SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                -----------------

                                    FORM 10-Q

                   QUARTERLY REPORT UNDER SECTION 13 OR 15 (D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


For Quarter Ended September 30, 1999             Commission File Number 0-24120


                       WESTERN OHIO FINANCIAL CORPORATION
             (Exact name of registrant as specified in its charter)


           DELAWARE                                           31-1403116
  (State of jurisdiction of                                (I.R.S. Employer
incorporation or organization)                           Identification Number)


 28 EAST MAIN STREET, SPRINGFIELD, OHIO                              45501-0509
(Address of principal executive offices)                             (Zip Code)


                                 (937) 325-9990
              (Registrant's telephone number, including area code)


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed  by  Section  13 or 15 (d) of the  Securities  Exchange  Act of 1934
during the preceding 12 months (or for such shorter  period that the  registrant
was  required  to file such  reports),  and (2) has been  subject to such filing
requirements for the past 90 days.


                                 YES [X] NO [ ]



As of November 12, 1999 there were 2,075,064 shares of the  Registrant's  common
stock issued and outstanding.


<PAGE>



                                      INDEX



                       WESTERN OHIO FINANCIAL CORPORATION



PART I.   FINANCIAL INFORMATION                                           PAGES


Item 1.  Financial Statements:

          Condensed Consolidated Statements of Financial Condition..  . . .3

          Condensed Consolidated Statements of Income  . . . . . . .  . . .4

          Condensed Consolidated Statements of Comprehensive Income   . . .5

          Condensed Consolidated Statements of Cash Flows  . . . . .  . . .6

          Notes to Condensed Consolidated Financial Statements . . .  . . .7


Item 2.  Management's Discussion and Analysis of
          Financial Condition and Results of Operations . . . . . . . . . .8-15

Item 3.  Quantitative and Qualitative Disclosures About Market Risk . . . .16


PART II.  OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . . . .17

Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . .. . . . .18

                                       2

<PAGE>

                       WESTERN OHIO FINANCIAL CORPORATION
                 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                       September 30,    December 31,
(Dollars in thousands)                                                     1999            1998
----------------------------------------------------------------------------------------------------
                                    ASSETS
<S>                                                                    <C>              <C>
Cash and cash equivalents                                              $   7,140        $  13,854
Securities available for sale, at fair value                               9,016           15,402
Mortgage-backed securities available for sale, at fair value              43,143           50,044
Federal Home Loan Bank stock, at cost                                      7,322            6,948
Loans receivable, net                                                    252,148          234,812
Premises and equipment, net                                                3,292            3,241
Real estate owned                                                             --               56
Other assets                                                               4,897            3,371
----------------------------------------------------------------------------------------------------
Total Assets                                                           $ 326,958        $ 327,728
====================================================================================================


                     LIABILITIES AND SHAREHOLDERS' EQUITY

Deposits                                                               $ 200,949        $ 192,966
Advances from the Federal Home Loan Bank of Cincinnati                    79,568           85,252
Other liabilities                                                          2,523            1,916
----------------------------------------------------------------------------------------------------
   Total Liabilities                                                     283,040          280,134
----------------------------------------------------------------------------------------------------

Common stock                                                                  26               26
Additional paid-in-capital                                                40,446           40,452
Accumulated Other Comprehensive income                                    (1,813)            (120)
Unearned ESOP                                                             (1,131)          (1,309)
Unearned MRP-Deferred                                                       (970)          (1,092)
Treasury Stock;  569,936 and 476,317 shares at cost respectively         (12,734)         (10,714)
Retained earnings(substantially restricted)                               20,094           20,351
----------------------------------------------------------------------------------------------------
   Total Shareholders' equity                                             43,918           47,594
----------------------------------------------------------------------------------------------------
Total Liabilities And Shareholders' Equity                             $ 326,958        $ 327,728
====================================================================================================

</TABLE>

------------------------------
See Notes to Consolidated Financial Statements.

                                                  3

<PAGE>

                       WESTERN OHIO FINANCIAL CORPORATION
                        CONSOLIDATED STATEMENTS OF INCOME
                                   (Unaudited)
<TABLE>
<CAPTION>


                                                             For the Quarter Ended          For the Nine Months Ended
                                                                 September 30,                    September 30,
(Dollars in thousands except per share amounts)               1999            1998          1999              1998
---------------------------------------------------------------------------------------------------------------------

<S>                                                         <C>             <C>             <C>             <C>
Interest Income:
  Interest and fees on loans                                $  4,816        $  4,871        $ 14,190        $ 15,514
  Interest on mortgage-backed securities                         713             230           2,199             923
  Interest and dividends on investment securities                154              92             525             772
  Interest on overnight and interest bearing deposits             36             998             215           2,018
  Other interest and dividends                                   130             123             375             358
---------------------------------------------------------------------------------------------------------------------
     Total Interest Income                                     5,849           6,314          17,504          19,585
---------------------------------------------------------------------------------------------------------------------

Interest expense:
  Interest expense on deposits                                 2,424           3,308           7,217           9,747
  Interest on borrowings                                         969             721           2,941           2,410
---------------------------------------------------------------------------------------------------------------------
     Total Interest Expense                                    3,393           4,029          10,158          12,157
---------------------------------------------------------------------------------------------------------------------

Net Interest Income                                            2,456           2,285           7,346           7,428
Provision for losses on loans                                     74              --             182            (261)

Net interest income after provision for losses                 2,382           2,285           7,164           7,689

Gain/(Loss) on sale of loans and other assets                    (14)             85             162             494

Other income                                                     288             297             807             762
---------------------------------------------------------------------------------------------------------------------
Other expenses                                                (2,048)         (2,331)         (6,176)         (7,140)
---------------------------------------------------------------------------------------------------------------------

  Income before income taxes                                     608             336           1,957           1,805
---------------------------------------------------------------------------------------------------------------------
Income tax expense                                               229             150             727             714
---------------------------------------------------------------------------------------------------------------------

Net Income                                                  $    379        $    186        $  1,230        $  1,091
=====================================================================================================================

Earnings per share:
  Basic                                                     $   0.19        $   0.09        $   0.62        $   0.49
  Diluted                                                   $   0.19        $   0.08        $   0.62        $   0.48
=====================================================================================================================
</TABLE>

------------------------------
See Notes to Consolidated Financial Statements.

                                                  4


<PAGE>

                 CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                          For the Quarter Ended      For the Nine Months Ended
                                                               September 30,                September 30,
                                                          1999             1998         1999           1998
(Dollars in thousands)
---------------------------------------------------------------------------------------------------------------
<S>                                                      <C>            <C>           <C>            <C>
Net income                                               $   379        $   186       $ 1,230        $ 1,091

Other comprehensive income, net of tax:
Unrealized gains / (losses) arising during period           (216)            62        (1,693)            82
Less:  reclassification adjustment for accumulated
     gains/losses included in net income                      --             --            --           (307)
---------------------------------------------------------------------------------------------------------------
Other comprehensive income                                  (216)            62        (1,693)          (225)
---------------------------------------------------------------------------------------------------------------

Comprehensive income/(Loss)                              $   163        $   248       $  (463)       $   866
===============================================================================================================

</TABLE>

                                                  5

<PAGE>

                       WESTERN OHIO FINANCIAL CORPORATION
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                         For the Nine Months Ended
                                                                                September 30,
(Dollars in thousands)                                                      1999            1998
-----------------------------------------------------------------------------------------------------

<S>                                                                        <C>             <C>
Cash flows from operating activities                                       $  3,482        $  1,672
-----------------------------------------------------------------------------------------------------

Cash flows from investing activities:
  Loans:
    Originations                                                            (55,757)        (34,660)
    Purchases                                                               (39,694)             --
    Collections                                                              75,349          68,011
    Sales                                                                     1,344              --
  Mortgage-backed securities:
    Collections                                                               5,113           3,765
    Purchases                                                                    --         (20,073)
    Sales                                                                        --           7,119
  Investment securities:
    Maturities                                                                5,500           1,701
    Sales                                                                        --          15,193
  Property and equipment:
    Additions                                                                  (812)           (369)
    Sale proceeds                                                               524              --
  Real Estate Owned
     Purchases                                                                                 (248)
     Sales                                                                       56
-----------------------------------------------------------------------------------------------------
                    Net cash provided (used) by investing activities         (8,377)         40,439
-----------------------------------------------------------------------------------------------------

Cash flows from financing activities:
  Net increase in savings deposits                                            7,982          15,661
  Net decrease in advances from borrowers for taxes and insurance              (529)           (435)
  Treasury stock repurchase                                                  (2,172)         (4,286)
  Dividends paid                                                             (1,549)         (1,629)
  Stock options, net                                                            132              --
  Advances from Federal Home Loan Bank:
    Net borrowings                                                           64,375          45,690
    Repayments                                                              (70,058)        (36,266)
-----------------------------------------------------------------------------------------------------
                    Net cash provided (used) by financing activities         (1,819)         18,735
-----------------------------------------------------------------------------------------------------

Net Increase (decrease) in cash and cash equivalents                         (6,714)         60,846

Cash and cash equivalents:
  Beginning                                                                  13,854          31,239
-----------------------------------------------------------------------------------------------------
  Ending                                                                   $  7,140        $ 92,085
=====================================================================================================
</TABLE>

---------------------------------
See Notes to Consolidated Financial Statements.

                                                  6

<PAGE>

                       WESTERN OHIO FINANCIAL CORPORATION
              Notes to Condensed Consolidated Financial Statements

PRINCIPLES OF CONSOLIDATION:

The  financial  statements  include  Western  Ohio  Financial  Corporation  (the
"Company") and its wholly owned subsidiary Cornerstone Bank ("Cornerstone"). The
financial  statements  of  Cornerstone  include the accounts of its wholly owned
subsidiaries,  CornerstoneBanc  Financial Services Corporation ("CBFS") formerly
West Central Mortgage Services, Inc., and West Central Financial Services, Inc.
("WCFS").

BASIS OF PRESENTATION:

The accompanying  unaudited condensed financial statements have been prepared in
accordance with generally accepted  accounting  principles for interim financial
reporting  and with the  instructions  to Form 10-Q and Article 10 of Regulation
S-X.  Accordingly,  they do not include  all of the  information  and  footnotes
required by generally  accepted  accounting  principles  for complete  financial
statements. In the opinion of management,  all adjustments (consisting of normal
recurring  accruals)  considered  necessary  for a fair  presentation  have been
included.  These  unaudited  condensed  financial  statements  should be read in
conjunction  with the financial  statements  and notes  thereto  included in the
Company's  annual report on Form 10-K for the year ended  December 31, 1998. The
financial  data  and  results  of  operations  for  periods  presented  may  not
necessarily  reflect  the  results  to be  anticipated  for the entire  year.

EARNINGS PER COMMON AND COMMON  EQUIVALENT  SHARE:

Basic  earnings  per share are computed by dividing  income  available to common
shareholders by the weighted-average number of common shares outstanding for the
period. Diluted earnings per share includes the dilutive effect of stock options
granted and  unearned  MRP shares using the  treasury  stock  method.  The basic
weighted average number of common shares  outstanding during the three month and
nine month  periods  ended  September  30, 1999 were  1,952,120  and  1,973,667,
respectively. The diluted weighted average number of common shares giving effect
to stock  options and unearned MRP shares  during the three month and nine month
periods ended September 30, 1999 were 1,970,373 and 1,998,462, respectively. The
basic  weighted  average  number of common shares  outstanding  during the three
month and nine  month  periods  ended  September  30,  1998 were  2,153,351  and
2,210,308,  respectively.  The diluted  weighted average number of common shares
giving  effect to stock  options and unearned MRP shares  during the three month
and nine month periods ended  September 30, 1998 were  2,193,673 and  2,264,011,
respectively.

                                        7


<PAGE>


ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
                             RESULTS OF OPERATIONS

FORWARD-LOOKING STATEMENTS-When used in this filing and in future filings by the
Company with the  Securities  and Exchange  Commission,  in the Company's  press
releases or other public or shareholder  communications,  or in oral  statements
made with the approval of an authorized  executive officer, the words or phrases
"would be", "will allow", "intends to", "will likely result", "are expected to",
"will continue", "is anticipated",  "estimate", "project" or similar expressions
are intended to identify "forward-looking  statements" within the meaning of the
Private Securities Litigation Reform Act of 1995. Such statements are subject to
risks and  uncertainties,  including  but not  limited to  changes  in  economic
conditions  in the  Company's  market  area,  changes in policies by  regulatory
agencies,  fluctuations  in interest  rates,  demand for loans in the  Company's
market area and competition,  all or some of which could cause actual results to
differ  materially from historical  earnings and those presently  anticipated or
projected.  The Company wishes to caution readers not to place undue reliance on
any such  forward-looking  statements,  which speak only as of the date made and
advises readers that various factors,  including  regional and national economic
conditions,  substantial  changes in levels of market interest rates, credit and
other risks of lending and investment  activities and competitive and regulatory
factors,  could affect the Company's  financial  performance and could cause the
Company's  actual  results for future  periods to differ  materially  from those
anticipated or projected.

The Company does not undertake,  and specifically  disclaims any obligation,  to
update any  forward-looking  statements to reflect  occurrences or unanticipated
events or circumstances after the date of such statements.

IMPACT OF THE YEAR 2000-The  Company's lending and deposit activities are almost
entirely dependent upon computer systems which process and record  transactions,
although  the  Company can  effectively  operate  with manual  systems for brief
periods when its  electronic  systems  malfunction  or cannot be  accessed.  The
Company utilizes the services of a nationally recognized data processing service
bureau that  specializes  in data  processing  for  financial  institutions.  In
addition  to its  basic  operating  activities,  the  Company's  facilities  and
infrastructure,  such as security  systems  and  communications  equipment,  are
dependent, to varying degrees, upon computer systems.

The Company is aware of the potential Year 2000 related problems that may affect
the  computers  that  control  or  operate  the  Company's   operating  systems,
facilities  and  infrastructure.  In  1997,  the  Company  began  a  process  of
identifying  any Year  2000  related  problems  that may be  experienced  by its
computer-operated or  computer-dependent  systems. The Company has contacted the
companies   that  supply  or  service   the   Company's   computer-operated   or
computer-dependent  systems  to obtain  confirmation  that each  system  that is
material  to the  operations  of the  Company  is  either  currently  Year  2000
compliant  or is  expected  to be Year  2000  compliant.  All of the  identified
computer systems affected by the Year 2000 issue have been renovated,  validated
or implemented in the process of becoming Year 2000 compliant. Other than public
utilities,  the various  companies  whose  services  are deemed  critical to the
mission  of the  Company  have been  tested  or  assurances  received  that such
companies will be Year 2000 compliant.

The Company has  completed  testing of its critical  systems to ensure they will
perform as expected in the Year 2000.  However,  if unexpected  system operating
problems should occur, or if electrical power necessary to operate the Company's

                                       8

<PAGE>


systems is not available,  contingency  plans have been  developed.  The Company
would implement manual systems until such systems could be  re-established.  The
Company does not  anticipate  that such  short-term  manual systems would have a
material adverse effect on the Company's  operations.  The expense of any change
in  suppliers  or  servicers  is not  expected to be  material  to the  Company.
Currently,  the  Company  has spent  approximately  $60,000 to test or  renovate
mission critical systems.  An additional expense of $4,000 for Year 2000 testing
will be incurred in the fourth quarter of 1999 for ongoing monitoring.

In addition to the  possible  expense  related to its own  systems,  the Company
could  incur  losses if loan  payments  are  delayed  due to Year 2000  problems
affecting  any of the Company's  significant  borrowers or impairing the payroll
systems of large  employers in the Company's  primary  market area.  Because the
Company's  loan  portfolio  is highly  diversified  with  regard  to  individual
borrowers and types of businesses  and the Company's  primary market area is not
significantly dependent on one employer or industry, the Company does not expect
any  significant  or prolonged  Year 2000 related  difficulties  will affect net
earnings or cash flow.

                                       9

<PAGE>


                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS


FINANCIAL CONDITION

Western Ohio Financial  Corporation  ("the  Company") is the holding  company of
Cornerstone Bank.  Consolidated  assets of the Company totaled $327.0 million at
September  30, 1999, a decrease of $700,000  from the December 31, 1998 total of
$327.7 million.

Loans receivable increased $17.3 million to $252.1 million on September 30, 1999
from $234.8 million on December 31, 1998.  This increase is primarily the result
of the Company  purchasing  approximately  $39.7 million of loans in addition to
its own production to offset the amortization and prepayment of its mortgage and
investment  loan  portfolio.   These  loans  are  one-to-four  and  multi-family
residential  loans  located  in Ohio  and the  northeastern  part of the  United
States.  Management  purchases  loans  only  after  evaluating  credit  quality,
liquidity,  and internal loan  production,  and will continue to evaluate future
purchases accordingly.

Cash and cash equivalents decreased by $6.8 million to $7.1 million on September
30, 1999,  from $13.9  million on December 31, 1998.  Cash and cash  equivalents
consist  of  cash,  checking  deposits  and  federal  funds  deposited  at other
financial institutions. The excess cash and cash equivalents were used to reduce
advances from the Federal Home Loan Bank.

Securities available for sale decreased $6.4 million or 41.5% from $15.4 million
at December 31, 1998,  to $9.0  million on September  30, 1999.  The decrease is
primarily the result of  securities  maturing  during March 1999.  The Company's
mortgage-backed securities available for sale decreased by $6.9 million or 10.4%
from $50.0 million on December 31, 1998, to $43.1 million on September 30, 1999.
This was due to principal repayments on existing mortgage-backed  securities and
the decline in market value of those securities available for sale. A portion of
these securities is often referred to as derivatives.  The derivative securities
are all adjustable rate in nature and were not "high risk"  securities under the
criteria set forth by the Federal  Financial  Institutions  Examination  Council
("FFIEC"). Proceeds from maturing securities were invested in loans in an effort
to improve yields on earning assets.

The  investment  in the  stock  of the  Federal  Home  Loan  Bank of  Cincinnati
increased by $374,000 from $6.9 million at December 31, 1998, to $7.3 million at
September  30,  1999.  The  increase is due to the stock  dividends  paid by the
Federal  Home  Loan  Bank.  This  investment  is  dictated  by an  institution's
membership  in the Federal  Home Loan Bank and is a factor of the  institution's
borrowings  and  total  assets.  Currently,  dividends  on such  stock  are paid
primarily in the form of additional shares of stock.

Other  assets  increased  $1.5  million  from $3.4  million on December 31, 1998
compared to $4.9 million in the nine months ended  September 30, 1999.  This was
primarily due to an increase in deferred  taxes  associated  with the fair value
adjustment  of  securities  available for sale as well as an increase in prepaid
franchise tax and interest receivable.

                                       10

<PAGE>

Deposits at  September  30, 1999  totaled  $200.9  million,  an increase of $7.9
million from $193.0 million at December 31, 1998. This increase is generally due
to Cornerstone's  aggressive attempt to increase  deposits.  Money fund accounts
increased  $3.9 million from $49.1 million at December 31, 1998 to $53.0 million
at September  30, 1999.  In addition,  certificates  of deposit  increased  $5.9
million or 5.0% from $117.5  million at December  31, 1998 to $123.4  million at
September 30, 1999.

Advances  at  September  30,  1999  totaled  $79.6  million,  a decrease of $5.7
million,  or 6.7%, from $85.3 million at December 31, 1998. Advances were repaid
from excess cash and cash  equivalents.  The  advances  have fixed and  variable
rates.

Other liabilities  increased $607,000 from $1.9 million on December 31, 1998, to
$2.5 million on September 30, 1999. This increase is due to an increase in taxes
offset by a decrease in advance payments held in escrow due to real estate taxes
paid in the first and third quarter of 1999.

Total stockholders' equity decreased $3.7 million from $47.6 million at December
31, 1998, to $43.9 million at September 30, 1999. This decrease is primarily due
to the Company purchasing approximately $2.1 million of its own stock during the
first nine months of 1999 and a decrease in the market value of  securities  and
mortgage-backed securities held for sale.

As of September 30, 1999,  the Company had  commitments  to make $1.3 million of
residential loans and no commitments to make  nonresidential  mortgage loans. It
is expected that these loans will be funded within 30 days. The Company also had
$3.4  million in  commitments  to fund  loans on  residential  properties  under
construction  and $363,000 in  commitments to fund other  construction  mortgage
loans.  These  commitments  are  anticipated  to be filled  within  three to six
months.  Unused  commercial  lines of credit  were $1.1  million and unused home
equity lines of credit were $10.5 million.

                                       11

<PAGE>


CAPITAL RESOURCES AND LIQUIDITY OF CORNERSTONE BANK

Cornerstone  Bank  is  subject  to  various  regulatory   capital   requirements
administered by the federal regulatory agencies. Failure to meet minimum capital
requirements can initiate certain mandatory  actions that, if undertaken,  could
have a direct  material  effect on  Cornerstone's  financial  statements.  Under
capital adequacy  guidelines and the regulatory  framework for prompt corrective
action,  Cornerstone  must meet specific  guidelines  that involve  quantitative
measures of Cornerstone's  assets,  liabilities,  and certain  off-balance sheet
items as calculated  under  regulatory  accounting  practices.  At September 30,
1999,  management  believes  Cornerstone  is in compliance  with all  regulatory
capital  requirements.  Cornerstone  is considered  well  capitalized  under the
Federal Deposit  Insurance Act at September 30, 1999. The following is a summary
of the Bank's  approximate  regulatory  capital  position  and minimum  required
levels to be adequately  capitalized under prompt corrective action  regulations
in dollars  (thousands) and as a percentage of regulatory  assets,  at September
30, 1999.

<TABLE>
<CAPTION>

                                    ACTUAL              REQUIRED              EXCESS
                                    ------              --------              ------
<S>                          <C>         <C>        <C>         <C>      <C>         <C>
Tangible Capital             $42,539     12.99%     $ 4,913     1.5%     $37,626     11.49%
Core Capital                 $42,539     12.99%     $13,103     4.0%     $29,436      8.99%
Risk-Based Capital           $43,918     21.43%     $16,398     8.0%     $27,520     13.43%

</TABLE>


Federal  regulations  require the Bank to maintain an average  daily  balance of
liquid assets including mortgage-backed securities,  equal to at least 4% of the
sum of its  average  daily  balance of net  withdrawable  deposit  accounts  and
borrowings  payable  in one year or less  for the  preceding  calendar  quarter.
Liquidity is measured by cash and certain  investments  that are not  committed,
pledged,  or required to  liquidate  specific  liabilities.  The  following is a
summary of the Bank's regulatory liquidity ratio.


                    September 30,     June 30,     March 31,     December 31,
                        1999            1999         1999           1998
                    -------------     --------     ---------     ------------

Liquid Assets          25.2%           29.2%        34.4%           36.3%


The above tables pertain only to  Cornerstone.  The resources of the Company are
not considered in meeting the above requirements.

                                       12

<PAGE>


RESULTS OF OPERATIONS

GENERAL

For the nine months ended  September  30,  1999,  net income was $1.2 million an
increase  of  $140,000  compared  to $1.1  million  for the  nine  months  ended
September 30, 1998. The increase was due primarily to a decrease in non-interest
expense of $964,000 offset by the decrease in gains of the sale of assets and an
increase in the loan loss provision in 1999. Compensation and employee benefits,
goodwill, and other expenses were all reduced in the nine months ended September
30, 1999 due to the Company exiting the Cincinnati  market.  The gain on sale of
loans and other assets is down  $332,000  primarily due to the sale last year of
the Federal Home Loan Mortgage  Corporation stock and mortgage-backed  security.
For the quarter ended September 30, 1999, net income was $379,000 an increase of
$193,000  compared to $186,000 for the same period ended  September 30, 1998. An
increase in the net interest  income of $172,000 in addition to the net decrease
in non-interest  expense was the primary reason for the additional income in the
quarter.

INTEREST INCOME

For the nine months ended September 30, 1999,  interest income of $17.5 million,
decreased  by $2.1  million  compared to the nine months  September  30, 1998 of
$19.6  million.  Interest and fees on loans for the nine months ended  September
30, 1999 of $14.2  million  decreased by $1.3 million from $15.5 million for the
nine months ended  September 30, 1998. The lower volume of loans over comparable
periods is the result of selling fixed rate loans in the secondary market rather
than  maintaining  the  loans  in  the  portfolio.  Interest  and  dividends  on
investment  securities decreased $247,000 during the nine months ended September
30,  1999,  over the nine  months  ended  September  30,  1998 due to  principal
payments  on  securities   available  for  sale.   Interest  on  mortgage-backed
securities  increased  $1.3 million  resulting from  additional  mortgage-backed
securities  available for sale.  Interest on overnight fed funds  decreased $1.8
million or 89.3% due to a lower volume of fed funds after funding the Cincinnati
area deposit sale in the fourth quarter of 1998. Interest income of $5.8 million
for the three  months  ended  September  30,  1999 was down  $464,000  from $6.3
million for the same period ended  September  30, 1998.  The major causes of the
decline are the lower volume of overnight  deposits and other securities,  again
attributed to the sale of the Cincinnati branches.

INTEREST EXPENSE

Interest expense  decreased by $2.0 million to $10.2 million for the nine months
ended  September 30, 1999 from $12.2 million for the nine months ended September
30,  1998.  The  decrease  was  primarily  due to the  sale of  deposits  in the
Cincinnati  area  completed  in the fourth  quarter  of 1998.  The  interest  on
borrowings  increased  $531,000  from $2.4  million  for the nine  months  ended
September  30,  1998,  to  approximately  $2.9 million for the nine months ended
September 30, 1999.  Interest expense decreased  $636,000 or 15.8% for the three
months ended  September 30, 1999 as compared to September 30, 1998.  Interest on
deposits  decreased  $884,000 or 26.7% from $3.3  million  for the three  months
ended  September  30, 1998 to $2.4 million for the three months ended  September
30, 1999. The interest on borrowings  increased  $248,000 or 34.4% from $721,000
for the three  months ended  September  30, 1998 to $969,000 for the same period
ended September 30, 1999.

                                       13

<PAGE>

NET INTEREST INCOME

Net interest income  decreased  slightly by $82,000 to $7.3 million for the nine
months ended  September 30, 1999 as compared to $7.4 million for the nine months
ended  September  30, 1998.  This  decrease is due to the  reduction in interest
expense from deposits being sold in the  Cincinnati  area offset by the decrease
in interest  income from the  reduction  of loans,  investment  securities,  and
overnight fed funds.  Net interest  income for the three months ended  September
30, 1999  increased  $171,000 or 7.5% from $2.3 million on September 30, 1998 to
$2.5 million for September 30, 1999.  For the three months ending  September 30,
1998, net interest income was reduced due to holding additional cash equivalents
for the sale of the Cincinnati branches.


PROVISION FOR LOSSES ON LOANS

The provision for loan losses is a result of management's  periodic  analysis of
the adequacy of the allowance for loan losses and any specific losses applied to
that allowance. There was a $182,000 additional provision for loan losses during
the nine months  ended  September  30, 1999  compared to a recapture of the loan
loss  reserve of $261,000  for the nine months ended  September  30,  1998.  The
reduction of the loan loss provision in 1998 was due to the  decreasing  overall
loan  portfolio and the  successful  resolution of a major loan of concern.  The
increase  in 1999 was due to an increase  in the loan  portfolio.  For the three
months ended  September 30, 1999,  $74,000 was added to the loan loss  provision
compared to no additional  provision  added in the three months ended  September
30, 1998.

GAIN/(LOSS)ON SALE OF LOANS AND SECURITIES

Gain on sale of loans,  securities,  and other  assets was $162,000 for the nine
months  ended  September  30, 1999  compared to $494,000  for the same period in
1998.  The  decrease is primarily  due to selling a Federal  Home Loan  Mortgage
Corporation  stock  certificate and investment  security last year for a gain of
$307,000.  For the three months ended  September  30, 1999,  gains  decreased by
$99,000, or 116.4%, compared to the same period last year.

OTHER INCOME

Other income increased  $45,000 for the nine months ended September 30, 1999, to
$807,000  from  $762,000  for the nine months  ended  September  30, 1998 due to
increases in deposit service  charges.  For the three months ended September 30,
1999,  other income of $288,000  decreased a modest $9,000 from $297,000 for the
three months ended September 30, 1998 due to lower loan fees.

OTHER EXPENSE

Total other expense decreased by $964,000, from $7.1 million for the nine months
ended  September 30, 1998,  to $6.2 million for the nine months ended  September
30,  1999.  For the three  months  ended  September  30,  1999,  other  expenses
decreased  $283,000  or 12.1% from $2.3  million on  September  30, 1998 to $2.0
million on September 30, 1999. The reduction is primarily due to lower operating
expenses and the elimination of goodwill amortization resulting from exiting the
Cincinnati area market.

INCOME TAX EXPENSE

Income tax  expense  increased  $13,000 to $727,000  for the nine  months  ended
September 30, 1999 from  $714,000 for the nine months ended  September 30, 1998.
Income tax expense  increased  $79,000 to $229,000  for the three  months  ended
September 30, 1999 from $150,000 for the three months ended  September 30, 1998.
This was a result of the  additional  net  income for the  quarter  and the nine
months ended September 30, 1999.

                                       14

<PAGE>



ITEM 3.   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The  Company's  primary  market risk  exposure  is interest  rate risk and, to a
lessor extent, liquidity risk. Interest rate risk is the risk that the Company's
financial  condition  will be  adversely  affected  due to movements in interest
rates. The income of financial institutions is primarily derived from the excess
of  interest  earned  on  interest-earning  assets  over  the  interest  paid on
interest-bearing  liabilities.  Accordingly, the Company places great importance
on monitoring and  controlling  interest rate risk. The measurement and analysis
of the exposure of the Company's primary operating subsidiary, Cornerstone Bank,
to changes in the interest rate  environment are referred to as  asset/liability
management.  One method used to analyze the Company's  sensitivity to changes in
interest rates is the "net portfolio value" ("NPV")  methodology used by the OTS
as part of its capital regulations.

NPV is generally  considered to be the present value of the  difference  between
expected incoming cash flows on  interest-earning  and other assets and expected
outgoing cash flows on interest-bearing  and other liabilities.  The application
attempts  to  quantify  interest  rate risk as the change in the NPV which would
result from a theoretical  200 basis point (1 basis point equals .01%) change in
market interest rates.  Both a 200 basis point increase in market interest rates
and a 200 basis point decrease in market interest rates are considered. Based on
internal  analysis,   management  believes   Cornerstone's  interest  rate  risk
sensitivity  between  December 31, 1998 and September 30, 1999 has increased due
to the rise in interest  rates during the period.  As of September 30, 1999, the
percentage change in NPV resulting from certain changes in interest rates remain
within the policy limits of the institution's Board of Directors.

The  institution's  NPV is more sensitive to rising rates than declining  rates.
From an overall  perspective,  such difference in sensitivity occurs principally
because,  as rates rise,  borrowers do not prepay fixed-rate loans as quickly as
they do when  interest  rates are  declining.  Thus,  in a rising  interest rate
environment,  because  the Company has  primarily  fixed-rate  loans in its loan
portfolio,  the amount of interest the Company  would receive on its loans would
increase  relatively  slowly as loans are slowly prepaid and new loans at higher
rates are made.  However,  the  interest  the Company  would pay on its deposits
would increase  rapidly  because the Company's  deposits  generally have shorter
periods to repricing.

As with any method of measuring  interest rate risk,  certain  shortcomings  are
inherent  in  the  NPV  approach.  For  example,  although  certain  assets  and
liabilities may have similar maturities or periods of repricing,  they may react
in different  degrees to change in market  interest  rates.  Also,  the interest
rates on certain  types of assets and  liabilities  may  fluctuate in advance of
changes in market  interest  rates,  while interest rates on other types may lag
behind  changes in market rates.  Further,  in the event of a change in interest
rates, expected rates of prepayment on loans and mortgage-backed  securities and
early  withdrawal  levels from  certificates  of deposit  would  likely  deviate
significantly from those assumed in making risk calculations.

In the event that interest rates rise from the recent  historically  low levels,
Cornerstone's  net interest income could be expected to be negatively  affected.
Moreover,  rising interest rates could negatively affect Cornerstone's  earnings
and thereby the Company's earnings due to diminished loan demand. As part of its
interest rate risk  strategy,  Cornerstone  has attempted to utilize  adjustable
rate and short-term duration loans and investments.

                                       15

<PAGE>

PART II

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

a)        Exhibits - Exhibit 3(ii) - Amended and Restated By-Laws
                   - Exhibit 27 - Financial Data Schedule
b)        Reports on Form 8-K - None




<PAGE>


                                   SIGNATURES

Pursuant  to the  requirement  of the  Securities  Exchange  Act  of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.


                                   WESTERN OHIO FINANCIAL CORPORATION
                                   REGISTRANT



Date:  NOVEMBER 12, 1999           /s/ John W. Raisbeck
                                   ---------------------------
                                   John W. Raisbeck, President
                                   and Chief Executive Officer
                                   (DULY AUTHORIZED OFFICER)




Date:  NOVEMBER 12, 1999           /s/ Craig F. Fortin
                                   --------------------------------------------
                                   Craig F. Fortin, Senior Vice President,
                                   Treasurer and Chief Financial Officer
                                   (PRINCIPAL FINANCIAL AND ACCOUNTING OFFICER)