SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-KSB
(Mark One)
[X]  Annual report  pursuant to section 13 or 15 (d) of the Securities  Exchange
     Act of 1934

     For the fiscal year ended   March 31, 1998

[    ]  Transition  report  pursuant  to section  13 or 15(d) of the  Securities
     Exchange  Act of 1934  For the  transition  period  from        to       .
                                                              ------    ------

Commission File No. 0-22535

                           SISTERSVILLE BANCORP, INC.
                -------------------------------------------------
                 (Name of Small Business Issuer in Its Charter)

Delaware                                                        31-1516424
---------------------------------------------                 ------------------
(State or Other Jurisdiction of Incorporation                  I.R.S. Employer
or Organization)                                              Identification No.

726 Wells Street, Sistersville, West Virginia                        26175
----------------------------------------------                 -----------------
(Address of Principal Executive Offices                           (Zip Code)

Issuer's Telephone Number, Including Area Code:                (304) 652-3671
                                                               --------------

Securities registered under to Section 12(b) of the Exchange Act:      None
                                                                      ------
Securities registered under to Section 12(g) of the Exchange Act:

                     Common Stock, par value $0.10 per share
                     ---------------------------------------
                                (Title of Class)

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

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

         State issuer's revenues for its most recent fiscal year: $2,350,673.

         The aggregate  market value of the voting stock held by  non-affiliates
         of the  registrant,  based  on  $15.50  per  share  sale  price  of the
         registrant's Common Stock on April 29, 1998, was $8,309,829.

         As of June 10,  1998,  there  were  628,357  outstanding  shares of the
registrant's Common Stock.

         Transition Small Business Disclosure Format (check one):
YES     NO  X
    ---    ---
                       DOCUMENTS INCORPORATED BY REFERENCE

         1.    Portions of the Annual Report to Stockholders for the Fiscal Year
               ended March 31, 1998 (the "Annual Report"). (Part II)

         2.    Portions  of the  Proxy  Statement  for  the  Annual  Meeting  of
               Stockholders for the Fiscal Year ended March 31, 1998. (Part III)


<PAGE>



PART I

Item 1.  Business
-----------------

Business of the Company

         Sistersville  Bancorp,  Inc. (the "Company") is a Delaware  corporation
organized  in  March  1997 at the  direction  First  Federal  Savings  and  Loan
Association of Sistersville  (the  "Association")  to acquire all of the capital
stock that the  Association  issued in its  conversion  from the mutual to stock
form of ownership  (the  "Conversion").  On June 25, 1997,  the  Conversion  was
completed and the  Association  became a wholly owned  subsidiary of the Company
and changed its name to First Federal Savings Bank (the "Bank").  The Company is
a unitary savings and loan holding company which, under existing laws, generally
is not  restricted  in the types of business  activities  in which it may engage
provided   that  the  Bank   retains  a  specified   amount  of  its  assets  in
housing-related  investments.  The Company  conducts no significant  business or
operations  of its own other than  holding all of the  outstanding  stock of the
Bank and  investing the  Company's  portion of the net proceeds  obtained in the
Conversion.

         The Bank is a federally  chartered stock savings bank  headquartered in
Sistersville,   West  Virginia.   The  Bank  is  subject  to   examination   and
comprehensive  regulation  by the Office of Thrift  Supervision  ("OTS") and its
deposits  are  federally  insured  by the  Savings  Association  Insurance  Fund
("SAIF").  The  Bank is a  member  of and  owns  capital  stock  in the  FHLB of
Pittsburgh,  which is one of the 12 regional  banks in the FHLB  System.  Unless
otherwise  stated,  the term  "Bank"  refers to both the  Bank's  and  Company's
activities on a consolidated basis.

         The Bank  operates a  traditional  savings  bank  business,  attracting
deposit accounts from the general public and using those deposits, together with
other funds, primarily to originate and invest in loans secured by single-family
residential real estate.

Competition

         The Bank is one of many financial  institutions serving its market area
which consists of Tyler,  Pleasants,  Wetzel and Wood Counties in West Virginia.
The  competition  for  deposit  products  comes  from  other  insured  financial
institutions such as commercial banks, thrift  institutions,  credit unions, and
multi-state  regional banks in the Bank's market area. The Bank has been able to
maintain its position in mortgage loan  originations,  market share, and deposit
accounts   throughout  its  market  areas  by  virtue  of  its  local  presence,
competitive pricing, and referrals from existing customers.  Deposit competition
also includes a number of insurance products sold by local agents and investment
products  such as mutual funds and other  securities  sold by local and regional
brokers. Loan competition varies depending upon market conditions and comes from
other  insured  financial   institutions   such  as  commercial  banks,   thrift
institutions, credit unions, multi-state regional banks, and mortgage bankers.

Lending Activities

         General. The Bank's loan portfolio predominantly consists of fixed-rate
mortgage loans secured by one- to four-family residences and to a lesser extent,
the Bank originates construction and consumer loans. It is the current policy of
the Bank to remain  primarily a portfolio  lender.  Mortgage loans originated by
the Bank in its portfolio generally include due-on-sale clauses that provide the
Bank with the contractual  right to deem the loan immediately due and payable in
the event that the borrower  transfers  ownership  of the  property  without the
Bank's consent.


                                        2

<PAGE>



         Analysis of Loan  Portfolio.  Set forth below is selected data relating
to the  composition  of the Company's loan portfolio by type of loan and type of
security on the dates indicated:
<TABLE>
<CAPTION>
                                                                                               At March 31,
                                                                   -----------------------------------------------------------------
                                                                             1998                                 1997
                                                                   --------------------------------    -----------------------------
                                                                       $                  %                $                  %
                                                                      ---                ---              ---                ---
                                                                                      (Dollars in Thousands)
<S>                                                                  <C>               <C>             <C>              <C>  
Type of Loans:
Real Estate Loans:
  Construction.........................................              $   701             2.88%          $   141           0.63%
  1-4 family..........................................                22,594            92.78            21,036          94.36
  Multi-family.........................................                   --             0.00                --           0.00
  Commercial...........................................                   --             0.00                --           0.00
Consumer loans:
  Automobiles..........................................                  699             2.87               764           3.43
  Savings accounts.....................................                  234             0.96               296           1.33
  Other................................................                   27             0.11                29           0.13
Commercial.............................................                   96             0.39                27           0.12
                                                                      ------           ------            ------          -----
Total loans............................................               24,351           100.00%           22,293         100.00%
                                                                                       ======                           ======

Less:
Loans in process.......................................                 (463)                              (323)
Deferred loan origination fees and costs...............                  (72)                               (81)
Allowance for possible loan losses.....................                 (169)                              (164)
                                                                      ------                             ------
  Total loans, net.....................................              $23,647                            $21,725
                                                                      ======                             ======
</TABLE>



                                        3

<PAGE>



Loan Maturity Tables

         The  following  table sets forth the  maturity  of the  Company's  loan
portfolio at March 31, 1998. The table does not include prepayments or scheduled
principal  repayments.  Prepayments and scheduled principal  repayments on loans
totalled $ 3.5  million and $ 3.0 million for the years ended March 31, 1998 and
1997,  respectively.   All  mortgage  loans  are  shown  as  maturing  based  on
contractual maturities.
<TABLE>
<CAPTION>
                                   1-4 Family
                                   Real Estate
                                    Mortgage          Construction         Consumer         Commercial           Total
                                    --------          ------------         --------         ----------           -----

                                                                     (In Thousands)
<S>                                  <C>                <C>                 <C>               <C>               <C>    
Non-performing                       $   166            $     --            $   --             $  --            $   166
Amounts Due:
Within 3 months.............               3                  --                 7                --                 10
3 months to 1 Year..........              11                  --                22                --                 33

After 1 year:
  1 to 3 years..............             102                  --               369                17                488
  3 to 5 years..............             359                  --               311                --                670
  5 to 10 years.............           2,268                  --               251                --              2,519
  10 to 20 years............          11,244                  --                --                79             11,323
  Over 20 years.............           8,441                 701                                  --              9,142
                                     -------              ------            ------              ----             ------
Total amount due............         $22,594             $   701           $   960             $  96            $24,351
                                      ======              ======            ======              ====             ======

Less:
Allowance for loan loss.....             135                  --                34                --                169
Loans in process............              56                 407                --                --                463
Deferred loan fees..........              72                  --                --                --                 72
                                      ------              ------            ------              ----             ------
Loans receivable, net.......         $22,331             $   294           $   926             $  96            $23,647
                                      ======              ======           =======              ====             ======
</TABLE>


         The following table sets forth the dollar amount of all loans due after
March 31, 1999, which have pre-determined interest rates and which have floating
or adjustable interest rates.
<TABLE>
<CAPTION>
                                                             Floating or
                                       Fixed Rates         Adjustable Rates            Total
                                       -----------         ----------------           --------
                                                           (In Thousands)
<S>                                        <C>                      <C>                <C>    
1-4 family.......................          $22,372                  $   42             $22,414
Commercial.......................               96                                          96
Construction.....................              701                       0                 701
Consumer.........................              931                       0                 931
                                            ------                   -----              ------
  Total..........................          $24,100                  $   42             $24,142
                                            ======                   =====              ======
</TABLE>




                                        4

<PAGE>



                  The  following  table  shows  the  total  loan   originations,
repayments, and sales activity by the Bank for the periods indicated:
<TABLE>
<CAPTION>
                                                  Years Ended March 31,
                                               ---------------------------
                                                1998                 1997
                                               -------              ------
<S>                                            <C>                  <C>    
Total gross loans receivable
   at beginning of period...........           $22,293              $20,745

Loans originated:
  1-4 family residential............             3,714                2,326
  Construction loans................             1,222                1,426
  Consumer loans....................               551                  782
  Commercial business loans.........                80
                                                ------
Total loans originated..............           $ 5,567              $ 4,534
Loan principal repayments...........            (3,508)              (2,986)
Charge-offs.........................                (1)                   0
                                               -------               ------
Net loan activity...................           $ 2,058              $ 1,548
Total gross loans receivable
   at end of period.................           $24,351              $22,293
                                                ======               ======
</TABLE>



         One- to  Four-Family  Residential  Loans.  The Bank's  primary  lending
activity  consists  of  the  origination  of  one-  to  four-family   fixed-rate
residential  mortgage  loans secured by property  located in the Bank's  primary
market areas. The Bank also originates  construction  permanent loans on one- to
four-family  residences.  The Bank generally  originates  owner-occupied one- to
four-family residential mortgage loans in amounts up to 80% of the lesser of the
appraised  value or selling price of the mortgaged  property  without  requiring
mortgage  insurance.  The Bank may  originate a mortgage loan in an amount up to
90% of the  lesser  of the  appraised  value or  selling  price  of a  mortgaged
property,  however,  mortgage  insurance is required for the amount in excess of
80% of such value. The Bank generally  retains all of the mortgage loans that it
originates.  Fixed-rate loans can have maturities of up to 25 years depending on
the terms of the loan.


                                        5

<PAGE>



         Consumer  Loans.  The Bank offers  consumer loans in order to provide a
wider range of financial services to its customers. Federal savings associations
are  permitted to make secured and unsecured  consumer  loans up to 35% of their
assets. In addition,  savings  associations have lending authority above the 35%
limitation for certain consumer loans,  such as home  improvement,  credit card,
education,  automobile,  and savings account or passbook loans. Secured consumer
loans  are  made at an  interest  rate  that is 2% above  the  rate  paid on the
underlying deposit account.  Consumer and other loans totalled $960,000, or 3.9%
of the Bank's  total  loans,  of which  loans  secured by  automobiles  totalled
$699,000,  or 2.9% of the  Bank's  total  loans  at  March  31,  1998.  The Bank
originates  automobile loans with terms of up to six years for both new and used
automobiles. Most of these automobile loans are originated directly by the Bank.

         Commercial Loans. The Bank had two commercial loan participations as of
March 31, 1998 totalling $96,000.  These loans were made to a local hospital for
working  capital  purposes and a local  municipality  for a  commercial  line of
credit.

         Construction  Lending.  The Bank makes construction loans primarily for
the construction of single-family  dwellings.  The Bank will permit  owner-built
construction loans. The aggregate outstanding balance of such loans on March 31,
1998 was $701,000,  representing 2.9% of the Bank's total loan portfolio. All of
these loans were made to persons who are constructing properties for the purpose
of   occupying   them.   Loans   made  to   individual   property   owners   are
"construction-permanent"  loans  which  generally  provide  for the  payment  of
interest only during a construction  period,  after which the loans convert to a
permanent loan at original contractual rates.

         Loan Underwriting Risks. While consumer or other loans provide benefits
to the Bank's asset/liability management program by reducing the Bank's exposure
to interest rate changes,  due to their generally  shorter terms,  and producing
higher  yields,  such  loans may  entail  significant  additional  credit  risks
compared to  owner-occupied  residential  mortgage  lending.  However,  the Bank
believes that the higher yields and shorter  terms  compensate  the Bank for the
increased credit risk associated with such loans.

         In addition, due to the type and nature of the collateral, and, in some
cases the absence of collateral, consumer lending generally involves more credit
risk  when  compared  with one- to  four-family  residential  lending.  Consumer
lending  collections  are  typically  dependent  on  the  borrower's  continuing
financial  stability,  and thus, are more likely to be adversely effected by job
loss, divorce,  illness, and personal bankruptcy. In most cases, any repossessed
collateral for a defaulted  consumer loan will not provide an adequate source of
repayment of the outstanding loan balance.  The remaining  deficiency often does
not warrant further  substantial  collection efforts against the borrower and is
usually turned over to a collection agency.

         Construction  lending is generally considered to involve a higher level
of credit risk than one- to  four-family  residential  lending since the risk of
loss on construction loans is dependent largely upon the accuracy of the initial
estimate of the individual  property's  value upon completion of the project and
the estimated  cost  (including  interest) of the project.  If the cost estimate
proves to be  inaccurate,  the Bank may be required to advance  funds beyond the
amount originally committed to permit completion of the project.

         Loan Approval  Authority  and  Underwriting.  The Bank has  established
various  lending  limits for its officers and  maintains a Loan  Committee.  All
mortgage loan  applications are reviewed and approved by the Board of Directors,
which meets twice per month.  The Loan Committee may approve  mortgage loans but
such action must be ratified at a subsequent  Board  meeting.  The President and
Vice

                                        6

<PAGE>



President of the Bank each have the  authority to approve all  applications  for
consumer loans up to $25,000 for non-real  estate secured loans and up to $2,000
for unsecured loans.

         Upon  receipt  of a  completed  loan  application  from  a  prospective
borrower,  a credit report is ordered,  income and certain other  information is
verified and, if necessary,  additional financial  information is requested.  An
appraisal  from a licensed fee appraiser of the real estate  intended to be used
as security for the proposed loan is obtained. For construction/permanent loans,
funds  advanced  during  the  construction  phase are held in a  loan-in-process
account and disbursed based upon various stages of completion in accordance with
the results of inspection reports that are based upon physical inspection of the
construction  by loan personnel.  For real estate loans, a title  examination is
required to be provided by the borrower's  attorney.  Borrowers must also obtain
fire and  casualty  insurance  (for loans on  property  located in a flood zone,
flood insurance is required) prior to the closing of the loan. The Bank is named
as mortgagee/loss payee of this insurance.

         Loan  Commitments.  The Bank issues written  commitments to prospective
borrowers on all approved  mortgage loans which generally  expire within 90 days
of the date of issuance. The Bank charges an application fee to lock in rates or
to  secure  commitments.  In  some  instances,  commitments  may be  renewed  or
extended. At March 31, 1998, the Bank had $891,000 of outstanding commitments to
originate loans and $463,000 in undisbursed funds related to construction loans.
Management believes that less than 1% of loan commitments expire.

         Loans to One  Borrower.  Regulations  limit  loans to one  borrower  or
affiliated  group of borrowers in an amount equal to 15% of  unimpaired  capital
and  unimpaired  surplus of the Bank.  The Bank is  authorized  to lend up to an
additional 10% of unimpaired capital and unimpaired surplus if the loan is fully
secured by readily marketable collateral.  At March 31, 1998, the Bank's lending
limit for loans to one borrower was approximately $1.2 million.

         At March 31,  1998,  the largest  loan of the Bank was a $265,000  loan
that was secured by the borrower's residence.

Non-Performing and Problem Assets

         Loan Delinquencies.  The Bank's collection procedures provide that when
a  mortgage  loan  is 30 days  past  due,  a  delinquent  notice  is sent to the
borrower.  If payment  is still  delinquent  after 90 days,  the  borrower  will
receive a notice of default establishing a date by which the borrower must bring
the  account  current or  foreclosure  proceedings  will be  instituted.  If the
delinquency  continues,  similar  subsequent  efforts are made to eliminate  the
delinquency.  If the loan continues in a delinquent  status for 90 days past due
and no  repayment  plan is in effect,  the account is turned over to an attorney
for  foreclosure.  Management  meets  regularly  to determine  when  foreclosure
proceedings  should be initiated and the borrower is notified  when  foreclosure
has been  commenced.  At March 31,  1998,  nonaccrual  loans and loans  past due
greater than 90 days totalled $166,000 or .52% of total assets.

         Loans are  reviewed  on a monthly  basis and are placed on  non-accrual
status when considered  doubtful of collection by management.  Generally,  loans
past due 90 days or more as to principal  or interest are placed on  non-accrual
status.  Interest accrued and unpaid at the time a loan is placed on non-accrual
status  is  charged  against  interest  income.  Subsequent  cash  payments  are
generally applied to interest income unless,  in the opinion of management,  the
collection  of principal  and interest is doubtful.  In those cases,  subsequent
cash payments would be applied to principal.

                                        7

<PAGE>



Non-performing Assets

         The following table sets forth information regarding non-accrual loans,
real estate owned,  and certain other  repossessed  assets and loans.  As of the
dates   indicated,   the  Bank  had  no  loans   categorized  as  troubled  debt
restructuring within the meaning of SFAS 15.
<TABLE>
<CAPTION>
                                                                              March 31,
                                                                 -------------------------------------
                                                                    1998                     1997
                                                                 ------------             ------------
                                                                          (Dollars in Thousands)
<S>                                                                <C>                       <C>        
Loans accounted for on a non-accrual basis:
Mortgage loans:
  One- to four-family.................................             $     166                 $     10
  Multi-family........................................                    --                       --
  Commercial..........................................                    --                       --
  Construction........................................                    --                       --
Consumer..............................................                    --                       --
Commercial............................................                    --                       --
                                                                    --------                 --------
Total non-accrual loans...............................                   166                       10
                                                                    --------                 --------
Accruing loans greater than 90 days past due:
Mortgage loans:
  One- to four-family.................................                    --                       68
  Multi-family........................................                    --                       --
  Commercial..........................................                    --                       --
  Construction........................................                    --                       --
Consumer..............................................                    --                        2
Commercial............................................                    --                       --
                                                                    --------                 --------
Total accruing loans greater than 90 days
  past due............................................                    --                       70
                                                                    --------                 --------
Total non-performing loans............................                   166                       80
Real estate acquired in settlement of loans...........                    --                       --
                                                                    --------                 --------
Other non-performing assets...........................                   166                $      80
                                                                    ========                 ========
Total non-performing loans to total loans.............                  0.70%                    0.37%
                                                                    ========                 ========
Total non-performing loans to total assets............                  0.52%                    0.30%
                                                                    ========                 ========
Total non-performing assets to total assets...........                  0.52%                    0.30%
                                                                    ========                 ========
</TABLE>


Interest  income  that  would have been  recorded  on loans  accounted  for on a
non-accrual basis under the original terms of such loans was $5,500 for the year
ended March 31, 1998 and $-0- was collected and included in the Bank's  interest
income from non-accrual loans for the year ended March 31, 1998.

                                        8

<PAGE>



Classified Assets

         OTS Regulations provided for a classification system for problem assets
of insured institutions.  Under this classification  system,  probable assets of
insured institutions are classified as "substandard,"  "doubtful," or "loss." An
asset is considered substandard if it is inadvertently  protected by the current
equity and paying capacity of the obligor or of the collateral  pledged, if any.
Substandard  assets include those  characterized  by the "distinct  possibility"
that the insured  institution  will sustain "some loss" if the  deficiencies are
not corrected. Assets classified as doubtful have all the weaknesses inherent in
those  classified  as  substandard,  with  the  added  characteristics  that the
weaknesses  present make  "collection  or  liquidation in full," on the basis of
currently  existing facts,  conditions,  and values,  "highly  questionable  and
improbable." Assets classified as loss are those considered  "uncollectible" and
of such little value that their  continuance as assets without the establishment
of a specific loss reserve is not warranted.  Assets may be designated  "special
mention" because a weakness that does not currently  warrant  classification  in
one of the aforementioned categories.

         When  an  insured  institution  classifies  problem  assets  as  either
substandard or doubtful,  it may establish general allowances for loan losses in
an amount  deemed  prudent by  management.  General  allowances  represent  loss
allowances which have been established to recognize the inherent risk associated
with lending activities,  but which, unlike specific  allowances,  have not been
allocated to particular problem assets. When an insured  institution  classifies
problem assets as loss, it is required either to establish a specific  allowance
for  losses  equal to 100% of that  portion  of the asset and the  amount of its
valuation  allowances  is  subject  to  review  by the OTS,  which may order the
establishment of additional  general or specific loss  allowances.  A portion of
general loss  allowances  established to cover possible losses related to assets
classified  as  substandard  or  doubtful  may be  included  in  determining  an
institutions'  regulatory capital,  while specific valuation allowances for loan
losses generally do not qualify as regulatory capital.

         In  accordance  with its  classification  of  assets  policy,  the Bank
regularly  reviews the problem assets in its portfolio to determine  whether any
assets require classification in accordance with applicable regulations.  On the
basis of  management's  review of its assets,  at March 31,  1998,  the Bank had
classified $111,000 of assets as substandard, no assets as doubtful or loss, and
$98,000 of assets as special mention.

Real Estate Acquired in Settlement of Loans

         Real estate  acquired by the Bank as a result of foreclosure or by deed
in lieu of foreclosure is classified as real estate owned until it is sold. When
Property  is  acquired,  it is  recorded  at  the  fair  value  at the  date  of
foreclosure less estimated costs of disposition.


                                        9

<PAGE>



Analysis of Allowance for Loan Losses

         The following table sets forth  information  with respect to the Bank's
allowance for loan losses at the dates indicated:

                                                         At March 31,
                                                  --------------------------
                                                    1998               1997
                                                  --------           -------


Total gross loans outstanding...............      $24,351            $22,293
                                                   ======             ======
Average gross loans outstanding.............       23,486             22,025
                                                   ======             ======

Allowance balances (at beginning of
  period)...................................      $   164            $   156
Provision (credit):
  Residential...............................            4                  5
  Commercial real estate....................           --                 --
  Consumer..................................            2                  3
Charge-offs
  Residential...............................           --                 --
  Consumer..................................           (1)                --
  Commercial................................           --                 --
Recoveries:
  Residential...............................           --                 --
  Commercial real estate....................           --                 --
  Consumer..................................           --                 --
                                                     ----              -----
Allowance balance (at end of period)........          169               $164
                                                      ===                ===
Allowance for loan losses as a
 percentage of total loans outstanding......         0.69%              0.74%
Net loans charged off as a percentage
 of average loans outstanding...............         0.00%              0.00%


--------------------
(1)  Non-performing  assets include non-accrual loans,  accruing loans more than
     90 days past due and real estate acquired in settlement of loans.


Allocation of the Allowance for Loan Losses

         The following table sets forth the allocation of the allowance for loan
losses by  category  as  prepared  by the Bank.  In  management's  opinion,  the
allocation  has,  at best,  a  limited  utility.  It is  based  on  management's
assessment  as of a given point in time of the risk  characteristics  of each of
the component parts of the total loan portfolio and is subject to changes as and
when the risk factors of each such component part change.  The allocation is not
indicative of either the specific amounts or the loan categories in which future
charge-offs may be taken,  nor should it be taken as an indicator of future loss
trends. In addition,  by presenting the allocation,  management does not mean to
imply that the  allocation  is exact or that the  allowance  has been  precisely
determined from the allocation. The allocation of the allowance to each category
is not necessarily indicative of future loss in any particular category and does
not restrict the use of the allowance to absorb losses in any category.


                                       10

<PAGE>
<TABLE>
<CAPTION>
                                                                      At
                                                                   March 31,
                                       ---------------------------------------------------------------
                                                    1998                             1997
                                       ------------------------------   ------------------------------
                                                       Percent of                        Percent of
                                                      Loans in Each                     Loans in Each
                                                        Category                          Category
                                         Amount      to Total Loans       Amount       to Total Loans
                                         ------      --------------       ------       --------------
                                                            (Dollars in Thousands)
<S>                                        <C>            <C>               <C>              <C>   
Mortgages:
  One- to four-family...............        $135            92.78%            $131             94.36%
  Construction......................          --             2.88               --              0.63
Consumer............................          34             3.94               33              4.88
Commercial..........................          --             0.40               --              0.12
                                            ----           ------              ---            ------
     Total..........................        $169           100.00%            $164            100.00%
                                             ===           ======              ===            ======
</TABLE>


Investment Activities

         General.  The Bank is required under federal  regulations to maintain a
minimum  amount of liquid  assets which may be invested in specified  short term
securities and certain other  investments.  See  "Regulation - Federal Home Loan
Bank System" and  "Management's  Discussion and Analysis of Financial  Condition
and Results of  Operations  - Liquidity  and  Capital  Resources."  The Bank has
maintained a liquidity portfolio in excess of regulatory requirements. Liquidity
levels may be  increased or decreased  depending  upon the yields on  investment
alternatives  and upon  management's  judgment as to the  attractiveness  of the
yields then available in relation to other  opportunities and its expectation of
future yield levels,  as well as  management's  projections as to the short term
demand for funds to be used in the Bank's loan origination and other activities.
The Company  classifies  its  investments  as  securities  available for sale or
investments  securities  held to  maturity in  accordance  with SFAS No. 115. At
March 31, 1998, the Company's investment portfolio policy allowed investments in
instruments such as U.S. Treasury obligations,  U.S. federal agency or federally
sponsored agency obligations, municipal obligations, mortgage-backed securities,
certificates  of  deposit  issued  by the  FHLB  or an  FDIC  insured  financial
institution,  federal  funds,  including FHLB overnight and term deposits (up to
six months). The Board of Directors may authorize additional investments.

         The Company's securities  available for sale and investment  securities
held to maturity  portfolios at March 31, 1998 did not contain securities of any
issuer  with an  aggregate  book  value in excess of 10% of the  Bank's  equity,
excluding  those issued by the United States  Government or its agencies.  As of
March 31, 1998,  the Bank's  investment  portfolio  was comprised of FHLB stock,
FHLMC  stock,  U.S.  Government  and  agencies  securities  and  mortgage-backed
securities with market value of $5.9 million.

         Mortgage-Backed  Securities.  To  supplement  lending  activities,  the
Company has invested in residential mortgage-backed securities.  Mortgage-backed
securities can serve as collateral for borrowings and, through repayments,  as a
source  of  liquidity.  Mortgage-backed  securities  represent  a  participation
interest in a pool of  single-family  or other type of mortgages,  the principal
and interest payments on which are passed from the mortgage originators, through
intermediaries (generally  quasi-governmental  agencies) that pool and repackage
the participation interests in the form of securities,  to investors such as the
Bank. These  quasi-governmental  agencies guarantee the payment of principal and
interest to investors.


                                       11

<PAGE>



         The Company's  mortgage-backed  securities  were  classified as held to
maturity at March 31, 1998 and were issued by the Government  National  Mortgage
Bank ("GNMA") and Federal Home Loan Mortgage Corporation ("FHLMC"), representing
participating interests in direct pass-through pools of long-term mortgage loans
originated and serviced by the issuers of the  securities.  Expected  maturities
will differ from contractual  maturities due to scheduled repayments and because
borrowers  may have the  right to call or  prepay  obligations  with or  without
prepayment penalties.

         Mortgage-backed  securities  typically are issued with stated principal
amounts and the securities are backed by pools of mortgages that have loans with
interest  rates  that  are  within  a range  and have  varying  maturities.  The
underlying   pool  of  mortgages  can  be  composed  of  either   fixed-rate  or
adjustable-rate  mortgage  loans.   Mortgage-backed   securities  are  generally
referred to as mortgage participation certificates or pass-through certificates.
As a result,  the interest rate risk  characteristics  of the underlying pool of
mortgages (i.e., fixed-rate or adjustable-rate), as well as prepayment risk, are
passed on to the certificate holder. The life of a mortgage-backed  pass-through
security is equal to the life of the underlying mortgages.

         At March 31, 1998, the Company held  mortgage-backed  securities in its
investment  securities  held to maturity  portfolio  with an  amortized  cost of
$527,000. The average yield on mortgage-backed  securities at March 31, 1998 was
6.93%.

         Investment Portfolio. The following table sets forth the carrying value
of the Bank's investment  securities  portfolio,  short-term  investments,  FHLB
stock, and mortgage-backed  securities at the dates indicated. At March 31, 1998
and 1997, the market value of the Company's investment  securities portfolio and
mortgage-  backed  securities  portfolio  were  7.4  million  and  4.4  million,
respectively.
<TABLE>
<CAPTION>
                                                         At March 31,
                                                 ------------------------------
                                                   1998                 1997
                                                 --------              --------
                                                     (Dollars in Thousands)
<S>                                               <C>                  <C>   
Investment Securities:
 U.S. Government Securities...........            $4,111               $1,466
 FHLMC Stock..........................             1,073                  650
                                                   -----                -----
   Total Investment Securities........             5,184                2,116

Interest-bearing Deposits.............             1,469                1,713
FHLB Stock............................               203                  203
Mortgage-backed Securities............               527                  328
Mortgage-backed Securities Held
For Sale..............................                 0                    0
                                                   -----                -----
   Total Investments..................            $7,383               $4,360
                                                   =====                =====

</TABLE>



                                       12

<PAGE>



         The  following  table sets forth  information  regarding  the  carrying
values,  and weighted average yields and maturities of the Company's  investment
securities  portfolio at March 31, 1998. The following  table does not take into
consideration  the effects of  scheduled  repayments  or the effects of possible
prepayments.

<TABLE>
<CAPTION>
                                                            As of March 31, 1998
                        ------------------------------------------------------------------------------------------------------------
                        One Year or Less  One to Five Years   Five to Ten Years   More than Ten Years   Total Investment Securities
                        -----------------  -----------------  -----------------   -------------------   ---------------------------
                        Carrying  Average  Carrying  Average  Carrying  Average   Carrying  Average      Carrying Average  Market
                          Value    Yield     Value    Yield     Value    Yield      Value    Yield         Value   Yield   Value
                        --------  -------   -------  -------   -------  -------    -------  -------      -------- -------  ------
                                                        (Dollars in Thousands)                          
<S>                      <C>       <C>      <C>       <C>      <C>       <C>       <C>       <C>         <C>       <C>    <C>   
                                                                                                        
Investment                                                                                               
Securities:                                                                                              
U.S. government                                                                                          
  securities                                                                                             
  available                                                                                              
  for sale(2) .........   3,106    5.45%    $  205    6.05%       800    6.54%         --      --        $4,111    5.61%  $4,111
FHLMC Stock(2) ........   1,073    1.02         --      --         --      --          --      --         1,073    1.02    1,073
Interest-bearing                                                                                         
  deposits in other                                                                                      
  financial                                                                                              
  institutions(1) .....   1,469    5.50         --      --         --      --          --      --         1,469    5.50    1,469
FHLB Stock(1) .........     203    6.41         --      --         --      --          --      --           203    6.41      203
                         ------    ----     ------    ----     ------    ----      ------   -----        ------    ----   ------
                         $5,851    4.68%    $  205    6.05%    $  800    6.54%     $    0      --        $6,856    4.94%  $6,856
Mortgage-backed                                                                                          
  securities(1) .......      --      --     $  233    6.85%        --      --      $  294    7.00%       $  527    6.93%  $  536
                         ------    ----     ------    ----     ------    ----      ------   -----        ------    ----    -----
  Total ...............  $5,851    4.68%    $  438    6.48%    $  800    6.54      $  294    7.00%       $7,383    5.08%  $7,392
                         ======    ====     ======    ====     ======    ====      ======   =====        ======    ====    =====
</TABLE>
                                                             
                                                                      
--------------------                                                
(1)      Recorded at cost.                                             
(2)      Recorded at market value.



                                       13

<PAGE>




Sources of Funds

         General.  Deposits are the major source of the Bank's funds for lending
and other investment purposes. The Bank also derives funds from the amortization
and  prepayment  of  loans,  sales,  maturities,  and calls of  securities,  and
operations.  Scheduled loan principal  repayments are a relatively stable source
of  funds,   while  deposit  inflows  and  outflows  and  loan  prepayments  are
significantly  influenced by general interest rates and market  conditions.  The
Bank may also borrow funds from the FHLB as a source of funds.

         Deposits.  Consumer and commercial  deposits are attracted  principally
from within the Bank's  primary market areas through the offering of a selection
of deposit instruments  including savings accounts,  NOW accounts,  money market
accounts, and time deposits or certificate of deposit accounts.  Deposit account
terms vary according to the minimum balance required,  the time period the funds
must remain on deposit, and the interest rate, among other factors.



Borrowings

         The Bank may obtain  advances from the FHLB of Pittsburgh to supplement
its supply of lendable funds. Advances from the FHLB of Pittsburgh are typically
secured by a pledge of the Bank's stock in the FHLB of Pittsburgh  and a portion
of the Bank's first  mortgage  loans.  Each FHLB  borrowing has its own interest
rate, which may be fixed or variable, and range of maturities.  The Bank, if the
need  arises,  may also  access the  Federal  Reserve  Bank  discount  window to
supplement  its  supply  of  lendable  funds  and  to  meet  deposit  withdrawal
requirements. At March 31, 1998, the Bank had no borrowings outstanding from the
FHLB of  Pittsburgh.  In  addition,  the Bank had no FHLB  advances  outstanding
during the year ended March 31, 1998 and 1997.

Personnel
         At March 31, 1998, the Bank had 9 full-time and 3 part-time  employees.
None of the Bank's employees are represented by a collective  bargaining  group.
The Bank believes that its relationship with its employees is good.


                                   REGULATION

         Set forth below is a brief  description of certain laws which relate to
the regulation of the Bank and the Company.  The description does not purport to
be complete and is qualified in its entirety by reference to applicable laws and
regulations.

Company Regulation

         General.  The  Company is a unitary  savings and loan  holding  company
subject to regulatory  oversight by the OTS. As such, the Company is required to
register  and  file  reports  with  the OTS and is  subject  to  regulation  and
examination  by the OTS. In addition,  the OTS will have  enforcement  authority
over the  Company  and its  non-savings  association  subsidiaries,  should such
subsidiaries  be formed,  which also  permits  the OTS to  restrict  or prohibit
activities  that are determined to be a serious risk to the  subsidiary  savings
association.  This  regulation  and  oversight  is  intended  primarily  for the
protection of the depositors of the Bank and not for the benefit of stockholders
of the Company.

                                       14

<PAGE>




         QTL Test. As a unitary  savings and loan holding  company,  the Company
generally  will not be  subject  to  activity  restrictions,  provided  the Bank
satisfies  the QTL test.  If the  Company  acquires  control of another  savings
association  as a separate  subsidiary,  it would become a multiple  savings and
loan  holding  company  and  the  activities  of  the  Company  and  any  of its
subsidiaries (other than the Bank or any other SAIF-insured savings association)
would become subject to  restrictions  applicable to bank holding  companies and
those activities  specified by the OTS as permissible for a multiple savings and
loan holding company,  unless such other associations each also qualify as a QTL
or were  acquired in a supervised  acquisition.  See "- Qualified  Thrift Lender
Test."

Bank Regulation

         General. As a federally  chartered,  SAIF-insured  savings association,
the Bank is subject to  extensive  regulation  by the OTS and the FDIC.  Lending
activities  and other  investments  must comply with  various  federal and state
statutory  and  regulatory  requirements.  The Bank is also  subject  to certain
reserve  requirements  promulgated  by the  Board of  Governors  of the  Federal
Reserve System ("Federal Reserve System").

         The OTS, in conjunction with the FDIC,  regularly examines the Bank and
prepares  reports for the  consideration of the Bank's Board of Directors on any
deficiencies that they find in the Bank's  operations.  The Bank's  relationship
with its depositors and borrowers is also regulated to a great extent by federal
and state law,  especially in such matters as the ownership of savings  accounts
and the form and content of the Bank's mortgage documents.

         The Bank must file  reports  with the OTS and the FDIC  concerning  its
activities  and  financial  condition,   in  addition  to  obtaining  regulatory
approvals  prior to entering into certain  transactions  such as mergers with or
acquisitions  of other financial  institutions.  This regulation and supervision
establishes a comprehensive  framework of activities in which an institution can
engage and is intended  primarily for the protection of the SAIF and depositors.
The  regulatory  structure  also  gives  the  regulatory  authorities  extensive
discretion in connection with their  supervisory and enforcement  activities and
examination  policies,  including policies with respect to the classification of
assets and the  establishment  of adequate  loan loss  reserves  for  regulatory
purposes.

         Insurance of Deposit Accounts.  The Bank's deposit accounts are insured
by the SAIF to a maximum of $100,000 for each insured  member (as defined by law
and  regulation).  Insurance  of deposits may be  terminated  by the FDIC upon a
finding that the institution has engaged in unsafe or unsound  practices,  is in
an unsafe or unsound  condition  to continue  operations,  or has  violated  any
applicable law, regulation,  rule, order or condition imposed by the FDIC or the
institution's  primary  regulator.   The  FDIC  may  also  prohibit  an  insured
depository institution from engaging in any activity the FDIC determines poses a
serious threat to the SAIF.

         The FDIC  charges an annual  assessment  for the  insurance of deposits
based on the risk a particular  institution poses to its deposit insurance fund,
depending upon the institution's risk  classification.  This risk classification
is based on an institution's  capital group and supervisory subgroup assignment.
In addition,  the FDIC is authorized to increase such deposit insurance rates on
a semi-annual  basis if it determines that such action is necessary to cause the
balance  in the  SAIF  to  reach  the  designated  reserve  ratio  of  1.25%  of
SAIF-insured  deposits  within a reasonable  period of time. The FDIC may impose
special  assessments  on SAIF members to repay  amounts  borrowed  from the U.S.
Treasury  or for any  other  reason  deemed  necessary  by the  FDIC.  Prior  to
September 30, 1996, savings  associations paid within a range of .23% to .31% of
domestic deposits and the SAIF was substantially underfunded. By

                                       15

<PAGE>



comparison, prior to September 30, 1996, members of the BIF were required to pay
substantially lower, or virtually no, federal deposit insurance premiums.

         Effective  September  30,  1996,  federal  law was revised to mandate a
one-time  special  assessment on SAIF members such as the Bank of  approximately
 .657% of deposits held on March 31, 1995.  The Bank recorded a $129,000  pre-tax
expense for this  assessment at September 30, 1996.  Beginning  January 1, 1997,
deposit  insurance  assessments  for SAIF members were reduced to  approximately
 .064% of deposits on an annual basis;  this rate may continue through the end of
1999.  During  this  same  period,  BIF  members  are  expected  to be  assessed
approximately  .013%  of  deposits.  Thereafter,  assessments  for BIF and  SAIF
members  should be the same and the SAIF and BIF may be merged.  It is  expected
that these continuing  assessments for both SAIF and BIF members will be used to
repay outstanding Financing  Corporation bond obligations.  As a result of these
changes,  beginning January 1, 1997, the rate of deposit insurance  assessed the
Bank declined by  approximately  70% from rates in effect prior to September 30,
1996.

         Regulatory  Capital  Requirements.   OTS  capital  regulations  require
savings institutions to meet three capital standards: (1) tangible capital equal
to 1.5% of total adjusted assets, (2) core capital equal to at least 3% of total
adjusted assets, and (3) risk-based  capital equal to 8% of total  risk-weighted
assets.


         As of  March  31,  1998,  the Bank had  tangible,  core and  risk-based
capital of  $7,831,000,  $7,831,000  and 8,000,000  respectively,  which amounts
significantly exceed all applicable  regulatory capital requirements of the OTS.
See Note 7 of Notes to Consolidated Financial Statements.

         Dividend and Other Capital  Distribution  Limitations.  OTS regulations
require  the  Bank  to  give  the OTS 30 days  advance  notice  of any  proposed
declaration of dividends to the Company, and the OTS has the authority under its
supervisory powers to prohibit the payment of dividends to the Company.

         OTS regulations  impose  limitations upon all capital  distributions by
savings  institutions,  such  as  cash  dividends,  payments  to  repurchase  or
otherwise acquire its shares, payments to shareholders of another institution in
a cash-out  merger and other  distributions  charged against  capital.  The rule
establishes  three tiers of  institutions,  based primarily on an  institution's
capital  level.  An  institution  that  exceeds  all  fully  phased-in   capital
requirements  before  and  after  a  proposed  capital   distribution  ("Tier  1
institution")  and has not  been  advised  by the OTS that it is in need of more
than the normal  supervision can, after prior notice but without the approval of
the OTS, make capital  distributions during a calendar year equal to the greater
of (i) 100% of its net income to date during the  calendar  year plus the amount
that would reduce by one-half its "surplus  capital  ratio" (the excess  capital
over its fully phased-in capital  requirements) at the beginning of the calendar
year,  or (ii) 75% of its net income over the most recent four  quarter  period.
Any additional capital  distributions  require prior regulatory approval.  As of
March 31,  1998,  the Bank was a Tier 1  institution.  In the  event the  Bank's
capital fell below its fully  phased-in  requirement or the OTS notified it that
it was in need of more than  normal  supervision,  the  Bank's  ability  to make
capital distributions could be restricted. In addition, the OTS could prohibit a
proposed  capital  distribution  by any  institution,  which would  otherwise be
permitted by the regulation,  if the OTS determines that such distribution would
constitute an unsafe or unsound practice.

         In January 1998, the OTS proposed amendments to its current regulations
with  respect  to  capital  distributions  by  savings  associations.  Under the
proposed regulation,  savings associations that would remain at least adequately
capitalized  following the capital  distribution,  and that meet other specified
requirements,  would not be required to file a notice or application for capital
distributions (such as cash dividends)  declared below specified amounts.  Under
the proposed regulation, savings associations which

                                       16

<PAGE>



are eligible for  expedited  treatment  under  current OTS  regulations  are not
required  to file a notice  or an  application  with the OTS if (i) the  savings
association would remain at least adequately  capitalized  following the capital
distribution and (ii) the amount of the capital  distribution does not exceed an
amount equal to the savings association's net income for that year to date, plus
the savings association's  retained net income for the previous two years. Thus,
under the proposed  regulation,  only undistributed net income for the prior two
years may be  distributed in addition to the current  year's  undistributed  net
income without the filing of an application with the OTS.  Savings  associations
which do not qualify for  expedited  treatment or which desire to make a capital
distribution in excess of the specified  amount,  must file an application with,
and obtain the  approval  of, the OTS prior to making the capital  distribution.
Under certain other circumstances, savings associations will be required to file
a notice with OTS prior to making a capital  distribution.  Savings associations
which are subsidiaries of holding companies,  like the Bank, will be required to
file a notice with OTS prior to making a capital distribution.  The OTS proposed
limitations on capital distributions are similar to the limitations imposed upon
national  banks.  The Bank is unable to  predict  whether  or when the  proposed
regulation will become effective.

         Qualified  Thrift  Lender  Test.  Savings   institutions  must  meet  a
qualified thrift lender ("QTL") test. If the Bank maintains an appropriate level
of qualified thrift investments  ("QTIs") (primarily  residential  mortgages and
related  investments,   including  certain   mortgage-related   securities)  and
otherwise  qualifies  as a  QTL,  it  will  continue  to  enjoy  full  borrowing
privileges from the FHLB of Pittsburgh.  The required  percentage of QTIs is 65%
of portfolio  assets (defined as all assets minus  intangible  assets,  property
used by the  institution  in conducting  its business and liquid assets equal to
10% of total assets).  Certain assets are subject to a percentage  limitation of
20% of portfolio assets. In addition, savings associations may include shares of
stock of the FHLBs,  FNMA,  and FHLMC as QTIs.  Compliance  with the QTL test is
determined  on a monthly  basis in nine out of every 12 months.  As of March 31,
1998, the Bank was in compliance  with its QTL  requirement  with  approximately
94.8% of its assets invested in QTIs.

         Liquidity  Requirements.  All  savings  associations  are  required  to
maintain an average  daily  balance of liquid  assets in each  calendar  quarter
equal  to a  certain  percentage  of the  sum of its  net  withdrawable  deposit
accounts and borrowings  payable in one year or less at the end of the preceding
quarter,  or the average daily balance of its net withdrawable  deposit accounts
and  borrowings  payable in one year or less during the preceding  quarter.  The
liquidity  requirement may vary from time to time (between 4% and 10%) depending
upon economic conditions and savings flows of all savings associations. At March
31, 1998, the Bank's  required  liquidity ratio was 4%, and its actual ratio was
21.5%.

         Federal  Home  Loan  Bank  System.  The Bank is a member of the FHLB of
Pittsburgh, which is one of 12 regional FHLBs that administer the home financing
credit  function  of  savings  associations.  Each FHLB  serves as a reserve  or
central bank for its members within its assigned region.  It is funded primarily
from  proceeds  derived from the sale of  consolidated  obligations  of the FHLB
System.  It makes loans to members (i.e.,  advances) in accordance with policies
and procedures established by the Board of Directors of the FHLB.

         As a member, the Bank is required to purchase and maintain stock in the
FHLB of  Pittsburgh  in an amount equal to at least 1% of its  aggregate  unpaid
residential  mortgage loans, home purchase  contracts or similar  obligations at
the beginning of each year.

         Federal  Reserve  System.  The  Federal  Reserve  System  requires  all
depository  institutions to maintain  non-interest bearing reserves at specified
levels against their transaction accounts (primarily checking, NOW and Super NOW
checking accounts) and non-personal time deposits. The balances

                                       17

<PAGE>



maintained  to meet the  reserve  requirements  imposed by the  Federal  Reserve
System may be used to satisfy the liquidity requirements that are imposed by the
OTS. At March 31, 1998,  the Bank was in compliance  with these Federal  Reserve
Board requirements.

         Item 2. Description of Property
         -------------------------------

(a)      Properties.

         Currently,  the Company  does not own real  property  but  utilizes the
offices of the Bank.  The Bank  operates  from its  office  located at 726 Wells
Street,  Sistersville,  West Virginia. The Bank owns this office facility. As of
March 31, 1998,  the total net  investment in office  property and equipment was
$378,000.

(b)      Investment Policies.

         See "Item 1.  Business"  above for a general  description of the Bank's
investment  policies and any  regulatory  or Board of  Directors'  percentage of
assets  limitations  regarding certain  investments.  The Bank's investments are
primarily acquired to produce income,  and to a lesser extent,  possible capital
gain.

         (1)  Investments in Real Estate or Interests in Real Estate.  See "Item
1. Business - Lending  Activities,"  "Item 1. Business - Bank  Regulation,"  and
"Item 2. Description of Property. (a) Properties" above.

         (2)  Investments  in Real  Estate  Mortgages.  See "Item 1.  Business -
Lending Activities" and "Item 1. Business - Bank Regulation."

         (3)  Investments  in  Securities  of or Interests in Persons  Primarily
Engaged in Real Estate Activities.  See "Item 1. Business - Lending Activities,"
"Item 1. Business - Bank Regulation."



(c)      Description of Real Estate and Operating Data.

         Not Applicable.

Item 3. Legal Proceedings
-------------------------

         There are various  claims and lawsuits in which the Company or the Bank
are  periodically  involved,  such as  claims  to  enforce  liens,  condemnation
proceedings  on properties in which the Bank holds  security  interests,  claims
involving  the making and  servicing of real  property  loans,  and other issues
incident to the Bank's business. In the opinion of management,  no material loss
is expected from any of such pending claims or lawsuits.

Item  4.  Submission of Matters to a Vote of Security Holders
-------------------------------------------------------------

         No matter was submitted to a vote of security holders during the fourth
quarter of the fiscal year.


                                                        18

<PAGE>
                                     PART II

Item  5.  Market for Common Equity and Related Stockholder Matters
------------------------------------------------------------------

         The  information  contained  under  the  section  captioned  "Corporate
Profile"  and  "Stock  Price  Information"  of the  Company's  Annual  Report is
incorporated herein by reference.

Item  6.  Management's Discussion and Analysis or Plan of Operation
-------------------------------------------------------------------

         The  information  contained  in  the  section  captioned  "Management's
Discussion and Analysis of Financial Condition and Results of Operations" in the
Annual Report is incorporated herein by reference.

Item  7.  Financial Statements
------------------------------

         The  Registrant's   financial  statements  listed  under  Item  13  are
incorporated herein by reference.

Item  8.  Changes  in and  Disagreements  with  Accountants  On  Accounting  and
--------------------------------------------------------------------------------
Financial Disclosure
--------------------

         There  were  no  changes  in  or  disagreements   with  accountants  on
accounting and financial disclosure during the last fiscal year.
                                                     PART III

Item 9. Directors Executive Officers,  Promoters and Control Persons: Compliance
--------------------------------------------------------------------------------
with Section 16(a) of the Exchange Act.
---------------------------------------

         The information  contained under the sections  captioned "Section 16(a)
Beneficial  Ownership  Reporting  Compliance" and "Proposal I - Information with
Respect to Nominees for Director,  Directors Continuing in Office, and Executive
Officers - Election  of  Directors"  and " -  Biographical  Information"  in the
"Proxy Statement" is incorporated herein by reference.

Item 10.  Executive Compensation
--------------------------------

         The  information  contained  in the section  captioned  "Directors  and
Executive Officer Compensation" in the Proxy Statement is incorporated herein by
reference.

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

         (a)      Security Ownership of Certain Beneficial Owners

                  Information  required by this item is  incorporated  herein by
                  reference  to the section  captioned  "Voting  Securities  and
                  Principal Holders Thereof" in the Proxy Statement.

         (b)      Security Ownership of Management

                  Information  required by this item is  incorporated  herein by
                  reference  to the  chart  in  the  section  captioned  "Voting
                  Securities  and  Principal  Holders  Thereof" and to the first
                  chart in the section  captioned "I - Information  with Respect
                  to Nominees for Director,  Directors Continuing in Office, and
                  Executive Officers" in the Proxy Statement.

                                       19

<PAGE>




         (c)      Management  of  the  Registrant   knows  of  no  arrangements,
                  including  any  pledge  by any  person  of  securities  of the
                  Registrant,  the  operation of which may at a subsequent  date
                  result in a change in control of the Registrant.

Item 12.  Certain Relationships and Related Transactions
--------------------------------------------------------

         The  information  required  by this  item  is  incorporated  herein  by
reference  to  the  section   captioned   "Certain   Relationships  and  Related
Transactions" in the Proxy Statement.

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

         (a)      The following documents are filed as a part of this report:

                  1.  The  following  financial  statements  and the  report  of
independent  accountants of the Registrant included in the Annual Report for the
fiscal year ended March 31, 1998, are incorporated  herein by reference and also
in Item 7 of this report.

         Report of Independent Auditors

         Consolidated Balance Sheet as of March 31, 1998 and 1997.

         Consolidated  Statements  of Income for the Years  Ended March 31, 1998
and 1997.

         Consolidated  Statements  of  Stockholders'  Equity for the Years Ended
March 31, 1998 and 1997.

         Consolidated  Statements  of Cash Flows for the Years  Ended  March 31,
1998 and 1997.

         Notes to Consolidated Financial Statements.

                  2.  Other  than  as  set  forth  below,   Financial  Statement
Schedules for which provision is made in the applicable  accounting  regulations
of the SEC are not required under the related  instructions or are  inapplicable
and therefore have been omitted.

                  3. The  following  exhibits  are  included  in this  Report or
incorporated herein by reference:
<TABLE>
<CAPTION>
                 <S>       <C>
                  (a)      List of Exhibits:

                   3(i)    Certificate of Incorporation of Sistersville Bancorp, Inc.*

                   3(ii)   Bylaws of Sistersville Bancorp, Inc.*

                  10.1     Employment Agreement with Stanley M. Kiser*

                  11       Statement regarding computation of earnings per share

                  13       Portions of Annual Report to Stockholders for the fiscal year ended March 31, 1998

</TABLE>

                                       20

<PAGE>



                  21       Subsidiaries of the Registrant

                  27       Financial Data Schedule**
---------------------
*    Incorporated by reference to the  registration  statement on Form S-1 (File
     No. 333-23147) declared effective by the Commission on May 12, 1997.
**   Filed in electronic format only.


                                       21

<PAGE>



                                   SIGNATURES
         Pursuant to the  requirements  of Section 13 or 15(d) 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.
                                                SISTERSVILLE BANCORP, INC.



Dated:  June 4, 1998                            By:  /s/Stanley M. Kiser
                                                     ---------------------------
                                                     Stanley M. Kiser
                                                     President, Chief Executive
                                                     Officer, and Director (Duly
                                                     Authorized Representative)

         Pursuant to the  requirement  of the  Securities  Exchange Act of 1934,
this  Report has been  signed  below by the  following  persons on behalf of the
Registrant and in the capacities and on the dates indicated.

By:   /s/Stanley M. Kiser                    By:    /s/Lester C. Doak          
      ----------------------------                  ----------------------------
      Stanley M. Kiser                              Lester C. Doak
      President, Chief Executive Officer,           Chairman of the Board
      and Director (Principal Executive
      Officer)                              
                                            
Date: June 4, 1998                           Date:  June 4, 1998                
                                            
                                            
By:   /s/Ellen E. Thistle                    By:    /s/Guy L. Nichols
      ----------------------------                  ----------------------------
      Ellen E. Thistle                              Guy L. Nichols
      Director                                      Director
                                            
Date: June 4, 1998                           Date:  6-4, 1998
                                            
                                            
By:   /s/David W. Miller                     By:    /s/Dorsey R. Ash
      ----------------------------                  ----------------------------
      David W. Miller                               Dorsey R. Ash
      Director                                      Director
                                            
Date: 6-4, 1998                              Date:  June 4, 1998
                                            
                                            
By:   /s/Gary L. Ward                        By:    /s/Margaret A. Peters
      ----------------------------                  ----------------------------
      Gary L. Ward                                  Margaret  A. Peters
      Director                                      Director
                                            
Date: 6/4, 1998                              Date: June 4, 1998
                                            
                                            
By:                                          By:    /s/James E. Willison
      ----------------------------                  ----------------------------
      Charles P. LaRue                              James E. Willison
      Director                                      Director
                                            
Date:           ,   , 1998                   Date:  6/4, 1998
      ----------  --