------
          Total Real Estate Loans           81,089          74,222

Consumer Loans:
    Second Mortgage                             11              52
    Loans on Deposits                          254             237
                                      ------------    ------------
       Total Consumer Loans                    265             289

Commercial Loans                               683             381
                                      ------------    ------------
                                            82,037          74,892

Allowance for
    Loan Losses                               (435)           (420)

Net Deferred Loan
    Origination Costs                            9               8
                                      ------------    ------------
Net Loans                             $     81,611    $     74,480
                                      ============    ============
</Table>


                                       20
<Page>

An analysis of the allowance for loan losses as follows (in thousands):

<Table>
<Caption>
                                 Years Ended December 31,
                              2001        2000        1999
                            --------    --------    --------
<S>                         <C>         <C>         <C>
Balance, Beginning
     of Year                $    420    $    424    $    463
Provision for Losses              25           7           6
Loans Charged Off                (10)        (11)        (45)
Recoveries                         -           -           -
                            --------    --------    --------
Balance, End of Year        $    435    $    420    $    424
                            ========    ========    ========
</Table>

         Loans receivable as of December 31, 2001 are scheduled to mature and
adjustable rate loans are scheduled to reprice as follows (in thousands):

<Table>
<Caption>
                                   Under      One to     Six       Over
                                    One        Five     to Ten      10
                                   Year       Years     Years      Years       Total
                                 --------   --------   --------   --------   --------
<S>                              <C>        <C>        <C>        <C>        <C>
Loans Secured by 1-4 Family
      Residential:
Fixed Rate                       $     54   $  2,879   $  7,610   $ 59,300   $ 69,843
Other Loans Secured by
      Real Estate:
Fixed Rate                             58      2,127      3,546      5,526     11,257
Commercial Fixed Rate                 286          -        124        273        683
All Other Loans                       254          -          -          -        254
                                 --------   --------   --------   --------   --------
                                 $    652   $  5,006   $ 11,280   $ 65,099   $ 82,037
                                 ========   ========   ========   ========   ========
</Table>

         At December 31, 2001 and 2000, the Association had loans totaling
approximately $179,000 and $320,000, respectively, for which impairment had been
recognized. The allowance for loan losses related to these loans totaled $56,000
and $68,000 at December 31, 2001 and 2000, respectively. The amount of interest
income that would have been recorded on loans in non-accrual status at December
31, 2001, had such loans performed in accordance with their terms, was
approximately $8,000. Such interest foregone for the year ended December 31,
2000 was approximately $20,000.

         In the ordinary course of business, the Association has and expects to
continue to have transactions, including borrowings, with its officers and
directors. In the opinion of management, such transactions were on substantially
the same terms, including interest rates and collateral, as those prevailing at
the time of comparable transactions with other persons and did not involve more
than a normal risk of collectibility or present any other unfavorable features
to the Association.


                                       21
<Page>

Loans to such borrowers are summarized as follows (in thousands):

<Table>
<Caption>
                                December 31,
                              2001        2000
                            --------    --------
<S>                         <C>         <C>
Balance, Beginning
    of Year                 $  1,454    $    904
Additions                        228         602
Payments and Renewal            (226)        (52)
                            --------    --------
Balance, End of Year           1,456       1,454
</Table>

         The Association's lending activity is concentrated within the
metropolitan New Orleans area and surrounding parishes, with its major emphasis
in the origination of permanent single-family dwelling loans. Such loans
comprise the majority of the Association's loan portfolio.

NOTE F

ACCRUED INTEREST RECEIVABLE

Accrued interest receivable at December 31, 2001 and 2000 consists of the
following (in thousands):

<Table>
<Caption>
                                               December 31,
                                             2001       2000
                                           --------   --------
<S>                                        <C>        <C>
Loans                                      $    348   $    311
Mortgage-Backed Securities                        6         24
Collateralized Mortgage Obligations             277        304
Investments and Other                           252         43
                                           --------   --------
Totals                                     $    883   $    682
                                           ========   ========
</Table>

NOTE G

PREMISES AND EQUIPMENT

A summary of premises and equipment follows (in thousands):

<Table>
<Caption>
                                                    December 31,
                                                  2001        2000
                                                --------    --------
<S>                                             <C>         <C>
Land                                            $    781    $    781
Buildings and Improvements                         2,071       2,071
Furniture, Fixture and Equipment                     637         526
                                                --------    --------
                                                   3,489       3,378
Accumulated Depreciation and Amortization           (943)       (851)
                                                --------    --------
                                                $  2,546    $  2,527
                                                ========    ========
</Table>

         Depreciation expense for the years ended December 31, 2001, 2000 and
1999 was approximately $139,000, $137,000 and $112,000, respectively.


                                       22

<Page>

NOTE H

FORECLOSED REAL ESTATE

A summary of the activity of the Foreclosed Real Estate account follows:

<Table>
<Caption>
                                                               December 31,
                                                            2001        2000
                                                          --------    --------
<S>                                                       <C>         <C>
Balance - Beginning of the Year                           $    117    $     14
Acquired in Settlement of Loans                                363         109
Costs Capitalized                                               15           8
Sales of Foreclosed Real Estate                               (495)        (14)
Less:  Allowance for Losses on Foreclosed Real Estate            -           -
                                                          --------    --------
                                                         $       -    $    117
                                                          ========    ========
</Table>

         Expenses applicable to foreclosed real estate consists of operating
expenses, net of rental income. The Company incurred net expenses associated
with foreclosed real estate of approximately $3,000 for the year ended December
31, 2001. For the years ended December 31, 2000 and 1999, the Company recognized
net income associated with foreclosed real estate of approximately $2,000 and
$24,000, respectively.

NOTE I

REAL ESTATE HELD-FOR-INVESTMENT

         Real estate held-for-investment, which consists of a multi-suite office
building located on the property of a former branch location of the Association,
is summarized below (in thousands):

<Table>
<Caption>
                                              December 31,
                                           2000        2000
                                         --------    --------
<S>                                      <C>         <C>
Land                                     $    226    $    211
Buildings and Improvements                    307           -
                                         --------    --------
                                              533         211
Accumulated Depreciation                       (1)          -
                                         --------    --------
                                         $    532    $    211
                                         ========    ========
</Table>

         Depreciation expense for each of the years ended December 31, 2001,
2000 and 1999 was $1,000, $2,000 and $3,000, respectively. Depreciation expense
during 2001 was for the newly constructed multi-suite office building that was
placed into service in November, 2001. Depreciation expense for the years 2000
and 1999 was for the former structure located on the property. During 2000, the
Company transferred the remaining book value of the structure from Building and
Improvements to Land.

         The Company leased this property on a month-to-month basis for $1,600
per month. The lease was terminated in March, 1999. Total rental income
recognized was approximately $1,700 for the year ended December 31, 1999.

         On February 20, 1998, in response to regulatory considerations, the
Company purchased from the Association the former branch location and adjoining
property for $453,000. The purchase price was based on the appraised value of
the property at the time of the transaction. This inter-company transaction
resulted in a gain to the Association of approximately $178,000, which is
eliminated for the purposes of these consolidated financial statements.


                                       23
<Page>

NOTE J

DEPOSITS

Deposit account balances at December 31, 2001 and 2000 are summarized as
follows:

<Table>
<Caption>
                                      Weighted                           Year Ended
                                  Average Rate at                       December 31,
                                    December 31,               2001                      2000
                                 2001         2000      Amount      Percent       Amount      Percent
                                ------       ------   ----------   ----------   ----------   ----------
<S>                             <C>          <C>      <C>          <C>          <C>          <C>
Balance by Interest Rate:
Demand Deposit
     Accounts                   1.94 %       4.64 %   $    7,910        11.12 % $    3,185         5.41 %
Regular Savings
     Accounts                   3.00 %       3.00 %       20,042        28.16       17,431        29.60
Certificates of
     Deposit                    5.85 %       5.00 %       43,217        60.72       38,263        64.99
                                                      ----------   ----------   ----------   ----------

                                                      $   71,169       100.00 % $   58,879       100.00 %
                                                      ==========   ==========   ==========   ==========

Certificate Accounts Maturing
     Under 12 months                                  $   32,485        77.04 % $   29,478        77.04 %
     12 months to 24 months                                8,049        16.69        6,387        16.69
     24 months to 36 months                                2,180         4.47        1,710         4.47
     36 months to 48 months                                  496         0.66          251         0.66
     48 months to 60 months                                    7         1.14          437         1.14
                                                      ----------   ----------   ----------   ----------

                                                      $   43,217       100.00 % $   38,263       100.00 %
                                                      ==========   ==========   ==========   ==========
</Table>

         The aggregate amount of deposits with a minimum balance of $100,000 was
approximately $8,133,000 and $3,928,000 at December 31, 2001 and 2000,
respectively.

Interest expense for each of the following periods is as follows (in thousands):

<Table>
<Caption>
                                Years Ended
                                December 31,
                       ------------------------------
                         2001       2000       1999
                       --------   --------   --------
<S>                    <C>        <C>        <C>
Certificates           $  2,122   $  2,094   $  1,926
NOW Accounts                207          -          -
Passbook Savings       $    514   $    572   $    621
                       --------   --------   --------

                       $  2,843   $  2,666   $  2,547
                       ========   ========   ========
</Table>

         The Association held deposits of approximately $779,000 and $653,000
for officers and directors at December 31, 2001 and 2000, respectively.


                                       24
<Page>

NOTE K

ADVANCES FROM FEDERAL HOME LOAN BANK

         Pursuant to collateral agreements with the Federal Home Loan Bank
(FHLB), advances are secured by a blanket floating lien on first mortgage loans
and certain pledged CMOs. Total interest expense recognized in 2001, 2000 and
1999, respectively, was $4,982,000, $3,209,000 and $2,674,000.

Advances at December 31, 2001 and 2000 consisted of the following (in
thousands):

<Table>
<Caption>

Contract Rate                       Advance Total
-------------                    -------------------
                                   2001       2000
                                 --------   --------
<S>                              <C>        <C>
4.00% to 4.99%                   $  2,234   $  3,273
5.00% to 5.99%                     67,954     21,788
6.00% to 6.99%                      9,077     24,130
7.00% to 7.99%                          -      5,000
                                 --------   --------
                                 $ 79,265   $ 54,191
                                 ========   ========
</Table>

         Maturities of Advances at December 31, 2001 for each of the next five
years are as follows (in thousands):

<Table>
<Caption>
             Year Ending
             December 31,                 Amount
             ------------                --------
<S>                                      <C>
                 2002                    $ 17,241
                 2003                      23,098
                 2004                       6,225
                 2005                      10,205
                 2006                       5,462
              Thereafter                   17,034
                                         --------
                                         $ 79,265
                                         ========
</Table>

NOTE L

INCOME TAX EXPENSE

The provision for income taxes for 2001, 2000 and 1999 consists of the following
(in thousands):

<Table>
<Caption>
                                     Years Ended
                                     December 31,
                            ------------------------------
                              2000       2000       1999
                            --------   --------   --------
<S>                         <C>        <C>        <C>
Current Tax Expense         $    528   $    603   $    718
Deferred Tax Expense        $     61   $     63   $     32
                            --------   --------   --------

                            $    589   $    666   $    750
                            ========   ========   ========
</Table>

         The provision for Federal income taxes differs from that computed by
applying Federal statutory rates to income (loss) before Federal income tax
expense, as indicated in the following analysis (in thousands):

<Table>
<Caption>
                                                     Years Ended
                                                     December 31,
                                           --------------------------------
                                             2001        2000        1999
                                           --------    --------    --------
<S>                                        <C>         <C>         <C>
Expected Tax Provision at a 34% Rate       $    750    $    633    $    722
Expected State Corporate Tax                     (2)          9           8
Effect of Tax Exempt Income                    (207)         (5)         (5)
Employee Stock Ownership Plan                    53          20          25
Other                                            (5)          9           -
                                           --------    --------    --------
                                           $    589    $    666    $    750
                                           ========    ========    ========
</Table>


                                       25
<Page>

         Deferred tax liabilities have been provided for the temporary
differences related to unrealized gains on available-for-sale securities,
deferred loan costs, depreciation, the allowance for loan losses, and non-cash
Federal Home Loan Bank dividends. Deferred tax assets have been provided for the
temporary differences related to the Company's Recognition and Retention Plan
and Employee Stock Ownership Plan, reserves for uncollected interest and late
charges, deferred loan fees, and the allowance for losses on foreclosed real
estate. The net deferred tax assets or liabilities in the accompanying
consolidated balance sheets include the following components (in thousands):


<Table>
<Caption>
                                                                   2001           2000
                                                               ------------   ------------
<S>                                                            <C>            <C>
Deferred Tax Assets
       Recognition and Retention Plan                          $         13   $         13
       Employee Stock Ownership Plan                                     87             80
       Other                                                              9              9
                                                               ------------   ------------
       Total Deferred Tax Assets                                        102            102
</Table>

<Table>
<Caption>
                                                                   2001           2000
                                                               ------------   ------------
<S>                                                            <C>            <C>
Deferred Tax Liabilities
       FHLB Stock Dividends                                    $        305   $        235
       Market Value Adjustment to
             Available-for-Sale Securities                              950            666
       Allowance for Loan Losses                                        183            187
       Other                                                             59             58
                                                               ------------   ------------
       Total Deferred Tax Liabilities                                 1,494          1,146
                                                               ------------   ------------

Deferred Tax Liabilities - Net of Deferred Tax Assets          $      1,390   $      1,044
                                                               ============   ============
</Table>

         Included in retained earnings at December 31, 2001 and 2000 is
approximately $3,800,000 in bad debt reserves for which no deferred Federal
income tax liability has been recorded. These amounts represent allocations of
income to bad debt deductions for tax purposes only. Reduction of these reserves
for purposes other than tax bad-debt losses or adjustments arising from
carryback of net operating losses would create income for tax purposes, which
would be subject to the then-current corporate income tax rate. The unrecorded
deferred liability on these amounts was approximately $1,292,000 for December
31, 2001 and 2000, respectively.

NOTE M

EMPLOYEE STOCK OWNERSHIP PLAN

         During 1997, GS Financial Corp. instituted an employee stock ownership
plan (the "ESOP") that covers all employees of Guaranty Savings and Homestead
Association who have completed one year of service and have attained the age of
21. The ESOP purchased the statutory limit of eight percent of the shares
offered in the initial public offering of the Company (275,080 shares). This
purchase was facilitated by a loan from the Company to the ESOP in the amount of
$2,750,800. The loan is secured by a pledge of the ESOP shares. The shares
pledged as collateral are reported as unearned ESOP shares in the balance
sheets. The corresponding note is to be paid back in 40 equal quarterly payments
of $103,000 on the last business day of each quarter, beginning June 30, 1997 at
the rate of 8.5%. The note payable and the corresponding note receivable have
been eliminated for consolidation purposes.

         The Association may contribute to the plan, in the form of debt
service, at the discretion of its board of directors. Dividends received on ESOP
shares are either utilized to service the debt or credited to participant


                                       26
<Page>

accounts at the discretion of the trustees of the Plan. Shares are released for
allocation to plan participants based on principal and interest payments of the
note. Compensation expense is recognized based on the number of shares allocated
to plan participants and the average market price of the stock for the current
year. Released ESOP shares become outstanding for earnings per share
computations.

         As compensation expense is incurred, the Unearned ESOP Shares account
is reduced based on the original cost of the stock. The difference between the
cost and average market price of shares released for allocation is applied to
Additional Paid-in Capital. ESOP compensation expense was approximately
$415,000, $377,000 and $355,000 for the years ended December 31, 2001, 2000 and
1999, respectively.

The ESOP shares as of December 31, 2001 and 2000 were as follows:


<Table>
<Caption>
                                                         2001           2000
                                                     ------------   ------------
<S>                                                  <C>            <C>
Allocated Shares                                          103,658         78,215
Shares Released for Allocation                             28,132         28,132
Unreleased Shares                                         136,451        164,583
                                                     ------------   ------------

Total ESOP Shares                                         268,241        270,930
                                                     ============   ============
Fair Value of Unreleased Shares (in thousands)       $      2,039   $      2,397
                                                     ============   ============
</Table>

         Total ESOP shares decreased in 2001 and 2000 due to the liquidation of
shares for employees who terminated their employment in 2001 and 2000.

NOTE N

RECOGNITION AND RETENTION PLAN

         On October 15, 1997, the Company established a Recognition and
Retention Plan (the "Plan") as an incentive to retain personnel of experience
and ability in key positions. The Company approved a total of 137,540 shares of
stock to be acquired for the Plan, of which 125,028 shares have been allocated
for distribution to key employees and directors. As shares are acquired for the
Plan, the purchase price of these shares is recorded as unearned compensation, a
contra equity account. As the shares are distributed, the contra equity account
is reduced.

         During 1998, by unanimous approval of the Plan participants, the Plan
was amended as a direct effort to reduce the Company's expenses resulting from
the Plan. Prior to the amendment to the Plan, Plan share awards were earned by
recipients at a rate of 20% of the aggregate number of shares covered by the
Plan over five years. The amended Plan stipulates that Plan share awards are
earned by recipients at a rate of 10% of the aggregate number of shares covered
by the plan over ten years. If the employment of an employee or service as a
non-employee director is terminated prior to the tenth anniversary of the date
of grant of Plan share award for any reason (except for death, disability or
retirement), the recipient shall forfeit the right to any shares subject to the
award which have not been earned.

         The total cost associated with the Plan is based on a per share value
of $12.50, the market price of the Company's stock as of the date on which the
Plan was amended. This cost is being amortized over ten years. Compensation
expense pertaining to the Recognition and Retention plan was $199,000, $156,000
and $156,000 for the years ended December 31, 2001, 2000 and 1999, respectively.
The increased expense in 2001 was attributable to a lump sum distribution of the
remaining awarded shares under the terms of the plan to a member of the Board of
Directors who retired for health reasons.


                                       27
<Page>

A summary of the changes in restricted stock follows:

<Table>
<Caption>
                                  Unawarded       Awarded
                                    Shares         Shares
                                 ------------   ------------

<S>                              <C>            <C>
Balance at January 1, 2000             12,472        100,028
Purchased by Plan                           -              -
Granted                                     -              -
Forfeited                                   -              -
Earned and Issued                           -        (12,506)
                                 ------------   ------------

Balance at December 31, 2000           12,472         87,522
Purchased by Plan                           -              -
Granted                                     -              -
Forfeited                                   -              -
Earned and Issued                           -        (16,038)
                                 ------------   ------------

Balance at December 31, 2001           12,472         71,484
                                 ============   ============
</Table>

NOTE O

STOCK OPTION PLAN

         In 1997, the Company adopted a stock option plan for the benefit of
directors, officers, and other key employees. The number of shares of common
stock reserved for issuance under the stock option plan was 343,850 shares, or
ten percent of the total number of shares of common stock sold in the Company's
initial public offering of its common stock.

The plan also permits the granting of Stock Appreciation Rights (SAR's). SAR's
entitle the holder to receive, in the form of cash or stock, the increase in the
fair value of the Company stock from the date of grant to the date of exercise.
No SAR's have been issued under the plan.

On October 15, 1997, the Company granted a total of 275,076 options to
directors, officers, and other key employees. Under the plan, the exercise price
of each option cannot be less than the fair value of the underlying common stock
as of the date of the option grant, and the maximum term is 10 years. Options
vest over five years.


                                       28
<Page>

The Company accounts for the plan under the guidance of Accounting Principles
Board (APB) Opinion No. 25, ACCOUNTING FOR STOCK ISSUED TO EMPLOYEES. No
compensation costs has been recognized in the financial statements of the
Company since the exercise option price cannot be less than market price of the
stock at the date of the grant. However, SFAS No. 123, ACCOUNTING FOR
STOCK-BASED COMPENSATION, requires the disclosure of the compensation costs for
stock-based incentives granted after January 31, 1995 based on the fair value at
the grant date for awards. Applying SFAS No. 123 would result in pro forma net
income and earnings per share amounts as follows:

<Table>
<Caption>
                                    2000         2000         1999
                                 ----------   ----------   ----------
<S>                              <C>          <C>          <C>
Net Income (In thousands)
       As Reported               $    1,617   $    1,195   $    1,375
       Pro Forma                      1,407          985        1,056

Earnings per Share
       As Reported:
        Basic                    $     1.04   $      .60   $      .58
        Diluted                        1.04          .60          .58
       Pro Forma:
        Basic                           .90          .50          .49
        Diluted                         .90          .50          .49
</Table>

The fair value of options granted on October 15, 1997 was estimated as of the
date of the grant using the Black-Scholes option-pricing model with the
following assumptions: dividend yield of 1.59%; expected volatility of 16.2%;
risk-free interest rate of 6.14%; and life of 9.88 years.

A summary of the status of the Company's stock option plan as of December 31,
2001, 2000, and 1999, and changes during the years ending on those dates is
presented below:

<Table>
<Caption>
                                                  2001                  2000                  1999
                                           -------------------   -------------------   -------------------
                                                      Exercise              Exercise              Exercise
Fixed Options                               Shares     Price      Shares     Price      Shares     Price
-------------                              --------   --------   --------   --------   --------   --------

<S>                                        <C>        <C>        <C>        <C>        <C>        <C>
Outstanding at Beginning of Year            275,076   $  17.18    275,076   $  17.18    275,076   $  17.18
Granted                                           -          -          -          -          -          -
Exercised                                         -          -          -          -          -          -
Forfeited                                         -          -          -          -          -          -
                                           --------              --------              --------
Outstanding at End of Year                  275,076   $  17.18    275,076   $  17.18    275,076   $  17.18
                                           ========              ========              ========
Options Exercisable at Year-end             220,061   $  17.18    176,507   $  17.18    121,492   $  17.18
                                           ========              ========              ========
</Table>


The following table summarizes information about fixed stock options outstanding
at December 31, 2001:

<Table>
<Caption>
                             Options Outstanding                          Options Exercisable
                             -------------------                          -------------------
                                                  Weighted-                             Weighted-
                  Number         Remaining         Average              Number           Average
  Exercise     Outstanding      Contractual        Exercise          Exercisable        Exercise
   Price       at 12/31/01         Life             Price            at 12/31/01          Price
   -----       -----------         ----             -----            -----------          -----

<S>              <C>             <C>                <C>                <C>               <C>
  $ 17.18        220,061         5.8 years          $ 17.18            220,061           $ 17.18
</Table>

                                       29
<Page>

NOTE P

COMPREHENSIVE INCOME

         Comprehensive income was comprised of changes in the Company's
unrealized holding gains or losses on securities available-for-sale during 2001,
2000 and 1999. The following represents the tax effects associated with the
components of comprehensive income.

<Table>
<Caption>
                                                    Years Ended December 31,
                                                    ------------------------
                                                  2001        2000        1999
                                                --------    --------    --------
<S>                                             <C>         <C>         <C>
Gross Unrealized Holding Gains (Losses)
          Arising During the Period             $  1,215    $  2,553    $ (3,577)
Tax (Expense) Benefit                               (413)       (868)      1,216
                                                --------    --------    --------

                                                     802       1,685      (2,361)
                                                --------    --------    --------

Reclassification Adjustment for (Gains)
          Losses Included in Net Income             (377)        283          20
Tax Expense (Benefit)                                128         (96)         (7)
                                                --------    --------    --------

                                                    (249)        187          13
                                                --------    --------    --------

Net Unrealized Holding Gains (Losses)
          Arising During the Period             $    553    $  1,872    $ (2,348)
                                                ========    ========    ========
</Table>

NOTE Q

FEDERAL DEPOSIT INSURANCE CORPORATION IMPROVEMENT ACT OF 1991 (FDICIA) AND
FINANCIAL INSTITUTIONS REFORM, RECOVERY AND ENFORCEMENT ACT OF 1989 (FIRREA)

         FDICIA was signed into law on December 19, 1991. Regulations
implementing the prompt corrective action provisions of FDICIA became effective
on December 19, 1992. In addition to the prompt corrective action requirements,
FDICIA includes significant changes to the legal and regulatory environment for
insured depository institutions, including reductions in insurance coverage for
certain kinds of deposits, increased supervision by the Federal regulatory
agencies, increased reporting requirements for insured institutions, and new
regulations concerning internal controls, accounting and operations.

         FIRREA was signed into law on August 9, 1989. Regulations for savings
institutions' minimum capital requirements went into effect on December 7, 1989.
In addition to its capital requirements, FIRREA includes provisions for changes
in the Federal regulatory structure for institutions, including a new deposit
insurance system and restricted investment activities with respect to
noninvestment grade corporate debt and certain other investments. FIRREA also
increases the required ratio of housing-related assets in order to qualify as a
savings institution.

         The regulations require institutions to have a minimum regulatory
tangible capital equal to 1.5% of adjusted total assets, a minimum 3%
core/leverage capital ratio, a minimum 4% tier 1 risk-based ratio, and a minimum
8% total risk-based capital ratio to be considered "adequately capitalized." An
institution is deemed to be "critically undercapitalized" if it has a tangible
equity ratio of 2% or less. The ability to include qualifying supervisory
goodwill for purposes of the core/leverage capital and tangible capital was
phased out by July 1, 1995.


                                       30
<Page>

The following table sets out the Association's various regulatory capital
categories at December 31, 2001 and 2000.

<Table>
<Caption>
                                             2001                               2000
                                             ----                               ----
                                    Dollars        Percentage          Dollars         Percentage
                                    -------        ----------          -------         ----------
                                  (Thousands)                        (Thousands)

<S>                                 <C>               <C>              <C>               <C>
Tangible Capital                    $26,393           14.40%           $24,199           16.22%
Tangible Equity                     $26,393           14.40%           $24,199           16.22%
Core/Leverage Capital               $26,393           14.40%           $24,199           16.22%
Tier 1 Risk-Based Capital           $26,393           28.24%           $24,199           38.87%
Total Risk-Based Capital            $26,828           28.71%           $24,619           39.54%
</Table>


         As of December 31, 2001, the most recent notification from the FDIC
categorized the Association as "well capitalized" under the regulatory framework
for prompt corrective action. To be "well capitalized", the Association must
maintain minimum leverage capital ratios and minimum amounts of capital to
"risk-weighted" assets, as defined by banking regulators.

NOTE R

REGULATORY CAPITAL

         The following is a reconciliation of generally accepted accounting
principles (GAAP) net income and capital to regulatory capital for the
Association. The following reconciliation also compares the capital requirements
as computed to the minimum capital requirements for the Association.

<Table>
<Caption>
                                   Net Income for the
                                       Year Ended                Capital as of
                                   December 31, 2001           December 31, 2001
                                   -----------------           -----------------

<S>                                     <C>                        <C>
Per GAAP                                $ 1,578                    $  28,218
                                        =======                    =========
Total Assets                                                       $ 186,002
                                                                   =========
Capital Ratio                                                          15.17%
</Table>


<Table>
<Caption>
                                                                            Core/            Tier 1              Total
                                    Tangible           Tangible           Leverage         Risk-Based          Risk-Based
                                     Capital            Equity             Equity            Capital            Capital
                                  ------------       ------------       ------------       ------------       ------------

<S>                               <C>                <C>                <C>                <C>                <C>
Per GAAP                          $     28,218       $     28,218       $     28,218       $     28,218       $     28,218
       Capital Required
           to be Reduced:
           Unrealized Loss
           on Securities
           Available-for-Sale           (1,825)            (1,825)            (1,825)            (1,825)            (1,825)

       Allowance for Loan
           Losses                            -                  -                  -                  -                435
                                  ------------       ------------       ------------       ------------       ------------


       Regulatory Capital
           Measure                $     26,393       $     26,393       $     26,393       $     26,393       $     26,828
                                  ============       ============       ============       ============       ============


       Adjusted Total Assets      $    183,238       $    183,238       $    183,238
                                  ============       ============       ============

       Risk-Weighted Assets                                                                $     93,459       $     93,459
                                                                                           ============       ============

       Capital Ratio                     14.40%             14.40%             14.40%             28.24%             28.71%

       Required Ratio                     1.50%              2.00%              3.00%              4.00%              8.00%

       Required Capital           $      2,749                          $      5,497                          $      7,477
                                  ============                          ============                          ============
       Excess Capital             $     23,644                          $     20,896                          $     19,351
                                  ============                          ============                          ============
</Table>


                                       31
<Page>



<Table>
<Caption>
                                   Net Income for the
                                       Year Ended                Capital as of
                                   December 31, 2000           December 31, 2000
                                   -----------------           -----------------

<S>                                     <C>                        <C>
Per GAAP                                $ 1,096                    $  25,492
                                        =======                    =========
Total Assets                                                       $ 151,175
                                                                   =========
Capital Ratio                                                          16.86%
</Table>


<Table>
<Caption>
                                                                             Core/          Tier 1 Risk-          Total
                                     Tangible           Tangible           Leverage            Based           Risk-Based
                                      Capital            Equity             Equity            Capital            Capital
                                   ------------       ------------       ------------       ------------       ------------

<S>                                <C>                <C>                <C>                <C>                <C>
Per GAAP                           $     25,492       $     25,492       $     25,492       $     25,492       $     25,492
       Capital Required
           to be Reduced:
           Unrealized Loss
           on Securities
           Available-for-Sale            (1,293)            (1,293)            (1,293)            (1,293)            (1,293)

       Allowance for Loan
           Losses                             -                  -                  -                  -                420
                                   ------------       ------------       ------------       ------------       ------------


       Regulatory Capital
           Measure                 $     24,199       $     24,199       $     24,199       $     24,199       $     24,619
                                   ============       ============       ============       ============       ============


       Adjusted Total Assets       $    149,217       $    149,217       $    149,217
                                   ============       ============       ============

       Risk-Weighted Assets                                                                 $     62,260       $     62,260
                                                                                            ============       ============

       Capital Ratio                      16.22%             16.22%             16.22%             38.87%           39. 54%

       Required Ratio                      1.50%              2.00%              3.00%              4.00%              8.00%

       Required Capital            $      2,238                          $      4,476                          $      4,981
                                   ============                          ============                          ============


       Excess Capital              $     21,961                          $     19,723                          $     19,638
                                   ============                          ============                          ============
</Table>


NOTE S

COMMITMENTS AND CONTINGENCIES

         In the normal course of business, the Association has various
outstanding commitments and contingent liabilities that are not reflected in the
accompanying financial statements.

COMMITMENTS TO EXTEND CREDIT

         The Association is a party to credit related commitments with
off-balance sheet risk in the normal course of business to meet the financing
needs of its customers. These consist of outstanding mortgage and construction
loan commitments and commercial lines of credit. As of December 31, 2001 and
2000, outstanding mortgage, construction and commercial lines of credit
commitments were approximately $2,340,000 and $955,000, respectively.


                                       32
<Page>

EMPLOYMENT CONTRACTS

         The chief executive officer and the executive vice-president of the
Association serve under employment contracts that were approved by the Board of
Directors on February 13, 1997. The contracts were amended on February 8, 2001,
to increase the base salaries and extend the term thereof to February 13, 2004.

OPERATING LEASE

         During 2001, the Association entered into a lease for a Loan Production
Office. The lease has an initial term of 24 months with a rental rate of $1,000
per month. In addition, the Association leases an automobile under an operating
lease that expires in July 2003. Total rent expense incurred under these leases
amounted to $16,076, $4,713 and $-0- for the years ended December 31, 2001,
2000, and 1999, respectively.

Future minimum rental payments are as follows:

<Table>
<Caption>

     Year Ending
     December 31,            Amount
     ------------            ------
<S>                       <C>
         2002             $    20,076
         2003                   8,038

        Total             $    28,114
</Table>


NOTE T

FINANCIAL INSTRUMENTS WITH OFF-BALANCE SHEET RISK

         The Association is a party to financial instruments with off-balance
sheet risk in the normal course of business to meet the financing needs of its
customers. These financial instruments consist of commitments to extend credit.
These instruments involve, to varying degrees, elements of credit and interest
rate risk in excess of the amounts recognized in the balance sheets.

         The Association's exposure to credit loss in the event of
nonperformance by the other party to these financial instruments for commitments
to extend credit is represented by the contractual notional amount of those
instruments (see Note S). The Association uses the same credit policies making
commitments as it does for on-balance sheet instruments.

         Commitments to extend credit are agreements to lend to a customer as
long as there is no violation of any condition established in the contract. The
total commitment amount does not necessarily represent future cash requirements.
The Association evaluates each customer's creditworthiness on a case-by-case
basis. The amount and type of collateral obtained varies and is based on
management's credit evaluation of the counterparty.

NOTE U

CONCENTRATION OF CREDIT RISK

         The Association's lending activity is concentrated within the
southeastern part of Louisiana. In accordance with industry practices, the
Association has deposits in other financial institutions for more than the
insured limit. These deposits in other institutions do not represent more than
the normal industry credit risk.


                                       33
<Page>

NOTE V

DISCLOSURE ABOUT FAIR VALUE OF FINANCIAL INSTRUMENTS

         The following methods and assumptions were used to estimate the fair
value of each class of financial instruments for which it is practicable to
estimate the value:

         The carrying amount of cash and short-term investments approximate the
fair value.

         For investment securities, mortgage-backed securities, and
collateralized mortgage obligations, fair value is based on quoted market
prices.

         For mortgage loan receivables the fair values are based on discounted
cash flows using current rates at which similar loans with similar maturities
would be made to borrowers with similar credit risk.

         The fair value of savings deposits is calculated using average rates in
the market place at the date of the financial statements.

         For certificates of deposit, fair value is estimated based on current
rates for deposits of similar remaining maturities.

         Advances from the Federal Home Loan Bank are valued utilizing the cash
flows set forth in the existing amortization schedules and current rates on
similar advances.

         The fair value of loan commitments is estimated using rates and fees
that would be charged to enter similar agreements, taking into account (1) the
remaining terms of the agreement, (2) the creditworthiness of the borrowers, and
(3) for fixed rate commitments, the difference between current interest rates
and committed rates.

Estimated fair values of the financial instruments are as follows (in
thousands):

<Table>
<Caption>
                                                   December 31, 2001         December 31, 2000
                                                   -----------------         -----------------
                                                 Carrying      Fair        Carrying      Fair
                                                  Amount       Value        Amount       Value
                                                ----------   ----------   ----------   ----------
<S>                                             <C>          <C>          <C>          <C>
Financial Assets
       Cash and Short-Term Investments          $    8,638   $    8,638   $    3,403   $    3,403
       Investment Securities                        35,820       35,820       11,000       11,000
       Mortgage-Backed Securities                      885          885        4,115        4,115
       Collateral Mortgage Obligations              52,087       52,087       53,745       53,745
       Loans (Net of Loan Allowance)                81,611       83,904       74,480       73,674

Financial Liabilities
       Deposits                                 $   71,169   $   71,961   $   58,879   $   57,759
       Advances from Federal Home Loan Bank         79,265       80,836       54,191       52,425

Unrecognized Financial Instruments
       Commitments to Extend Credit             $      575   $      619   $      400   $      398
       Unfunded Construction Loan Commitments        1,690        1,775          554          533
       Unfunded Commercial Lines of Credit              74           74            1            1
</Table>


                                       34
<Page>

NOTE W

SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED)

         The following sets forth condensed results of operations for 2001 and
2000 (dollar amounts in thousands, except per share data):

<Table>
<Caption>
                                           First        Second          Third         Fourth
2001                                      Quarter       Quarter        Quarter        Quarter
                                        ----------     ----------     ----------     ----------

<S>                                     <C>            <C>            <C>            <C>
Interest Income                         $    3,089     $    3,445     $    3,376     $    3,190
Interest Expense                             1,848          2,123          2,008          1,847
                                        ----------     ----------     ----------     ----------
    Net Interest Income                      1,241          1,322          1,368          1,343
Provision for Loan Losses                       13              -              2              9
Other Income                                   598              7             31             10
Other Expense                                  883            923            940            945
Income Tax Expense                             335            124            131             (1)
                                        ----------     ----------     ----------     ----------

    Net Income                          $      608     $      282     $      326     $      400
                                        ----------     ----------     ----------     ----------

Net Income per Common Share (1)
    Basic                               $     0.36     $     0.17     $     0.22     $     0.28
    Dilluted                            $     0.36     $     0.17     $     0.22     $     0.28
Dividends Per Share                     $     0.09     $     0.09     $     0.09     $     0.09
</Table>

(1) Quarterly per share amounts do not add to total for the year ended due to
rounding.


<Table>
<Caption>
                                           First         Second            Third         Fourth
2000                                      Quarter        Quarter          Quarter        Quarter
                                        ----------      ----------      ----------     ----------

<S>                                     <C>             <C>             <C>            <C>
Interest Income                         $    2,798      $    2,822      $    2,848     $    2,794
Interest Expense                             1,367           1,402           1,537          1,570
                                        ----------      ----------      ----------     ----------
    Net Interest Income                      1,431           1,420           1,311          1,224
Provision for Loan Losses                        -               -               7              -
Other Income                                   (58)           (196)            292           (167)
Other Expense                                  835             868             864            823
Income Tax Expense                             206             133             272             55
                                        ----------      ----------      ----------     ----------

    Net Income                          $      332      $      223      $      460     $      179
                                        ----------      ----------      ----------     ----------

Net Income per Common Share (1)
    Basic                               $     0.14      $     0.11      $     0.26     $     0.11
    Dilluted                            $     0.14      $     0.11      $     0.26     $     0.11
Dividends Per Share                     $     0.07      $     0.09      $     0.09     $     0.09
</Table>

(1) Quarterly per share amounts do not add to total for the year ended due to
rounding.


                                       35
<Page>

NOTE X

EARNINGS PER COMMON SHARE

         Earnings per share are computed using the weighted average number of
shares outstanding. Options to purchase 275,076 shares at $17.18 per share were
outstanding during 2001, 2000, and 1999 but were not included in the computation
of diluted earnings per share because the options' exercise price was greater
than the average market value price of the common shares. The options were still
outstanding at December 31, 2001. The Company had no other securities
outstanding during the years ended December 31, 2001, 2000, or 1999 that would
have a dilutive effect on earnings per share.

         Average shares outstanding at December 31, 2001, 2000 and 1999 amounted
to 1,555,260, 1,976,605, and 2,383,168 respectively.

NOTE Y

CONDENSED FINANCIAL INFORMATION - PARENT COMPANY ONLY

                               GS FINANCIAL CORP.
                          CONDENSED FINANCIAL CONDITION
                             (DOLLARS IN THOUSANDS)

                                     ASSETS
<Table>
<Caption>
                                                                          December 31,
                                                                        2001         2000
                                                                      --------     --------

<S>                                                                   <C>          <C>
Cash and Cash Equivalents                                             $    131     $    254
Investments - Available-for-Sale, at Fair Value                            871          238
Mortgage-Backed Securities - Available-for-Sale, at Fair Value             891        1,545
Investment in Subsidiary                                                28,218       25,492
Loan Receivable                                                          1,718        1,947
Dividend Receivable from Subsidiary                                      3,000        8,035
Other Assets                                                               777          468
                                                                      --------     --------

                                                                      $ 35,606     $ 37,979
                                                                      ========     ========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Deferred Tax Liability                                                $     15     $      5
Accrued Income tax                                                           4            -
Stockholders' Equity                                                    35,587       37,974
                                                                      --------     --------

                                                                      $ 35,606       37,979
                                                                      ========     ========
</Table>


                                       36
<Page>

                               GS FINANCIAL CORP.
                             STATEMENT OF OPERATIONS
                             (DOLLARS IN THOUSANDS)

<Table>
<Caption>
                                                          For the Years Ended
                                                              December 31,
                                                       2001       2000        1999
                                                     --------   --------    --------

<S>                                                  <C>        <C>         <C>
INTEREST INCOME
    Mortgage-Backed Securities                       $     76   $    128    $    147
    Dividend from Subsidiary                                -      5,000         250
    Loans                                                 152        173         192
    Investment Securities                                  26         19          63
    Other Interest Income                                   6         39          27
                                                     --------   --------    --------

       Total Interest Income                              260      5,359         679
                                                     --------   --------    --------

NON-INTEREST INCOME
    Undistributed Earnings of Subsidiary                1,579     (3,904)        994
    Income from Real Estate Held-for-Investment             5          -           2
                                                     --------   --------    --------

       Total Non-Interest Income                        1,584     (3,904)        996
                                                     --------   --------    --------

NON-INTEREST EXPENSES
    General and Administrative                             70         59          68
    Intercompany Personnel Expense                        122        116         110
    Taxes                                                  16         20          34
    Loss on Sale of Investments                             -         10          13
                                                     --------   --------    --------

       Total Non-Interest Expenses                        208        205         225
                                                     --------   --------    --------

INCOME BEFORE INCOME TAX                                1,636      1,250       1,450

PROVISION FOR INCOME TAX                                   19         55          75
                                                     --------   --------    --------

NET INCOME                                           $  1,617   $  1,195    $  1,375
</Table>


                                       37
<Page>

                               GS FINANCIAL CORP.
                             STATEMENT OF CASH FLOWS
                             (DOLLARS IN THOUSANDS)

<Table>
<Caption>
                                                                     For the Years Ended
                                                                         December 31,
                                                                 2001        2000        1999
                                                               --------    --------    --------
<S>                                                            <C>         <C>         <C>
OPERATING ACTIVITIES
    Net Income                                                 $  1,617    $  1,195    $  1,375
    Adjustments to Reconcile Net Income to Net Cash
      Provided by Operating Activities
      Depreciation Expense                                            2           3           4
         Loss on Sale of Investments                                  -          10          13
         Equity in Undistributed Earnings of Subsidiary          (1,579)      3,904        (994)
         Amortization of Investment Premium                          15           4          13
         Dividend on IMF Fund                                       (21)        (11)        (23)
         Dividend on ARM Fund                                        (1)         (8)        (40)
         Decrease in Accrued Interest Receivable                      5           2           4
         Decrease in Dividend Receivable from Subsidiary          5,035       3,335           -
         Decrease in Tax Receivable                                   -          47          15
         Deferred Income Tax                                         (2)         10           -
         (Increase) Decrease in Other Assets                         (4)         (8)          2
         (Decrease) Increase in Accrued Income Tax                    5          (1)        (91)
                                                               --------    --------    --------
           Net Cash Provided by Operating Activities              5,072       8,482         278
                                                               --------    --------    --------

INVESTING ACTIVITIES
    Redemption (Purchase) of IMF Mutual Fund                          -         200         536
    Investment (Redemption) in ARM Mutual Fund                     (481)        (60)      2,809
    Investment in Other Equity Securities                          (123)        (50)          -
    Principal Paydowns Note Receivable GS Financial ESOP            229         238         215
    Principal Paydowns on Mortgage-Backed Securities -
      Available-for-Sale                                            668         227         607
    Investment in Real Estate                                      (316)          -           -
                                                               --------    --------    --------
           Net Cash Provided by Investing Activities                (23)        555       4,167
                                                               --------    --------    --------

FINANCING ACTIVITIES
    Purchase of Treasury Stock                                   (4,611)     (8,590)     (3,654)
    Payment of Dividends                                           (561)       (763)       (846)
                                                               --------    --------    --------

           Net Cash (Used in) Financing Activities               (5,172)     (9,353)     (4,500)
                                                               --------    --------    --------


NET (DECREASE) INCREASE IN CASH
 AND CASH EQUIVALENTS                                              (123)       (316)        (55)

CASH AND CASH EQUIVALENTS - BEGINNING
 OF YEAR                                                            254         570         625
                                                               --------    --------    --------

CASH AND CASH EQUIVALENTS - END
 OF YEAR                                                       $    131    $    254    $    570
                                                               --------    --------    --------
</Table>


                                       38


<Page>


                                    PART IV.

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K.

         Item 14 of the Form 10-K is hereby amended and restated in its entirety
to read as follows:

(a)      Documents filed as part of this Report.

(1)      The following financial statements are incorporated by reference from
         Item 8 hereof:
               Report of Independent Auditors
               Consolidated Balance Sheets as of December 31, 2001 and 2000
               Consolidated Statements of Income for the Fiscal Periods
                   Ended December 31, 2001, 2000 and 1999
               Consolidated Statements of Changes in Shareholders' Equity for
                   the Fiscal Periods Ended December 31, 2001, 2000 and 1999
               Consolidated Statements of Cash Flows for the Fiscal Periods
                   Ended December 31, 2001, 2000 and 1999
               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.

                                  EXHIBIT INDEX

<Table>
<S>      <C>
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***  2001 Annual Report to Stockholders
21.0***  Subsidiaries of the Registrant
99.1     Chief Executive Officer Certification pursuant to Section 906 of the
           Sarbanes-Oxley Act of 2002.
99.2     Principal Accounting Officer Certification pursuant to Section 906 of
           the Sarbanes-Oxley Act of 2002.
</Table>

* 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)

*** Previously filed.

(b)      Reports on Form 8-K.

         Not applicable.


<Page>


                                   SIGNATURES

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


<Table>
<S>                                  <C>  <C>
                                          GS FINANCIAL CORP.


September 20, 2002                    By: /s/ DONALD C. SCOTT
                                          --------------------
                                          Donald C. Scott
                                          CHAIRMAN OF THE BOARD, PRESIDENT AND
                                          CHIEF EXECUTIVE OFFICER
</Table>


<Page>


                                  CERTIFICATION


I, Donald C. Scott, the Chairman of the Board, President and Chief Executive
Officer of GS Financial Corp., certify that:

1.       I have reviewed this amended annual report on Form 10-K/A of GS
         Financial Corp.;

2.       Based on my knowledge, this amended annual report does not contain any
         untrue statement of a material fact or omit to state a material fact
         necessary to make the statements made, in light of the circumstances
         under which such statements were made, not misleading with respect to
         the period covered by this amended annual report; and

3.       Based on my knowledge, the financial statements, and other financial
         information included in this amended annual report, fairly present in
         all material respects the financial condition, results of operations
         and cash flows of the registrant as of, and for, the periods presented
         in this amended annual report.


Date: September 20, 2002                  /s/ DONALD C. SCOTT
                                          --------------------------------------
                                          Donald C. Scott
                                          CHAIRMAN OF THE BOARD, PRESIDENT AND
                                            CHIEF EXECUTIVE OFFICER



                                  CERTIFICATION


I, Glenn R. Bartels, the Controller (principal financial and accounting officer)
of GS Financial Corp., certify that:

1.       I have reviewed this amended annual report on Form 10-K/A of GS
         Financial Corp.;

2.       Based on my knowledge, this amended annual report does not contain any
         untrue statement of a material fact or omit to state a material fact
         necessary to make the statements made, in light of the circumstances
         under which such statements were made, not misleading with respect to
         the period covered by this amended annual report; and

3.       Based on my knowledge, the financial statements, and other financial
         information included in this amended annual report, fairly present in
         all material respects the financial condition, results of operations
         and cash flows of the registrant as of, and for, the periods presented
         in this amended annual report.


Date: September 19, 2002                        /s/ GLENN R. BARTELS
                                                ---------------------
                                                Glenn R. Bartels
                                                CONTROLLER