EXHIBIT 13

EXCERPTS OF CSB BANCORP, INC. 2000 ANNUAL REPORT TO SHAREHOLDERS

REPORT OF INDEPENDENT AUDITORS

Shareholders and Board of Directors

CSB Bancorp, Inc.

Millersburg, Ohio

We have audited the accompanying consolidated balance sheets of CSB Bancorp, Inc. as of December 31, 2000 and
1999, and the related consolidated statements of income, changes in shareholders' equity and cash flows for each of
the three years in the period ended December 31, 2000.  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 generally accepted auditing standards.  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 amounts and disclosures in the
financial statements.  An audit also includes assessing accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.  We believe our audits provide a
reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the
consolidated financial position of CSB Bancorp, Inc. as of December 31, 2000 and 1999, and the consolidated
results of its operations and cash flows for each of the three years in the period ended December 31, 2000, in
conformity with generally accepted accounting principles.

|                               | /S/ CROWE, CHIZEK AND COMPANY LLP

Crowe, Chizek and Company LLP
|------------------------------ | ----------------------------------------------------------------
|Columbus, Ohio

March 14, 2001 |                                                                 

<PAGE>

CSB BANCORP, INC.

CONSOLIDATED BALANCE SHEETS

December 31, 2000 and 1999

|                                                                                                                           | 2000         | 1999        
|-------------------------------------------------------------------------------------------------------------------------- | ------------ | ------------
|ASSETS                                                                                                                     |              |             
|Cash and noninterest-earning deposits with banks                                                                           | $ 12,958,359 | $ 10,525,878
|Interest-earning demand deposits with banks                                                                                | 234,263      | 257,199     
|Federal funds sold                                                                                                         | 2,660,000    | 2,484,000   
|Total cash and cash equivalents                                                                                            | 15,852,622   | 13,267,077  
|Securities available for sale, at fair value                                                                               | 27,189,712   | 30,544,038  
|Securities held to maturity (Fair values of $70,328,759 in
2000 and $73,631,014 in 1999)                                   | 69,360,098   | 74,843,191  
|Total loans                                                                                                                | 205,818,199  | 198,280,304 
|Less allowance for loan losses                                                                                             | (7,460,370)  | (3,418,797) 
|Loans, net                                                                                                                 | 198,357,829  | 194,861,507 
|Premises and equipment, net                                                                                                | 9,249,920    | 8,941,975   
|Accrued interest receivable and other assets                                                                               | 5,202,069    | 4,088,680   
|Total assets                                                                                                               | $325,212,250 | $326,546,468
|LIABILITIES                                                                                                                |              |             
|Deposits                                                                                                                   |              |             
|Noninterest-bearing                                                                                                        | $ 30,336,143 | $ 29,047,575
|Interest-bearing                                                                                                           | 238,246,776  | 240,891,867 
|Total deposits                                                                                                             | 268,582,919  | 269,939,442 
|Securities sold under repurchase agreements                                                                                | 15,583,527   | 12,835,554  
|Federal Home Loan Bank borrowings                                                                                          | 8,464,827    | 9,709,831   
|Accrued interest payable and other liabilities                                                                             | 1,041,043    | 859,963     
|Total liabilities                                                                                                          | 293,672,316  | 293,344,790 
|SHAREHOLDERS' EQUITY                                                                                                       |              |             
|Common stock, $6.25 par value: 9,000,000 shares authorized;
2000 - 2,667,786 shares issued; 1999 - 2,667,791 shares
issued | 16,673,667   | 16,673,693  
|Additional paid-in capital                                                                                                 | 6,413,915    | 6,387,800   
|Retained earnings                                                                                                          | 9,840,016    | 10,702,853  
|Treasury stock at cost: 2000 - 43,408 shares; 1999 - 8,807
shares                                                          | (1,338,432)  | (173,802)   
|Accumulated other comprehensive income (loss)                                                                              | (49,232)     | (388,866)   
|Total shareholders' equity                                                                                                 | 31,539,934   | 33,201,678  
|Total liabilities and shareholders' equity                                                                                 | $325,212,250 | $326,546,468

See accompanying notes to consolidated financial statements.

<PAGE>

CSB BANCORP, INC.

CONSOLIDATED STATEMENTS OF INCOME

Years ended December 31, 2000, 1999 and 1998

|                                                    | 2000          | 1999           | 1998       
|--------------------------------------------------- | ------------- | -------------- | -----------
|Interest and dividend income                        |               |                |            
|Loans, including fees                               | $20,115,631   | $17,714,902    | $18,087,424
|Taxable securities                                  | 2,894,997     | 3,078,731      | 2,744,169  
|Nontaxable securities                               | 2,453,521     | 2,308,239      | 1,923,459  
|Other                                               | 32,725        | 605,154        | 648,931    
|Total interest income                               | 25,496,874    | 23,707,026     | 23,403,983 
|Interest expense                                    |               |                |            
|Deposits                                            | 11,220,253    | 10,869,276     | 10,603,600 
|Other                                               | 1,561,238     | 812,866        | 959,335    
|Total interest expense                              | 12,781,491    | 11,682,142     | 11,562,935 
|Net interest income                                 | 12,715,383    | 12,024,884     | 11,841,048 
|Provision for loan losses                           | 6,142,464     | 1,100,055      | 1,050,979  
|Net interest income after provision for loan
losses | 6,572,919     | 10,924,829     | 10,790,069 
|Other income                                        |               |                |            
|Service charges on deposit accounts                 | 800,964       | 772,133        | 716,992    
|Merchant fees                                       | 252,319       | 241,538        | 165,144    
|Trust services                                      | 459,680       | 302,586        | 211,878    
|Gain on sale of loans                               | 47,998        | 308,424        | 14,378     
|Security gains                                      | 236           | 6,369          | 64         
|Gain on sale of other real estate owned             | 1,189         | -              | 155,134    
|Other income                                        | 456,478       | 432,838        | 351,969    
|Total other income                                  | 2,018,864     | 2,063,888      | 1,615,559  
|Other expenses                                      |               |                |            
|Salaries and employee benefits                      | 4,429,679     | 3,911,510      | 3,438,817  
|Occupancy expense                                   | 541,537       | 423,609        | 324,900    
|Equipment expense                                   | 445,021       | 397,319        | 484,672    
|Office supplies                                     | 192,436       | 200,316        | 187,136    
|Franchise tax expense                               | 381,276       | 353,523        | 382,359    
|Professional fees                                   | 621,239       | 105,910        | 102,827    
|Other expenses                                      | 2,579,363     | 2,181,304      | 1,923,488  
|Total other expenses                                | 9,190,551     | 7,573,491      | 6,844,199  
|Income (loss) before income taxes                   | (598,768)     | 5,415,226      | 5,561,429  
|Provision for (benefit from) income taxes           | (919,661)     | 1,148,940      | 1,330,785  
|Net income                                          | $  320,893    | $4,266,286     | $4,230,644 
|Basic and diluted earnings per common
share         | $        0.12 | $         1.61 | $1.60      

See accompanying notes to consolidated financial statements.

<PAGE>

CSB BANCORP, INC.

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

Years ended December 31, 2000, 1999 and 1998

|                                                               | Common
Stock | Additional
Paid-in
Capital | Retained
Earnings | Treasury
Stock | Accumulated
Other
Comprehensive
Income | Total
Shareholders'
Equity
|-------------------------------------------------------------- | ------------ | -------------------------- | ----------------- | -------------- | -------------------------------------- | --------------------------
|Balance,
January 1, 1998                                       | $ 8,216,191  | $5,135,899                 | $13,907,908       | $(56,000)      | $ 70,482                               | $27,274,480               
|Comprehensive
income                                           |              |                            |                   |                |                                        |                           
|Net income                                                     |              |                            | 4,230,644         |                |                                        | 4,230,644                 
|Other
comprehensive
loss, net of tax                           |              |                            |                   |                | (465)                                  | (465)                     
|Total
comprehensive
income                                     |              |                            |                   |                |                                        | 4,230,179                 
|Common stock
issued:                                           |              |                            |                   |                |                                        |                           
|Under dividend
reinvestment
program                            | 56,153       | 414,238                    |                   |                |                                        | 470,391                   
|Under 401(k)
plan                                              | 56,433       | 413,054                    |                   |                |                                        | 469,487                   
|Cash dividends
declared ($.60
per share)                       |              |                            | (1,584,438)       |                |                                        | (1,584,438)               
|Stock split
(100% stock
dividend)                              | 8,261,478    |                            | (8,261,478)       |                |                                        |                           
|Balance
December 31,
1998                                      | 16,590,255   | 5,963,191                  | 8,292,636         | (56,000)       | 70,017                                 | 30,860,099                
|Comprehensive
income                                           |              |                            |                   |                |                                        |                           
|Net income                                                     |              |                            | 4,266,286         |                |                                        | 4,266,286                 
|Other
comprehensive
loss, net of tax                           |              |                            |                   |                | (458,883)                              | (458,883)                 
|Total
comprehensive
income                                     |              |                            |                   |                |                                        | 3,807,403                 
|Common stock
issued:                                           |              |                            |                   |                |                                        |                           
|Under dividend
reinvestment
program                            | 69,199       | 328,607                    |                   |                |                                        | 397,806                   
|Under 401(k)
plan                                              | 14,239       | 96,002                     |                   |                |                                        | 110,241                   
|Cash dividends
declared ($.70
per share)                       |              |                            | (1,856,069)       |                |                                        | (1,856,069)               
|Purchase of
2,407 treasury
shares                              |              |                            |                   | (117,802)      |                                        | (117,802)                 
|Balance,
December 31,
1999                                     | 16,673,693   | 6,387,800                  | 10,702,853        | (173,802)      | (388,866)                              | 33,201,678                
|Comprehensive
income                                           |              |                            |                   |                |                                        |                           
|Net income                                                     |              |                            | 320,893           |                |                                        | 320,893                   
|Other
comprehensive
income, net of
tax                         |              |                            |                   |                | 339,634                                | 339,634                   
|Total
comprehensive
income                                     |              |                            |                   |                |                                        | 660,527                   
|Common stock
transactions
under dividend
re-investment
program | (26)         | 34,498                     |                   | 304,100        |                                        | 338,572                   
|Exercise of
1,800 stock
options                                |              | (8,383)                    |                   | 38,500         |                                        | 30,117                    
|Cash dividends
declared ($.45
per share)                       |              |                            | (1,183,730)       |                |                                        | (1,183,730)               
|Purchase of
48,842 treasury
shares                             |              |                            |                   | (1,507,230)    |                                        | (1,507,230)               
|Balance,
December 31,
2000                                     | $16,673,667  | $6,413,915                 | $9,840,016        | $(1,338,432)   | $(49,232)                              | $31,539,934               

See accompanying notes to consolidated financial statements.

<PAGE>

CSB BANCORP, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

Years ended December 31, 2000, 1999 and 1998

|                                                                          | 2000         | 1999         | 1998        
|------------------------------------------------------------------------- | ------------ | ------------ | ------------
|Cash flows from operating activities                                      |              |              |             
|Net income                                                                | $  320,893   | $ 4,266,286  | $ 4,230,644 
|Adjustments to reconcile net income to net cash
from operating activities |              |              |             
|Security amortization and accretion                                       | 140,290      | 88,697       | (50,335)    
|Depreciation                                                              | 499,973      | 360,121      | 398,058     
|Gain on sale of other real estate owned                                   | (1,189)      | -            | (155,134)   
|Gain on sale of loans                                                     | (47,998)     | (308,424)    | (14,378)    
|Loan sale proceeds                                                        | 2,722,633    | 13,501,374   | 1,514,878   
|Originations of loans held for sale                                       | (2,698,500)  | (10,195,992) | (7,140,639) 
|Securities gains                                                          | (236)        | (6,369)      | (64)        
|FHLB stock dividends                                                      | (147,200)    | (129,600)    | (123,900)   
|Provision for loan losses                                                 | 6,142,464    | 1,100,055    | 1,050,979   
|Deferred income taxes                                                     | (1,436,845)  | 53,573       | (136,000)   
|Changes in                                                                |              |              |             
|Net deferred loan fees                                                    | (51,938)     | 132,606      | (51,812)    
|Accrued interest receivable                                               | 37,933       | (112,113)    | 413,825     
|Accrued interest payable                                                  | 70,781       | (7,820)      | 23,691      
|Other assets and liabilities                                              | 176,012      | (436,153)    | (33,351)    
|Net cash from operating activities                                        | 5,727,073    | 8,306,241    | (73,538)    
|Cash flows from investing activities                                      |              |              |             
|Net change in time deposits with financial
institutions                   | -            | -            | 3,000,000   
|Securities available for sale                                             |              |              |             
|Proceeds from maturities and repayments                                   | 4,000,000    | 11,013,639   | 12,056,364  
|Purchases                                                                 | -            | (16,024,022) | (10,952,355)
|Securities held to maturity                                               |              |              |             
|Proceeds from maturities and repayments                                   | 6,328,950    | 9,932,898    | 10,026,163  
|Purchases                                                                 | (969,782)    | (21,589,616) | (13,896,868)
|Loan originations, net of payments                                        | (9,586,848)  | (5,586,843)  | (11,855,820)
|Property and equipment expenditures                                       | (807,918)    | (3,784,214)  | (2,169,680) 
|Proceeds from sale of other real estate                                   | 69,895       | -            | 336,134     
|Net cash from investing activities                                        | (965,703)    | (26,038,158) | (13,456,062)
|Cash flows from financing activities                                      |              |              |             
|Net change in deposits                                                    | $(1,356,523) | $ 4,192,884  | $24,543,289 
|Net increase in securities sold under repurchase
agreements               | 2,747,973    | 3,065,035    | 2,479,760   
|Advances on FHLB borrowings                                               | -            | 1,000,000    | -           
|Principal reductions on FHLB borrowings                                   | (1,245,004)  | (1,401,288)  | (1,575,744) 
|Shares issued for 401(k) plan                                             | -            | 110,241      | 469,487     
|Purchase of treasury shares                                               | (1,507,230)  | (117,802)    | -           
|Stock options exercised                                                   | 30,117       | -            | -           
|Cash dividends paid                                                       | (845,158)    | (1,458,263)  | (1,114,047) 
|Net cash from financing activities                                        | (2,175,825)  | 5,390,807    | 24,802,745  
|Net change in cash and cash equivalents                                   | 2,585,545    | (12,341,110) | 11,273,145  
|Cash and cash equivalents at beginning of year                            | 13,267,077   | 25,608,187   | 14,335,042  
|Cash and cash equivalents at end of year                                  | $15,852,622  | $13,267,077  | $25,608,187 
|Cash paid during the year for:                                            |              |              |             
|Interest                                                                  | $12,710,710  | $11,689,962  | $11,539,244 
|Income taxes                                                              | 438,350      | 1,363,000    | 1,385,000   
|Supplemental disclosures:                                                 |              |              |             
|Loans transferred from held for sale to portfolio                         | $20,533,301  | -            | -           
|Loans transferred from portfolio to held for sale                         | -            | -            | $17,996,000 

See accompanying notes to consolidated financial statements.

<PAGE>

CSB BANCORP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2000 and 1999

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Operations and Principles of Consolidation:  The consolidated financial statements include CSB Bancorp,
Inc. and its wholly-owned subsidiary, The Commercial and Savings Bank, together referred to as "the Company."
Intercompany transactions and balances are eliminated in consolidation.

The Company provides financial services through its main office and eight branches located in Millersburg, Ohio,
and nearby communities.  These communities are the source of substantially all deposit, loan and trust activities.
The majority of the Company's income is derived from commercial and retail lending activities and investments in
securities.  Its primary deposit products are checking, savings, and term certificate accounts, and its primary lending
products are residential mortgage, commercial, and installment loans.  Substantially all loans are secured by specific
items of collateral including business assets, consumer assets and real estate.  Commercial loans are expected to be
repaid from cash flow from operations of businesses.  Real estate loans are secured by both residential and
commercial real estate.

Business Segments: While the Company's chief decision-makers monitor the revenue streams of the various
Company products and services, operations are managed and financial performance is evaluated on a Company-wide basis.  Accordingly, all of the Company's banking operations are considered by management to be aggregated
in one reportable operating segment.

Use of Estimates:  To prepare financial statements in conformity with generally accepted accounting principles,
management makes estimates and assumptions based on available information.  These estimates and assumptions
affect amounts reported in the financial statements and the disclosures provided, and future results could differ.  The
allowance for loan losses, realization of deferred tax assets, fair value of certain securities, fair value of financial
instruments and determination and carrying value of impaired loans are particularly subject to change.

Cash Flows:  Cash and cash equivalents include cash, deposits with other financial institutions under 90 days, and
federal funds sold.  Net cash flows are reported for loan and deposit transactions.

Cash Reserve Requirements: The Company is required by the Federal Reserve to maintain reserves consisting of
cash on hand and noninterest-earning balances on deposit with the Federal Reserve Bank.  The required reserve
balance at December 31, 2000 and 1999 was $3,342,000 and $3,346,000.

Securities:  Securities are classified as held to maturity and carried at amortized cost when management has the
positive intent and ability to hold them to maturity.  Securities are classified as available for sale when they might be
sold before maturity.  Securities available for sale are carried at fair value, with unrealized holding gains and losses
reported separately in shareholders' equity, net of tax.  Trading securities are carried at fair value, with changes in
unrealized holding gains and losses included in income.  Other securities such as Federal Home Loan Bank stock
are carried at cost.

Interest income includes amortization of purchase premium or discount.  Gains and losses on sales are based on the
amortized cost of the security sold.  Securities are written down to fair value when a decline in fair value is not
temporary.

<PAGE>

CSB BANCORP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2000 and 1999

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Loans:  Loans are reported at the principal balance outstanding, net of unearned interest, deferred loan fees and
costs, and an allowance for loan losses.  Loans held for sale are reported at the lower of cost or market, on an
aggregate basis.

Interest income is reported on the interest method and includes amortization of net deferred loan fees and costs over
the loan term.  Interest income is not reported when full loan repayment is in doubt, typically when the loan is
impaired or payments are past due over 90 days.  Payments received on such loans are reported as principal
reductions.

Allowance for Loan Losses:  The allowance for loan losses is a valuation allowance for probable credit losses,
increased by the provision for loan losses and decreased by charge-offs less recoveries.  Management estimates the
allowance balance required using past loan loss experience, the nature and volume of the portfolio, information
about specific borrower situations and estimated collateral values, economic conditions and other factors.
Allocations of the allowance may be made for specific loans, but the entire allowance is available for any loan that,
in management's judgment, should be charged off.

A loan is impaired when full payment under the loan terms is not expected.  Impairment is evaluated in total for
smaller-balance loans of similar nature such as residential mortgage, consumer, and credit card loans, and on an
individual loan basis for other loans.  If a loan is impaired, a portion of the allowance is allocated so that the loan is
reported, net, at the present value of estimated future cash flows using the loan's existing rate or at the fair value of
collateral if repayment is expected solely from the collateral.

Premises and Equipment:  Premises and equipment are stated at cost less accumulated depreciation.  Depreciation is
computed over the assets' useful lives on a straight-line basis.

Servicing Rights:  Servicing rights are recognized as assets for purchased rights and for the allocated value of
retained servicing rights on loans sold.  Servicing rights are expensed in proportion to, and over the period of,
estimated net servicing revenues.  Impairment is evaluated based on the fair value of the rights, using groupings of
the underlying loans as to interest rates and then, secondarily, as to geographic and prepayment characteristics.  Any
impairment of a grouping is reported as a valuation allowance.  Servicing rights were not material during any period
presented.

Foreclosed Real Estate:  Real estate acquired in settlement of a loan is recorded at fair value at acquisition.  Any
reduction from carrying value of the related loan to fair value at the time of acquisition is accounted for as a loan
loss.  After acquisition, a valuation allowance reduces the carrying value to the lower of the initial amount or fair
value less estimated costs to sell.  Other real estate owned included on the balance sheet was $69,000 at year-end
1999, and there was no other real estate owned at year-end 2000.

Long-Term Assets:  These assets are reviewed for impairment when events indicate their carrying amount may not
be recoverable from future undiscounted cash flows.  If impaired, the assets are recorded at discounted amounts.

Repurchase Agreements:  Substantially all repurchase agreement liabilities represent amounts advanced by various
customers.  Securities are pledged to cover these liabilities, which are not covered by federal deposit insurance.

<PAGE>

CSB BANCORP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2000 and 1999

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Stock Compensation:  Employee compensation expense under stock option plans is reported if options are granted
below market price at grant date.  Pro forma disclosures of net income and earnings per share are shown to measure
expense for options granted after 1994, using an option-pricing model to estimate fair value.

Income Taxes:  Income tax expense is the total of the current-year income tax due or refundable and the change in
deferred tax assets and liabilities.  Deferred tax assets and liabilities are the expected future tax amounts for the
temporary differences between carrying amounts and tax basis of assets and liabilities, computed using enacted tax
rates.  A valuation allowance, if needed, reduces deferred tax assets to the amount expected to be realized.

Financial Instruments:  Financial instruments include credit instruments, such as commitments to make loans and
standby letters of credit, issued to meet customer-financing needs.  The face amount for these items represents the
exposure to loss, before considering customer collateral or ability to repay.

Earnings Per Common Share:  Basic earnings per common share is net income divided by the weighted average
number of common shares outstanding during the period.  Diluted earnings per common share include the dilutive
effect of additional potential common shares issuable under stock options.  Earnings and dividends per share are
restated for all stock splits and dividends through the date of issue of the financial statements.

The weighted average number of common shares outstanding for basic and diluted earnings per share computations
were as follows:

|                                                     | 2000      | 1999      | 1998     
|---------------------------------------------------- | --------- | --------- | ---------
|Weighted average common shares outstanding
(basic)   | 2,628,998 | 2,651,910 | 2,637,012
|Dilutive effect of assumed exercise of stock
options | 735       | 926       | 944      
|Weighted average common shares outstanding
(diluted) | 2,629,733 | 2,652,836 | 2,637,956

Comprehensive Income:  Comprehensive income consists of net income and other comprehensive income.  Other
comprehensive income includes unrealized gains and losses on securities available for sale, which are also
recognized as separate components of equity.

New Accounting Pronouncement:  Beginning January 1, 2001, a new accounting standard requires derivatives to be
recorded at fair value.  Unless designated as hedges, changes in these fair values will be recorded in the income
statement.  Fair value changes involving hedges will generally be recorded by offsetting gains and losses on the
hedge and on the hedged item, even if the fair value of the hedged item is not otherwise recorded.  Adoption of this
standard on January 1, 2001 had no effect since the Company has no derivative holdings.

<PAGE>

CSB BANCORP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2000 and 1999

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Loss Contingencies:  Loss contingencies, including claims and legal actions arising in the ordinary course of
business, are recorded as liabilities when the likelihood of loss is probable and an amount or range of loss can be
reasonably estimated.  Management does not believe there are such matters that will have a material effect on the
financial statements.

Dividend Restriction:  Banking regulations require maintaining certain capital levels and may limit the dividends
paid by the bank to the holding company.

Fair Value of Financial Instruments:  Fair values of financial instruments are estimated using relevant market
information and other assumptions, as more fully disclosed in a separate note.  Fair value estimates involve
uncertainties and matters of significant judgment regarding interest rates, credit risk, prepayments, and other factors,
especially in the absence of broad markets for particular items.  Changes in assumptions or in market conditions
could significantly affect the estimates.

Financial Statement Presentation:  Certain items in the prior year's financial statements have been reclassified to
correspond with the current year's presentation.

NOTE 2 -  SECURITIES

Year-end securities are as follows:

|                                                         | Amortized
Cost | Gross
Unrealized
Gains | Gross
Unrealized
Losses | Fair Value 
|-------------------------------------------------------- | -------------- | ---------------------- | ----------------------- | -----------
|2000                                                     |                |                        |                         |            
|Available for sale                                       |                |                        |                         |            
|U.S. Treasury securities                                 | $ 1,000,244    | $     1,747            | $                -      | $ 1,001,991
|Obligations of U.S. government
corporations and agencies | 22,933,459     | 5,201                  | (72,560)                | 22,866,100 
|Mortgage-related securities                              | 1,000,000      | -                      | (8,979)                 | 991,021    
|Total debt securities                                    | 24,933,703     | 6,948                  | (81,539)                | 24,859,112 
|Other securities                                         | 2,330,600      | -                      | -                       | 2,330,600  
|Total securities available for sale                      | $27,264,303    | $    6,948             | $   (81,539)            | $27,189,712
|Held to Maturity                                         |                |                        |                         |            
|U.S. Treasury securities                                 | $   101,722    | $  26,778              | $              -        | $   128,500
|Obligations of U.S. government
corporations and agencies | 18,496,494     | 6,304                  | (61,708)                | 18,441,090 
|Obligations of states and political
subdivisions         | 50,761,882     | 1,095,898              | (98,611)                | 51,759,169 
|Total securities held to maturity                        | $69,360,098    | $1,128,980             | $(160,319)              | $70,328,759
|1999                                                     |                |                        |                         |            
|Available for sale                                       |                |                        |                         |            
|U.S. Treasury securities                                 | $ 4,005,693    | $  3,420               | $             (90)      | $ 4,009,023
|Obligations of U.S. government
corporations and agencies | 23,939,139     | 1,112                  | (593,482)               | 23,346,769 
|Mortgage-related securities                              | 1,000,000      | -                      | (154)                   | 999,846    
|Total debt securities                                    | 28,944,832     | 4,532                  | (593,726)               | 28,355,638 
|Other securities                                         | 2,188,400      | -                      | -                       | 2,188,400  
|Total securities available for sale                      | $31,133,232    | $  4,532               | $    (593,726)          | $30,544,038
|Held to Maturity                                         |                |                        |                         |            
|U.S. Treasury securities                                 | $3,104,636     | $15,309                | $                -      | $ 3,119,945
|Obligations of U.S. government
corporations and agencies | 20,499,017     | -                      | (569,065)               | 19,929,952 
|Obligations of states and political
subdivisions         | 51,239,538     | 228,859                | (887,280)               | 50,581,117 
|Total securities held to maturity                        | $74,843,191    | $244,168               | $(1,456,345)            | $73,631,014

Contractual maturities of debt securities at year-end 2000 were as follows.  Securities not due at a single maturity
date, primarily mortgage-backed securities, are shown separately.

|                                         | Amortized Cost | Fair Value 
|---------------------------------------- | -------------- | -----------
|Available for sale                       |                |            
|Due in one year or less                  | $ 4,999,416    | $ 4,994,179
|Due after one through five years         | 18,934,287     | 18,873,912 
|Mortgage-related securities              | 1,000,000      | 991,021    
|Total debt securities available for sale | $24,933,703    | $24,859,112
|Held to maturity                         |                |            
|Due in one year or less                  | $ 3,423,089    | $ 3,426,392
|Due after one year through five years    | 33,198,152     | 33,314,592 
|Due after five years through ten years   | 31,939,233     | 32,739,883 
|Due after ten years                      | 799,624        | 847,892    
|Total debt securities held to maturity   | $69,360,098    | $70,328,759

No securities were sold during any period presented.  Gains reported in the consolidated statements of income
resulted from securities called or settled by the issuers.

Securities with a carrying value of approximately $59,283,000 and $58,704,000 were pledged at year-end 2000 and
1999, to secure public deposits, as well as other deposits and borrowings as required or permitted by law.

<PAGE>

CSB BANCORP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2000 and 1999

NOTE 3 - LOANS

Year-end loans are as follows.

|                                            | 2000         | 1999        
|------------------------------------------- | ------------ | ------------
|Commercial                                  | $ 85,458,066 | $ 86,185,570
|Commercial real estate                      | 39,121,614   | 35,690,254  
|Residential real estate                     | 56,342,175   | 31,511,348  
|Residential real estate loans held for sale | -            | 20,533,301  
|Installment and credit card                 | 18,033,177   | 17,644,690  
|Construction                                | 7,542,893    | 7,446,805   
|Subtotal                                    | 206,497,925  | 199,011,968 
|Less: Allowance for loan losses             | (7,460,370)  | (3,418,797) 
|Net deferred loan fees                      | (679,726)    | (731,664)   
|Loans, net                                  | $198,357,829 | $194,861,507

Activity in the allowance for loan losses for the year was as follows.

|                          | 2000        | 1999       | 1998      
|------------------------- | ----------- | ---------- | ----------
|Beginning balance         | $3,418,797  | $2,887,721 | $2,349,039
|Provision for loan losses | 6,142,464   | 1,100,055  | 1,050,979 
|Loans charged off         | (2,246,719) | (605,149)  | (568,597) 
|Recoveries                | 145,828     | 36,170     | 56,300    
|Ending balance            | $7,460,370  | $3,418,797 | $2,887,721

As a result of an increase in nonperforming loans during 2000 and a regulatory examination performed in the
second quarter of 2000, management analyzed certain of its credits, resulting in increased loan charge-offs and
specific and general allocations of its allowance for loan losses, which caused an increase in the provision for loan
losses during the year.

Impaired loans were as follows.

|                                                           | 2000        | 1999      
|---------------------------------------------------------- | ----------- | ----------
|Year-end loans with no allowance for loan losses allocated | $    94,115 | $  562,088
|Year-end loans with allowance for loan losses allocated    | 11,873,133  | 1,982,472 
|Amount of the allowance allocated                          | 3,276,307   | 484,853   
|Average of impaired loans during the year                  | 4,698,923   | 2,857,586 
|Interest income recognized during impairment               | 471,341     | 177,864   
|Cash-basis interest income recognized                      | 376,832     | 168,045   

Nonperforming loans, including certain impaired loans and smaller-balance homogeneous loans such as residential
mortgage and consumer loans that are collectively evaluated for impairment, were as follows at year-end.

|                                                    | 2000       | 1999      
|--------------------------------------------------- | ---------- | ----------
|Loans past due over 90 days still accruing interest | $  226,000 | $1,008,000
|Nonaccrual loans                                    | 1,119,000  | 529,000   
|                                                    |            |           

Loans serviced for others totaled approximately $22,363,000 and $23,512,000 at year-end 2000 and 1999.

NOTE 4 - PREMISES AND EQUIPMENT

Year-end premises and equipment are as follows.

|                            | 2000        | 1999       
|--------------------------- | ----------- | -----------
|Land and improvements       | $1,134,883  | $1,135,883 
|Buildings and improvements  | 8,763,035   | 8,218,472  
|Furniture and equipment     | 3,805,907   | 3,673,452  
|Leasehold improvements      | 79,978      | 79,978     
|Total                       | 13,783,803  | 13,107,785 
|Accumulated depreciation    | (4,533,883) | (4,165,810)
|Premises and equipment, net | $9,249,920  | $8,941,975 
|                            |             |            

The Bank leases certain office locations.  Total rental expense under these leases was approximately $66,000,
$82,000 and $94,000 in 2000, 1999 and 1998.  Future minimum lease payments are not material.

<PAGE>

NOTE 5 - INTEREST-BEARING DEPOSITS

Interest-bearing deposits at year-end are as follows.

|                               | 2000         | 1999        
|------------------------------ | ------------ | ------------
|Demand                         | $ 43,581,761 | $ 43,055,596
|Statement and passbook savings | 33,908,917   | 37,507,777  
|Certificates of deposit:       |              |             
|In excess of $100,000          | 41,263,494   | 43,325,094  
|Other                          | 119,492,604  | 117,003,400 
|Total                          | $238,246,776 | $240,891,867
|                               |              |             

At year-end 2000, stated maturities of time deposits were as follows.

| | 2001  | $108,659,240 | 
| | ----- | ------------ | 
| | 2002  | 44,122,658   | 
| | 2003  | 5,324,293    | 
| | 2004  | 2,649,907    | 
| | Total | $160,756,098 | 
| |       |              | 

NOTE 6 - BORROWINGS

The Company borrows from the Federal Home Loan Bank (FHLB) to fund certain fixed-rate residential real estate
loans.  These borrowings carry fixed interest rates ranging from 5.60% to 7.15% at year-end 2000 and 1999, with
10-, 15- or 20-year maturities.  Monthly principal and interest payments are due on the borrowings.  In addition, a
principal curtailment of 10% of outstanding principal balance is due on the anniversary date of each borrowing.
Future estimated principal payments, including curtailments, are as follows:

| | 2001       | $2,107,807 | 
| | ---------- | ---------- | 
| | 2002       | 981,957    | 
| | 2003       | 869,268    | 
| | 2004       | 768,491    | 
| | 2005       | 677,904    | 
| | Thereafter | 3,241,400  | 
| | Total      | $8,464,827 | 

At December 31, 2000, the FHLB borrowings are collateralized by the Company's FHLB stock owned and $11.4
million of qualifying mortgage loans.  Based upon the amount of FHLB stock owned, the Bank has the ability to
obtain up to $46 million of advances from the FHLB.

Securities sold under agreements to repurchase generally mature within three months from the transaction date.
Physical control is maintained for all securities sold under repurchase agreements.  Information concerning
securities sold under agreements to repurchase is summarized as follows.

|                                          | 2000        | 1999       
|----------------------------------------- | ----------- | -----------
|Average balance during the year           | $13,233,967 | $ 9,932,976
|Average interest rate during the year     | 4.46%       | 3.10%      
|Maximum month-end balance during the year | $15,583,527 | $13,874,000
|                                          |             |            

<PAGE>

CSB BANCORP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2000 and 1999

NOTE 7 - INCOME TAXES

The provision for income taxes was as follows.

|                                     | 2000        | 1999       | 1998      
|------------------------------------ | ----------- | ---------- | ----------
|Current                              | $   517,184 | $1,095,367 | $1,466,785
|Deferred                             | (1,436,845) | 53,573     | (136,000) 
|Total income tax provision (benefit) | $(919,661)  | $1,148,940 | $1,330,785

The differences between the financial statement provision and amounts computed by applying the statutory federal
income tax rate of 34% to income before income taxes are as follows:

|                                                        | 2000       | 1999       | 1998      
|------------------------------------------------------- | ---------- | ---------- | ----------
|Income taxes computed at the
statutory federal tax rate | $(203,581) | $1,841,177 | $1,890,886
|Add (subtract) tax effect of tax
exempt interest income | (850,171)  | (790,141)  | (659,445) 
|Nondeductible interest expense                          | 136,795    | 113,760    | 99,699    
|Other                                                   | (2,704)    | (15,856)   | (354)     
|Total income tax provision                              | $(919,661) | $1,148,940 | $1,330,786
|                                                        |            |            |           

The tax effects of principal temporary differences and the resulting deferred tax assets and liabilities that comprise
the net deferred tax asset included in other assets on the balance sheet are as follows at year-end.

|                                                 | 2000       | 1999      
|------------------------------------------------ | ---------- | ----------
|Allowance for loan losses                        | $2,378,727 | $1,009,669
|Unrealized loss on securities available for sale | 25,361     | 200,324   
|Tax credit carryforward                          | 219,775    | -         
|Other                                            | 50,604     | 35,383    
|Deferred tax asset                               | 2,674,467  | 1,245,376 
|Accretion                                        | (19,514)   | (15,679)  
|Deferred loan fees                               | (20,515)   | -         
|Depreciation                                     | (180,469)  | (86,160)  
|FHLB stock dividend                              | (209,202)  | (159,154) 
|Other                                            | (37,517)   | (39,015)  
|Deferred tax liability                           | (467,217)  | (300,008) 
|Net deferred tax asset                           | $2,207,250 | $945,368  

The Company has sufficient taxes paid in and available for recovery to warrant recording the full deferred tax asset
without a valuation allowance.  The tax credit carryforward asset arose from alternative minimum tax paid in 2000,
and may be carried forward indefinitely.

<PAGE>

CSB BANCORP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2000 and 1999

NOTE 8 - EMPLOYEE BENEFITS

Profit Sharing Plan:  The Company maintains a contributory profit sharing plan covering substantially all its
employees who meet certain age and service requirements.  Under the plan, the Company contributes 3% of each
eligible participant's compensation during the year and matches participant contributions up to 2% of each
participant's compensation during the year.  Both of these contributions are dependent on availability of sufficient
net income from current or prior years.  Additional contributions may be made as approved by the Board of
Directors.  Expense under this plan for 2000, 1999 and 1998 was $179,000, $93,000 and $116,000.

Stock Option Plan:  On January 1, 1997, the Board of Directors granted options to purchase 1,800 shares of
common stock at an exercise price of $9.05 to an officer of the Company.  One-third of the options awarded become
exercisable on each of the first three anniversaries of the date of grant.  Therefore, 1,200 of the options were
exercisable on December 31, 1999 with the remaining 600 becoming exercisable on January 1, 2000.  Expense
recorded for the options is not material.  All options were exercised in 2000.

The options granted had an estimated grant-date fair value of $12 per share.  Had compensation cost for stock
options been recorded, net income would have decreased approximately $4,000 in 1998 and 1999, and $0 in 2000,
with no impact on earnings per share.

NOTE 9 - COMMITMENTS, OFF-BALANCE SHEET RISK, AND CONTINGENCIES

Some financial instruments, such as loan commitments, credit lines, letters of credit, and overdraft protection, are
issued to meet customer-financing needs.  These are agreements to provide credit or to support the credit of others,
as long as conditions established in the contract are met, and usually have expiration dates.  Commitments may
expire without being used.  Off-balance sheet risk to credit loss exists up to the face amount of these instruments,
although material losses are not anticipated.  The same credit policies are used to make such commitments as are
used for loans, including obtaining collateral at exercise of the commitment.

Financial instruments with off-balance sheet risk were as follows at year-end.

|                                             | 2000       | 1999         
|-------------------------------------------- | ---------- | -------------
|                                             | Fixed Rate | Variable
Rate
|Commitments to make loans (at market rates)  | $523,001   | $    255,000 
|Unused lines of credit and letters of credit | 693,125    | 36,682,147   
|                                             |            |              

Commitments to make loans are generally made for periods of 60 days or less.  The fixed-rate loan commitments
have interest rates ranging from 8.63% to 10.00% at year-end 2000.

<PAGE>

CSB BANCORP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2000 and 1999

NOTE 10 -  RELATED-PARTY TRANSACTIONS

In the ordinary course of business, loans are granted to executive officers, directors and their related business
interests.  The following is an analysis of activity of related party loans, for loans aggregating $60,000 or more to
any one related party, for 2000.

| | Balance at January 1, 2000   | $2,263,015  | 
| | ---------------------------- | ----------- | 
| | New loans and advances       | 1,744,059   | 
| | Repayments                   | (1,300,600) | 
| | Other changes                | 25,959      | 
| | Balance at December 31, 2000 | $2,732,433  | 
| |                              |             | 

Other changes represent loans applicable to one reporting period that are excludable from the other reporting period.
Deposits from executive officers, directors and their related business interests at year-end 2000 and 1999 were
approximately $3,295,000 and $2,838,000.

NOTE 11 - REGULATORY MATTERS

The Company and Bank are subject to regulatory capital requirements administered by federal banking agencies.
Capital adequacy guidelines and prompt corrective-action regulations involve quantitative measures of assets,
liabilities and certain off-balance sheet items calculated under regulatory accounting practices.

The prompt corrective action regulations provide five classifications, including well capitalized, adequately
capitalized, undercapitalized, significantly undercapitalized and critically undercapitalized, although these terms are
not used to represent overall financial condition.  If only adequately capitalized, regulatory approval is required to
accept brokered deposits.  If undercapitalized, capital distributions are limited, as is asset growth and expansion and
plans for capital restoration are required.  In the most recent notifications received by the Company and the Bank,
each was categorized as well capitalized.  There are no conditions or events since those notifications that
management believes have changed the Company's or the Bank's category.

Written Agreement:  On November 22, 2000, the Company and its subsidiary Bank entered into a Written
Agreement with the Federal Reserve Bank of Cleveland and the Ohio Division of Financial Institutions which,
among other things, requires the Company and Bank to complete a review of the Board of Directors and
Management; make improvements in the lending function including, but not limited to, policies and procedures,
documentation, and a plan for the reduction of adversely classified assets; and prepare new policies and procedures
for internal audit, internal controls, asset/liability management, trust, and information technology.  The Company
and Bank cannot declare or pay dividends without prior written approval of the regulators.  The Company's
application to declare a fourth quarter 2000 dividend was not approved by its regulators.

Failure to comply with the Written Agreement could result in additional regulatory supervision and/or action.  All
filings required under the Written Agreement have been within the time frames set forth in the agreement.

<PAGE>

CSB BANCORP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2000 and 1999

NOTE 11 - REGULATORY MATTERS (Continued)

At year-end, the capital requirements were met.  Actual capital levels, in thousands, and minimum required levels
were:

|                                         | Actual  | Minimum Required

for Capital

Adequacy Purposes | Minimum Required
To Be Well
Capitalized Under
Prompt Corrective
Action Regulations
|---------------------------------------- | ------- | ------------------------------------------------ | ----------------------------------------------------------------------------------
|                                         | Amount  | Ratio                                            | Amount                                                                            
|2000                                     |         |                                                  |                                                                                   
|Total capital (to risk-weighted
assets)  |         |                                                  |                                                                                   
|Consolidated                             | $34,312 | 16.0%                                            | $17,112                                                                           
|Bank                                     | 32,561  | 15.2                                             | 17,164                                                                            
|Tier 1 capital (to risk-weighted
assets) |         |                                                  |                                                                                   
|Consolidated                             | 31,578  | 14.8                                             | 8,556                                                                             
|Bank                                     | 29,820  | 13.9                                             | 8,582                                                                             
|Tier 1 capital (to average assets)       |         |                                                  |                                                                                   
|Consolidated                             | 31,578  | 9.7                                              | 13,034                                                                            
|Bank                                     | 29,820  | 9.2                                              | 13,004                                                                            
|1999                                     |         |                                                  |                                                                                   
|Total capital (to risk-weighted
assets)  |         |                                                  |                                                                                   
|Consolidated                             | $36,257 | 17.0%                                            | $17,076                                                                           
|Bank                                     | 33,322  | 15.7                                             | 16,988                                                                            
|Tier 1 capital (to risk-weighted
assets) |         |                                                  |                                                                                   
|Consolidated                             | 33,580  | 15.7                                             | 8,538                                                                             
|Bank                                     | 30,658  | 14.4                                             | 8,494                                                                             
|Tier 1 capital (to average assets)       |         |                                                  |                                                                                   
|Consolidated                             | 33,580  | 10.3                                             | 13,041                                                                            
|Bank                                     | 30,658  | 9.4                                              | 13,017                                                                            

The Company's primary source of funds with which to pay dividends is dividends received from the Bank.  The
payment of dividends by the Bank to the Company is subject to restrictions by its regulatory agency.  These
restrictions generally limit dividends to current and prior two-years retained earnings.  Also, dividends may not
reduce capital levels below the minimum regulatory requirements disclosed above.  Under the agreement discussed
above, the Bank and the Company cannot pay dividends without prior regulatory approval.

<PAGE>

CSB BANCORP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2000 and 1999

NOTE 12 - PARENT COMPANY ONLY CONDENSED FINANCIAL INFORMATION

Following are condensed parent company financial statements.

Year-end Condensed Balance Sheets

|                                    | 2000        | 1999       
|----------------------------------- | ----------- | -----------
|Assets:                             |             |            
|Cash deposited with subsidiary bank | $ 1,169,549 | $ 2,335,796
|Investment in subsidiary bank       | 29,780,551  | 30,279,728 
|Securities held to maturity         | 498,368     | 498,181    
|Other assets                        | 91,466      | 87,973     
|Total assets                        | $31,539,934 | $33,201,678
|Equity                              | $31,539,934 | $33,201,678

Condensed Statements of Income

|                                                                                              | 2000       | 1999       | 1998      
|--------------------------------------------------------------------------------------------- | ---------- | ---------- | ----------
|Interest on securities                                                                        | $   24,837 | $   24,837 | $   24,837
|Dividends from subsidiary                                                                     | 1,183,855  | 1,856,069  | 1,584,231 
|Total income                                                                                  | 1,208,692  | 1,880,906  | 1,609,068 
|Operating expenses                                                                            | 74,223     | 63,948     | 92,536    
|Income before taxes and equity in
undistributed earnings of subsidiary                        | 1,134,469  | 1,816,958  | 1,516,532 
|Income tax benefit                                                                            | 25,236     | 21,742     | -         
|Equity in undistributed earnings of subsidiary
(distributions received in excess of earnings) | (838,812)  | 2,427,586  | 2,714,112 
|Net income                                                                                    | $  320,893 | $4,266,286 | $4,230,644

<PAGE>

CSB BANCORP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2000 and 1999

NOTE 12 - PARENT COMPANY ONLY CONDENSED FINANCIAL INFORMATION (Continued)

Condensed Statements of Cash Flows

|                                                                      | 2000        | 1999        | 1998       
|--------------------------------------------------------------------- | ----------- | ----------- | -----------
|Cash flows from operating activities                                  |             |             |            
|Net income                                                            | $320,893    | $4,266,286  | $4,230,644 
|Adjustments to reconcile net income to cash
provided by operations    |             |             |            
|Security accretion                                                    | (187)       | (187)       | (187)      
|Equity in (undistributed earnings)/excess
distributions of subsidiary | 838,812     | (2,427,586) | (2,714,112)
|Change in other assets                                                | (3,494)     | (21,742)    | -          
|Net cash from operating activities                                    | 1,156,024   | 1,816,771   | 1,516,345  
|Cash flows from investing activities                                  |             |             |            
|Property expenditures                                                 | -           | -           | (10,177)   
|Net cash from investing activities                                    | -           | -           | (10,177)   
|Cash flows from financing activities                                  |             |             |            
|Shares issued for 401(k) plan                                         | -           | 110,241     | 469,487    
|Purchase of treasury shares                                           | (1,507,230) | (117,802)   | -          
|Stock options exercised                                               | 30,117      | -           | -          
|Cash dividends paid                                                   | (845,158)   | (1,458,263) | (1,114,047)
|Net cash from financing activities                                    | (2,322,271) | (1,465,824) | (644,560)  
|Net change in cash                                                    | (1,166,247) | 350,947     | 861,608    
|Cash at beginning of year                                             | 2,335,796   | 1,984,849   | 1,123,241  
|Cash at end of year                                                   | $1,169,549  | $2,335,796  | $1,984,849 

<PAGE>

NOTE 13 -  OTHER COMPREHENSIVE INCOME

Other comprehensive income is summarized as follows:

|                                                                         | 2000      | 1999       | 1998       
|------------------------------------------------------------------------ | --------- | ---------- | -----------
|Unrealized holding gains (losses) on available-for-sale
securities       | $514,603  | $(694,299) | $     (639)
|Less reclassification adjustment for losses (gains)
recognized in income | -         | (983)      | (64)       
|Net unrealized holding gains (losses)                                    | 514,603   | (695,282)  | (703)      
|Tax effect                                                               | (174,969) | 236,399    | 238        
|Other comprehensive income (loss)                                        | $339,634  | $(458,883) | $     (465)

<PAGE>

CSB BANCORP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2000 and 1999

NOTE 14 - FAIR VALUES OF FINANCIAL INSTRUMENTS

Financial instruments at year-end are as follows, in thousands.

|                                        | ------------2000-------------- | -----------1999-----------
|--------------------------------------- | ------------------------------ | --------------------------
|                                        | Carrying
Amount                | Fair Value                
|Financial assets                        |                                |                           
|Cash and equivalents                    | $   15,853                     | $   15,853                
|Securities available for sale           | 27,190                         | 27,190                    
|Securities held to maturity             | 69,360                         | 70,329                    
|Loans, net of allowance for loan
losses | 198,358                        | 199,956                   
|Accrued interest receivable             | 2,356                          | 2,356                     
|Financial liabilities                   |                                |                           
|Demand and savings deposits             | $ (107,827)                    | $ (107,827)               
|Time deposits                           | (160,756)                      | (161,209)                 
|Repurchase agreements                   | (15,584)                       | (15,584)                  
|FHLB borrowings                         | (8,465)                        | (8,499)                   
|Accrued interest payable                | (543)                          | (543)                     

The following methods and assumptions were used to estimate fair values for financial instruments.  The carrying
amount is considered to approximate fair value for cash and short-term instruments, demand deposits, short-term
borrowings, accrued interest, and variable rate loans or deposits that reprice fully and frequently.  Securities fair
values are based on quoted market prices or, if no quotes are available, on the rate and term of the security and on
information about the issuer.  For long-term fixed-rate loans, deposits and borrowings, and for variable-rate loans or
deposits with infrequent repricing, the fair value is estimated by discounted cash flow analysis using current market
rates for the estimated life and credit risk.  Fair values for impaired loans are estimated using discounted cash flow
analyses or underlying collateral values, where applicable.  The fair value of debt is based on currently available
rates for similar financing.  The fair value of off-balance sheet items is not material.

<PAGE>

CSB BANCORP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2000 and 1999

NOTE 15 - QUARTERLY FINANCIAL DATA (UNAUDITED)

|               | Interest
Income | Net Interest
Income | Net Income
(Loss) | Basic and
Diluted
Earnings per
Common Share
|-------------- | --------------- | ------------------- | ----------------- | -------------------------------------------
|2000           |                 |                     |                   |                                            
|First quarter  | $6,057,822      | $3,064,706          | $974,071          | $   0.37                                   
|Second quarter | 6,334,064       | 3,215,158           | (609,267)         | (0.22)                                     
|Third quarter  | 6,562,948       | 3,209,083           | 716,194           | 0.27                                       
|Fourth quarter | 6,542,040       | 3,226,436           | (760,105)         | (0.30)                                     
|               |                 |                     |                   |                                            
|1999           |                 |                     |                   |                                            
|First quarter  | $5,819,333      | $2,885,178          | $918,537          | $   0.35                                   
|Second quarter | 5,828,010       | 2,927,544           | 1,110,743         | 0.42                                       
|Third quarter  | 5,968,925       | 3,052,480           | 1,120,771         | 0.42                                       
|Fourth quarter | 6,090,758       | 3,159,682           | 1,116,235         | 0.42                                       
|               |                 |                     |                   |                                            

During the second quarter of 2000, the Company's provision for loan losses was $2.7 million, compared to
$150,000 in the same period for 1999. This was a result of several factors, one of which was continued volume in
the Company's commercial lending, which represents a higher risk of loss than traditional one-to-four family
mortgage lending. This combined with the rising interest rate environment, which has impacted the ability of some
businesses to meet their scheduled loan payments in accordance with original loan terms.  Lastly, information
obtained in the second quarter about specific borrower situations led to charge-offs and additional reserve
requirements.  Net charge-offs were $1.0 million for the second quarter 2000 compared to $394,000 in 1999.

The third quarter 2000 provision for loan losses was $616,000, compared to $151,000 for the same period in 1999.
This was a result of the factors noted above.  Management continued to identify loans which required additional
specific allocations.  The provision in 2000 was also impacted by $605,000 in net charge-offs taken in the third
quarter compared to $48,000 in 1999.

The fourth quarter 2000 provision for loan losses was $2.6 million, while 1999 was $161,000.  During the fourth
quarter, information became available to management which indicated that loan repayment on certain loans or credit
relationships may not occur as originally estimated.  Further, additional credits were identified as having been
impacted by recent financial circumstances that called the repayment ability of these companies into question, thus
increasing the number of loans identified in the internal loan classifications.  As a result, net charge-offs were
$403,000 in the fourth quarter, and specific allocations in the portfolio increased.  Lastly, management adjusted its
loan loss allowance methodology to incorporate additional risk considerations in its problem loan identification
process.

In addition to the provision expense mentioned above, the Company experienced higher expenses during the third
and fourth quarters than had previously been recorded as a result of the Written Agreement discussed in Note 11.
This consisted primarily of additional legal and professional fees and led to a decrease in net income in these two
quarters of 2000.