SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                                FORM 10-KSB/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, 1998

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

                       For the transition period from     to

                       Commission File Number:  0-20911

                             ALGIERS BANCORP, INC.
         (Name of small business issuer as specified in its charter)

       LOUISIANA                                            72 - 1317594
       (State or other jurisdiction of                      (I.R.S. Employer
        incorporation or organization)                      Identification No.)

       #1 WESTBANK EXPRESSWAY, NEW ORLEANS, LOUISIANA       70114
       (Address of principal executive offices)             (Zip Code)

                       Issuer's telephone number: (504) 367-8221

         SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:

                                     None

          SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:

                    Common Stock (par value $.01 per share)

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the issuer was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.       Yes X  No

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

Issuer's  revenues  for  the  fiscal  year  ended  December  31, 1998 were $3.3
million.

As  of  April  20,  1999, the aggregate market value of the 453,817  shares  of
Common Stock of the Issuer held by non-affiliates, which excludes 63,431 shares
held by all directors,  executive  officers  and  employee benefit plans of the
Issuer, was approximately $4.7 million.  This figure is based on the average of
the bid and asked prices of $10.25 per share of the  Issuer's  Common  Stock on
April 20, 1999.

Number of shares of Common Stock outstanding on April 20, 1999: 517,248

                      DOCUMENTS INCORPORATED BY REFERENCE

None.

Transitional Small Business Disclosure Format (check one):     Yes   No    X

                             PART III

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

Directors

The  following  table  sets  forth  certain information with respect to the
current  directors of the Company.The  Articles  of  Incorporation  of  the
Company require  that  the  Board  of  Directors will be divided into three
classes as nearly equal in number as possible.  The  members  of each class
are elected for a term of three years or until their successors are elected
and qualified.  One class of directors is elected annually.  There  are  no
arrangements  or understandings between the Company and any person pursuant
to which such person  has  been  elected  a  director,  and  no director or
nominees  for  director  is  related  to  any other director, nominees  for
director  or  executive  officer  of  the Company  by  blood,  marriage  or
adoption, except that Hugh E. Humphrey,  Jr.  is  the  father  of  Hugh  E.
Humphrey, III.

<TABLE>
<CAPTION>

                                        Position with the Company and the
                                        Association and Principal Occupation           Director
Name                       AGE(1)       During the Past Five Years                     Since(2)
-------------------------------------------------------------------------------------------------
<S>                         <C>         <C>                                                 <C>
                                        Director Whose Term Expires in 1999
                                        -----------------------------------
Hugh E. Humphrey, III       47          Director; Secretary and Treasurer of the            1984
                                        Company since 1996 and of the Association
                                        since 1984; also the compliance officer and
                                        loan officer of the Association since 1990.

                                        Directors Whose Terms Expire in 2000
                                        ------------------------------------
Hugh E. Humphrey, Jr.       73          Chairman  of  the  Board, President and Chief       1963
                                        Executive Officer of the Company since 1996,
                                        President of the Association since 1969 and Chief
                                        Executive Officer of the Association since 1984.

Thomas M. Arnold, Sr.       55          Director, Assessor, Orleans Parish, Louisiana       1997

                                        Directors Whose Terms Expire in 2001
                                        ------------------------------------
Thu Dang                    55          Director; Self-employed realtor with Real            1991
                                        Estate Showcase in New Orleans, Louisiana      
                                        since 1978 and owner of Marco Polo Travel,     
                                        Inc. in Gretna, Louisiana since 1994.

John H. Gary, III           41          Director; President of Gary Enterprises,             1991
                                        Inc., aconvention promoter in New Orleans,
                                        Louisiana since 1988.
</TABLE>

______________________
(1)As of December 31, 1998.
(2)Includes service as a director of the Association.

                      _____________________________

Executive Officers Who Are Not Directors

The following table sets  forth  certain information, as of April 20, 1999,
with respect to the sole executive  officer  of  the  Company  who is not a
director.  There are no arrangements or understandings between the  Company
and such persons  pursuant  to which he was elected as an executive officer
of  the  Company, and such officer  is  not  related  to  any  director  or
executive officer of the Company by blood, marriage or adoption.

<TABLE>
<CAPTION>

NAME                      AGE(1)     PRINCIPAL OCCUPATIONS DURING THE PAST FIVE YEARS
------------------------------------------------------------------------------------------
<S>                        <C>       <C>
Francis M.  Minor, Jr.     55        Chief Financial Officer of the Company and of
                                     the Association since 1997. Field Accountant - Gibbs
                                     Construction Co. Sales - Delta Power. Self employed.
</TABLE>

_____________________
(1)As of December 31, 1998.

                     _________________________________

Section 16(A) Beneficial Ownership Reporting Compliance

Under Section  16(a) of the 1934 Act, the Company's directors, officers and
any persons holding  more  than  10%  of  the  Common Stock are required to
report  their  ownership  of  the  Common  Stock and any  changes  in  that
ownership  to  the  Securities  and Exchange Commission  ("Commission")  by
specific dates. Based on representations  of its directors and officers and
copies of the reports that they have filed with the Commission, the Company
believes  that  all  of these filing requirements  were  satisfied  by  the
Company's directors and officers in the year ended December 31, 1998.

ITEM 10.    Executive Compensation.

Summary of Executive Compensation

The following table sets forth the compensation paid by the Association for
services rendered in all  capacities  during  the  periods indicated to the
President and Chief Executive Officer of the Association.


<TABLE>
<CAPTION>
                                                          Annual Compensation
                                                   ----------------------------------
                                                                                             Long Term
                                                                                           Compensation
                                                                                         Restricted Stock       All Other
Name and Principal Position             Year       Salary       Bonus       Other(1)        Awards (2)        Compensation(3)
--------------------------------------------------------------------------------------------------------------------------------
<S>                                     <C>       <C>          <C>             <C>           <C>                <C> 
Hugh E. Humphrey, Jr.,                  1998      $53,760          --          --            $9,975             $27,544
     Chairman of the Board,             1997       53,760          --          --                --              13,790
     President and                      1996       52,260      $2,090          --                --               6,070
     Chief Executive Officer
</TABLE>


(1)Annual  compensation  does not include amounts  attributable
to other miscellaneous benefits  received  by Mr. Humphrey. The
costs  to  the Association of providing such benefits  did  not
exceed 10% of the total salary and bonus paid to or accrued for
the benefit of such executive officer.

(2)Represents  the  value on May 1, 1998, the date of grant, of
700 shares of restricted  stock  awarded  to Mr. Humphrey under
the Company's Management Retention and Recognition Plan.  Under
this Plan, all such shares vest in equal 20%  increments on the
date  of grant and each of the next four anniversaries  of  the
date of  grant.   Prior  to vesting, recipients of shares under
the Plan are entitled to vote,  and  to  receive  dividends  in
respect of, shares awarded under the Plan.

(3)Represents  the  value  of  the  2,504,  985  and 435 shares
allocated  to  Mr.  Humphrey's account under the ESOP  for  the
years ending December 31, 1998, 1997 and 1996, respectively.

                ______________________________

Employment Agreements

The Company and the Association (collectively, the "Employers")
entered into an employment   agreement  with  Mr.  Humphrey  in
connection  with  the  Conversion. The Employers have agreed to
employ Mr. Humphrey for  a  term  of three years in his current
position  at an initial salary of $53,760.  At  least  30  days
prior  to  each  annual  anniversary  date  of  the  employment
agreement, the  Boards  of  Directors  of  the  Company and the
Association shall determine whether or not to extend  the  term
of  the  agreement  for  an  additional one year. Any party may
elect not to extend the agreement  for  an  additional  year by
providing  written  notice at least 30 days prior to any annual
anniversary date. Mr. Humphrey's agreement has been extended to
July 7, 2001.

The employment agreement is terminable with or without cause by
the Employers. The officer  shall have no right to compensation
or other benefits pursuant to  the employment agreement for any
period  after  voluntary  termination  or  termination  by  the
Employers for cause, disability, retirement or death, provided,
however, that (i) in the event  that the officer terminates his
employment because of failure of  the  Employers to comply with
any material provision of the employment  agreement or (ii) the
employment agreement is terminated by the Employers  other than
for cause, disability, retirement or death or by the officer as
a  result  of  certain  adverse  actions  which  are taken with
respect  to  the  officer's  employment  following a Change  in
Control  of  the  Company,  as  defined, Mr. Humphrey  will  be
entitled to a cash severance amount  equal  to  three times his
average annual compensation over his most recent  five  taxable
years.  In  addition,  Mr.  Humphrey  will  be  entitled  to  a
continuation  of  benefits  similar to those he is receiving at
the time of such termination  for  the  remaining  term  of the
agreement  or  until  the  officer obtains full-time employment
with another employer, whichever occurs first.

A  Change in Control is generally  defined  in  the  employment
agreement  to  include  any  change  in  control required to be
reported under the federal securities laws,  as well as (i) the
acquisition  by  any  person  of  25% or more of the  Company's
outstanding voting securities and (ii)  a  change in a majority
of  the  directors  of  the Company during any two-year  period
without the approval of at  least two-thirds of the persons who
were directors of the Company at the beginning of such period.

The employment agreement provides that in the event that any of
the  payments  to  be  made  thereunder   or   otherwise   upon
termination of employment are deemed to constitute a "parachute
payment"  within  the  meaning  of Section 280G of the Internal
Revenue  Code  of  1986, as amended  (the  "Code"),  then  such
payments and benefits  received thereunder shall be reduced, in
the manner determined by  the  employee, by the amount, if any,
which is the minimum necessary to  result  in no portion of the
payments and benefits being non-deductible by the Employers for
federal income tax purposes. Parachute payments  generally  are
payments  equal  to  or  exceeding three times the base amount,
which  is  defined  to  mean  the  recipient's  average  annual
compensation from the employer  includable  in  the recipient's
gross income during the most recent five taxable  years  ending
before  the  date  on which a change in control of the employer
occurred. Recipients of parachute payments are subject to a 20%
excise tax on the amount by which such payments exceed the base
amount, in addition  to  regular  income taxes, and payments in
excess of the base amount are not deductible by the employer as
compensation expense for federal income tax purposes.

The  Employers  have  also  entered  into   similar  employment
agreements  with Mr. Humphrey, III, except that  the  agreement
with Mr. Humphrey,  III  only  has  a  one-year  term  renewing
annually. Although the employment agreements could increase the
cost  of  any acquisition of control of the Company, management
of the Company  does  not  believe that the terms thereof would
have a significant anti-takeover effect.

Employee Stock Ownership Plan

The Company established the  ESOP  for employees of the Company
and  the  Association  effective  January  1,  1996.  Full-time
employees  of  the Company and the Association  who  have  been
credited with at  least  1,000 hours of service during a twelve
month period and who have  attained  age  18  are  eligible  to
participate in the ESOP.

As  part of the Conversion, in order to fund the purchase of up
to 8%  of  the  Common Stock issued in the Conversion, the ESOP
borrowed funds from  the  Company in an amount equal to 100% of
the aggregate purchase price  of  the  Common Stock acquired by
the ESOP. The loan to the ESOP is being repaid principally from
the Company's and the Association's contributions  to  the ESOP
over  a period of 10 years, and the collateral for the loan  is
the Common  Stock  purchased  by the ESOP. The loan to the ESOP
bears a fixed interest rate of  8.25%.  The Company may, in any
plan year, make additional discretionary  contributions for the
benefit of plan participants in either cash or shares of Common
Stock,   which   may  be  acquired  through  the  purchase   of
outstanding  shares   in   the   market   or   from  individual
stockholders,  upon the original issuance of additional  shares
by the Company or  upon  the  sale  of  treasury  shares by the
Company.  Such  purchases,  if  made,  would  be funded through
additional  borrowings by the ESOP or additional  contributions
from the Company.  The  timing,  amount  and  manner  of future
contributions  to the ESOP will be affected by various factors,
including prevailing  regulatory policies,  the requirements of
applicable laws and regulations and market conditions.

Shares purchased by the  ESOP with the proceeds of the loan are
held in a suspense account  and released on a pro rata basis as
debt service payments are made.  Discretionary contributions to
the  ESOP and shares released from  the  suspense  account  are
allocated  among  participants  on  the  basis of compensation.
Forfeitures  are  reallocated  among  remaining   participating
employees and may reduce any amount the Company might otherwise
have contributed to the ESOP.  Participants vest in their right
to receive their account balances within the ESOP at  the  rate
of  20%  per  year  starting with the completion of one year of
service and are 100%  vested  upon the completion of five years
of  service. Credit is given for  years  of  service  with  the
Association  prior  to  adoption  of the ESOP. In the case of a
"change  in  control," as defined, however,  participants  will
become immediately  fully  vested  in  their  account balances.
Benefits  may  be  payable  upon retirement or separation  from
service. The Company's contributions to the ESOP are not fixed,
so benefits payable under the ESOP cannot be estimated.

Messrs. Dang and Humphrey, III  serve  as trustees of the ESOP.
Under  the  ESOP, the trustees must vote all  allocated  shares
held in the ESOP  in  accordance  with  the instructions of the
participating employees, and unallocated  shares  will be voted
in  the same ratio on any matter as to those shares  for  which
instructions are given.

Generally  accepted accounting principles ("GAAP") require that
any third party  borrowing  by  the  ESOP  be  reflected  as  a
liability  on  the  Company's statement of financial condition.
Since the ESOP is borrowing  from  the Company, such obligation
is not treated as a liability, but the  amount of the borrowing
is deducted from stockholders' equity. If  the  ESOP  purchases
newly  issued  shares  from  the  Company,  total stockholders'
equity  would  neither  increase  nor decrease, but  per  share
stockholders' equity and per share  net earnings would decrease
as  the  newly  issued  shares  are  allocated   to   the  ESOP
participants.

The  ESOP  is  subject  to  the  requirements  of  the Employee
Retirement  Income  Security Act of 1974, as amended ("ERISA"),
and the regulations of  the  Internal  Revenue  Service and the
Department of Labor thereunder.

Compensation of Directors

During  the  year ended December 31, 1997, each member  of  the
Board of Directors  of  the  Association  (other  than  Messrs.
Humphrey,  Jr.  and  Humphrey,  III)  was  paid  $300 per Board
meeting  (the  full  amount is paid for excused absences).  For
committee  meetings, non-employee  directors  receive  $30  per
meeting. Directors  who  are  also  officers do not receive any
fees for Board or committee meetings.

Members  of  the  Board  also  participated  in  the  Company's
Management Retention and Recognition  Plan,  pursuant  to which
restricted  shares of Common Stock were awarded on May 1,  1998
to all directors and key employees.  Shares under the Plan vest
in equal 20%  increments  on the date of grant, May 1, 1998 and
each  of the next four anniversaries  of  the  date  of  grant.
Prior to  vesting,  participants under the Plan are entitled to
vote, and to receive  dividends  in  respect of, shares awarded
under the Plan.  Non-employee directors  received grants of 175
restricted shares under the Plan on May 1, 1998, thirty-five of
which vested on such date.  Messrs. Humphrey, Jr. and Humphrey,
III  each received grants of 700 restricted  shares  under  the
Plan on May 1, 1998, 140 of which vested on such date.

Item 11.   Security Ownership of Certain Beneficial
           Owners and Management.

The following  table  sets forth, as of April 20, 1999, certain
information as to the Common  Stock  beneficially  owned by (i)
each  person or entity, including any "group" as that  term  is
used in  Section  13(d)(3)  of  the  Securities Exchange Act of
1934, as amended ("1934 Act"), who or  which  was  known to the
Company  to  be  the  beneficial  owner of more than 5% of  the
issued and outstanding Common Stock,  (ii) the directors of the
Company, and (iii) all directors and executive  officers of the
Company and the Association as a group.

<TABLE>
<CAPTION>

NAME OF BENEFICIAL OWNER                AMOUNT               %
-----------------------------------------------------------------
<S>                                     <C>                <C>
Algiers Bancorp, Inc.                   51,842(2)          10.02%
Employee Stock Ownership Plan Trust
# 1 Westbank Expressway
New Orleans, Louisiana 70114

First Financial Fund, Inc.              34,600(3)           6.69%
Gateway Center Three
100 Mulberry Street, 9th Floor
Newark, New Jersey  07102-4077

Tontaine Financial Partners, L.P.        60,900(4)         11.77%
Tontaine Overseas Associates, L.L.C.
200 Park Avenue, Suite 3900
New York, NY 10166

Directors:
 Hugh E. Humphrey, Jr.                  27,119(5)           5.24%
 Thomas M. Arnold, Sr.                     170(6)             *
 Thu Dang                                2,570(7)(8)          *
 John H. Gary, III                      15,070(8)(9)        2.91%
 Hugh E. Humphrey, II                    6,141(10)          1.19%


All directors and executive officers 
 of the Company and the Association     51,210(11)          9.90%
 as a group (6 persons)
</TABLE>

____________________
*   Represents less than 1% of the outstanding Common Stock.

(1)Based upon filings made pursuant to the 1934 Act  and  other
information  known  to the Company. For purposes of this table,
pursuant  to  rules  promulgated   under  the  1934  Act  ,  an
individual is considered  to  beneficially own shares of Common
Stock if he directly or indirectly  has  or  shares  (i) voting
power, which includes the power to vote or to direct the voting
of  the  shares;  or (ii) investment power, which includes  the
power to dispose or  direct  the  disposition  of  the  shares.
Unless otherwise indicated, an individual has sole voting power
and sole investment power with respect to the indicated shares.

(2)The  Algiers  Bancorp,  Inc.  Employee  Stock Ownership Plan
Trust  ("Trust")  was  established  pursuant  to   the  Algiers
Bancorp,  Inc.  Employee  Stock Ownership Plan ("ESOP")  by  an
agreement between the Company  and  Messrs.   Humphrey, III and
Dang,  who  act  as  trustees of the plan ("Trustees").  As  of
February 17, 1999, 37,977  shares  of  Common Stock held in the
Trust were unallocated and 13,865 shares  had been allocated to
the accounts of participating employees. Under the terms of the
ESOP, the Trustees must vote the allocated  shares  held in the
ESOP  in  accordance with the instructions of the participating
employees. Unallocated shares held in the ESOP will be voted by
the ESOP Trustees  in  the  same  proportion  for  and  against
proposals   to   stockholders  as  the  ESOP  participants  and
beneficiaries actually vote shares of Common Stock allocated to
their individual accounts.  Any  allocated  shares which either
abstain on the proposal or are not voted will be disregarded in
determining the percentage of stock voted for  and against each
proposal by the participants and beneficiaries.  The  amount of
Common  Stock  beneficially  owned  by  directors and executive
officers who serve as trustees of the ESOP and by all directors
and executive officers as a group does not  include  the shares
held by the Trust, except for the shares actually allocated  to
the accounts of the executive officers.

(3)Wellington  Management  Company, LLP, whose business address
is located at 75 State Street,  Boston, Massachusetts 02109, is
an investment advisor to First Financial  Fund, Inc. and claims
shared dispositive power with respect to the  shares  owned  by
First Financial Fund, Inc.

(4)Of  the  shares  shown,  38,200 shares or 6.29% are owned of
record by Tontine Financial Partners,  L.P. ("TFP"), and 22,700
shares  or 3.74% are beneficially  owned  by  Tontine  Overseas
Associates,   L.L.C.   ("TOA").   TFP  is  a  Delaware  limited
partnership,  and  Tontine  Management,   L.L.C.  ("TM")  is  a
Delaware limited liability company and a partner of TFP. TOA is
a Delaware limited liability company which serves as investment
manager to TFP Overseas Fund, Ltd. ("TFPO"),  a  Cayman Islands
company, which directly owns the 22,700 shares attributable  to
TOA.  Jeffrey  L. Gendell is the Managing Member of both TM and
TOA. The business  address  of  TFP, TOA, TM and Mr. Gendell is
the address shown in the table, while  the  address of TFPO was
not disclosed.

(5)Includes 9,335 shares held by Mr. Humphrey's  spouse,  which
shares  may be deemed to be beneficially owned by Mr. Humphrey,
2,504  shares  allocated  to  Mr.  Humphrey's  account  in  the
Company's ESOP, and 140 shares which Mr. Humphrey has the right
to acquire  within 60 days pursuant to the Company's Management
Retention and Recognition Plan.

(6)Includes 35 shares which Mr. Arnold has the right to acquire
within 60 days  pursuant  to the Company's Management Retention
and Recognition Plan.

(7)Includes 35 shares which  Mr.  Dang has the right to acquire
within 60 days pursuant to the Company's  Management  Retention
and Recognition Plan.

(8)All shares are owned jointly with the named person's spouse.

(9)Includes  35  shares which Mr. Gray has the right to acquire
within 60 days pursuant  to  the Company's Management Retention
and Recognition Plan.

(10)Includes  887  shares held by  Mr.  Humphrey's  IRA,  1,000
shares for which Mr.   Humphrey  is  the  trustee for his minor
daughter, 1,974 shares allocated to Mr. Humphrey's  account  in
the  Company's  ESOP, and 140 shares which Mr. Humphrey has the
right to acquire  within  60  days  pursuant  to  the Company's
Management Retention and Recognition Plan.

(11)See footnotes (2), (5), (6), (7), (9) and (10).

                    _________________________________

Item 12.  Certain Relationships and Related Transactions.

Mr. Humphrey, Jr., the President and Chief Executive Officer of
the Association, and his wife own the Association's main office
building  and lease the building to the Association.  Prior  to
April 1, 1996,  the  lease  was  for a 30-year term expiring in
September 1997, and the rent was $33,000  per  year, subject to
increase to $82,000 per year at the discretion of Mr. Humphrey,
Jr. Effective April 1, 1996, the Association entered into a new
10-year  lease with Mr. Humphrey, Jr. and his spouse,  and  the
rent is $45,000  for the first five years of the new lease. The
rent will increase  during  the  second  five  years of the new
lease at a rate equal to the rate of increase in  the  consumer
price  index,  but  the  rent will not decrease if the consumer
price index decreases. The  new  lease  may  be  renewed at the
Association's option for two additional 10-year periods.  Under
both the old lease and the new lease, the Association pays  all
taxes, insurance and maintenance costs.

Mr.  Humphrey,  Jr.  is the father-in-law of Harold A. Buchler,
Jr., a partner in the  law  firm  of  Buchler & Buchler. During
1997, Buchler & Buchler received an annual  retainer of $12,000
from the Association,  and  approximately $8,700  in connection
with real estate loan closings. Most of the closing  fees  were
paid by the borrowers rather than the Association.

Management  believes  that the above transactions were on terms
at least as favorable to  the  Association as could be obtained
from unaffiliated third parties.

Indebtedness of Management

The  Association, in the ordinary  course  of  business,  makes
available  to  its  directors,  officers and employees mortgage
loans on their primary residences  and  other  types  of loans.
Such  loans  are made on the same terms as comparable loans  to
other borrowers.  It  is  the  belief  of management that these
loans   neither   involve   more  than  the  normal   risk   of
collectibility  nor  present  other  unfavorable  features.  At
December  31,  1998,  the Association's  outstanding  loans  to
directors and executive officers of the Association, or members
of their immediate families, totaled approximately $27,000.


Item 13.  Exhibits, List and Reports on Form 8-K.

     (a)  Exhibits.  Reference is made to the Exhibit Index
          beginning on page E-1 hereof.

     (b)  Reports on Form 8-K.  The Company did not file any reports
          on Form 8-K during the fourth quarter of the year ended
          December 31, 1998.
                           
                            SIGNATURES

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


                  ALGIERS BANCORP, INC.


                  By: /s/ Francis M. Minor, Jr.
                     ----------------------------
                     Francis M. Minor, Jr.
                     Chief Financial Officer


                  Date:  April 30, 1999