EXHIBIT 99


<PAGE>



                           Thistle Group Holdings, Co.

                                  BALANCE SHEET
                                   (Unaudited)

                                                               At March 31, 1998
ASSETS:

         Total Assets                                              $         --
                                                                    ===========


LIABILITIES AND STOCKHOLDERS' EQUITY

         Liabilities                                               $         --
                                                                    -----------

         Stockholders' Equity:

                  Preferred Stock, no par value per share,
                  Authorized - 10,000,000 shares;
                  Issued and Outstanding - None                              --

                  Common Stock, $.10 par value per share,
                  Authorized - 40,000,000 shares;
                  Issued and Outstanding - None                              --

                  Additional Paid-in Capital                       $         --
                                                                    -----------

                  Total Stockholders' Equity                       $         --
                                                                    -----------

                  Total Liabilities and Stockholders' Equity       $         --
                                                                    ===========


                                       F-1

<PAGE>



                           Thistle Group Holdings, Co.

                               STATEMENT OF INCOME



                    For the period beginning January 1, 1998
                                to March 31, 1998
                                   (Unaudited)



Net Income                                                         $         --
                                                                    ===========

                                       F-2

<PAGE>



                           Thistle Group Holdings, Co.

                             STATEMENT OF CASH FLOWS



                    For the period beginning January 1, 1998
                                to March 31, 1998
                                   (Unaudited)



Cash flows from operating, financing and investing activities      $         --
                                                                    ===========

                  Net cash provided by operation,
                    financing and investing activities             $         --
                                                                    ===========

Cash and cash equivalents at beginning of period                   $         --
                                                                    -----------

Cash and cash equivalents at end of period                         $         --
                                                                    ===========

                                       F-3

<PAGE>


                           Thistle Group Holdings, Co.

                          NOTES TO FINANCIAL STATEMENTS



Note 1.  Incorporation and Organization
         ------------------------------
 
         Thistle Group Holdings,  Co.  ("Registrant")  was incorporated in March
1998,  solely for the purpose of becoming a savings and loan holding  company of
Roxborough-Manayunk  Federal  Savings Bank (the  "Bank").  As of this date,  the
Registrant had not conducted any business.

Note 2.  Plan of Reorganization
         ----------------------

         On March 26, 1998,  the Registrant  filed a  Registration  Statement on
Form S-1 ("Registration  Statement") with the Securities and Exchange Commission
("SEC").  The  Registration  Statement was filed as part of a Plan of Conversion
and Reorganization (the "Plan") and transactions  incident to the Plan, pursuant
to which (i) the Bank  established  the Registrant as a first-tier  Pennsylvania
chartered  corporation  subsidiary;  (ii) the Registrant will charter an interim
federal  association  ("Interim");  (iii) the Mutual Holding  Company will merge
with and into the Mid-Tier  Holding  Company (upon its  conversion to a mid-tier
federal corporation), shares of the common stock of the Mid-Tier Holding Company
("Mid-Tier  Common Stock") held by the Mutual  Holding  Company will be canceled
and certain  depositors  of the Bank will  receive an interest in a  liquidation
account  of the  Mid-Tier  Holding  Company  in  exchange  for such  depositors'
interest in the Mutual Holding  Company;  (iv) the Mid-Tier Holding Company will
convert into an interim  federal savings  association  which will merge with and
into the Bank (the "Mid- Tier Merger") with the Bank as the resulting entity and
stockholders  of the  Mid-Tier  Holding  Company  other than the Mutual  Holding
Company  ("Minority  Stockholders")  will  constructively  receive shares of the
Bank's  common  stock in exchange  for their  Mid-Tier  Common Stock and certain
depositors  will  receive an  interest in a  liquidation  account of the Bank in
exchange for such  depositors'  interest in the Mid-Tier  Holding  Company;  (v)
contemporaneously with the Mid-Tier Merger, Interim will merge with and into the
Bank with the Bank as the  surviving  entity (the "Bank  Merger")  and  Minority
Stockholders  will  exchange  the  shares of the Bank's  common  stock that they
constructively received in the Mid-Tier Merger for the Registrant's common stock
pursuant to the "Exchange  Ratio" as defined in the Proxy  Statement/Prospectus;
(vi)  contemporaneously with the Bank Merger, the Registrant will offer for sale
shares of common stock in  subscription  and community  offerings and; (vii) the
Bank will change its name to "Roxborough-Manayunk Bank." The Bank is a federally
chartered  savings bank which is  regulated by the Office of Thrift  Supervision
("OTS").

Note 3.  Subsequent Events
         -----------------

         The Registrant's Registration Statement was deemed effective on May 14,
1998. The subscription  offering ended June 15, 1998 and the community  offering
is currently being conducted.


                                       F-4