UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

                 [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                For the quarterly period ended March 31, 2002

                                       OR

              [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                           Commission File No. 0-20956

                            HFB FINANCIAL CORPORATION

    A Tennessee Corporation                                 I.R.S. Employer
                                                            Identification
                                                            No. 61-1228266

      Address                                              Telephone Number
      -------                                              ----------------

1602 Cumberland Avenue                                      (606) 248-1095
Middlesboro, Kentucky  40965

Indicate by check mark whether the registrant (1) has filed all reports required
by Section 13 or 15(d) of the  Securities  and  Exchange  Act of 1934 during the
preceding  twelve  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 __.

The number of shares of the  registrant's $1 par value common stock  outstanding
at May 14, 2002 was 1,296,311.



There are a total of 14 pages filed in this document.

<PAGE>
                            HFB FINANCIAL CORPORATION

                                   I N D E X
                                   ---------
                                                                         PAGE NO
PART I - FINANCIAL INFORMATION

  ITEM  1.  FINANCIAL STATEMENTS

            Condensed Consolidated Balance Sheets                              3

            Condensed Consolidated Statements of Income                        4

            Condensed Consolidated Statement of Stockholders' Equity           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                                            8-12

PART II - OTHER INFORMATION                                                   13

SIGNATURES                                                                    14

                                       2
<PAGE>
                    HFB FINANCIAL CORPORATION AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
                                                                  MARCH 31,         JUNE 30,
                                                                    2002              2001
                                                                 (UNAUDITED)
ASSETS
<S>                                                             <C>              <C>
     Cash and cash equivalents                                  $   7,626,967    $  13,887,788
     Trading securities                                                    --        1,049,327
     Investment securities, available for sale                     71,316,491       57,109,780
     Loans                                                        150,496,168      137,581,692
         Allowance for loan losses                                   (854,757)        (718,267)
                                                                -------------    -------------
                Net loans                                         149,641,411      136,863,425
     Premises and equipment                                         4,472,653        4,642,655
     Federal Home Loan Bank stock                                   1,604,300        1,527,400
     Interest Receivable                                            1,621,181        1,790,607
     Other assets                                                   3,727,746          533,607
                                                                -------------    -------------
              Total assets                                      $ 240,010,749    $ 217,404,589
                                                                =============    =============
LIABILITIES
     Deposits
         Interest bearing                                       $ 193,664,020    $ 177,316,986
         Non-interest bearing                                       2,732,308        4,631,492
                                                                -------------    -------------
              Totals                                              196,396,328      181,948,478
     Long term debt                                                19,892,259       12,452,796
     Interest payable                                               1,317,021          962,143
     Other liabilities                                              1,587,777        1,572,344
                                                                -------------    -------------
              Total liabilities                                   219,193,385      196,935,761
                                                                -------------    -------------

STOCKHOLDERS' EQUITY
     Issued and outstanding - 1,584,513 and 1,579,582 shares        1,584,513        1,579,582
     Additional paid-in-capital                                     8,749,714        8,729,990
     Less: Common stock acquired by Rabbi trusts for deferred
                 compensation plans                                  (488,102)        (488,102)
     Treasury stock, at cost, 288,202 and 282,728 shares           (2,561,998)      (2,484,267)
     Retained earnings                                             13,553,149       12,839,997
     Accumulated other comprehensive gain/(loss)                      (19,912)         291,628
                                                                -------------    -------------
              Total stockholders' equity                           20,817,364       20,468,828
                                                                -------------    -------------

              Total liabilities and stockholders' equity        $ 240,010,749    $ 217,404,589
                                                                =============    =============
</TABLE>
See notes to consolidated financial statements.

                                       3
<PAGE>
                    HFB FINANCIAL CORPORATION AND SUBSIDIARY
                   Condensed Consolidated Statements of Income
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                THREE-MONTHS ENDED           NINE-MONTHS ENDED
                                                     MARCH 31,                    MARCH 31,
                                                2002          2001            2002           2001
<S>                                        <C>            <C>            <C>            <C>
INTEREST INCOME
   Loans receivable                        $  2,932,744   $  2,971,662   $  8,817,311   $  8,752,650
   Investment securities                        909,413        890,081      2,603,349      2,871,137
   Other dividend income                         37,546         34,744        121,882        105,266
   Deposits with financial institutions          14,347         41,923        140,365         81,536
                                           ------------   ------------   ------------   ------------
            Total interest income             3,894,050      3,938,410     11,682,907     11,810,589
                                           ------------   ------------   ------------   ------------
INTEREST EXPENSE
   Deposits                                   1,722,564      2,230,252      5,841,013      6,608,024
   Short term borrowings                             --             --             --             --
   Long term debt                               226,490        168,885        568,916        518,036
                                           ------------   ------------   ------------   ------------
            Total interest expense            1,949,054      2,399,137      6,409,929      7,126,060
                                           ------------   ------------   ------------   ------------

NET INTEREST INCOME                           1,944,996      1,539,273      5,272,978      4,684,529
   Provision for loan losses                     76,808         30,000        161,808         74,980
                                           ------------   ------------   ------------   ------------

NET INTEREST INCOME AFTER
  PROVISION FOR LOAN LOSSES                   1,868,188      1,509,273      5,111,170      4,609,549
                                           ------------   ------------   ------------   ------------

OTHER INCOME
   Service charges for deposit accounts         175,636        156,431        537,622        430,238
   Other customer fees                           33,495         26,548         90,570         59,846
   Net gain (loss) on trading securities             --         22,656         27,484        154,818
   Net realized gain (loss) on sales of
    available for sale securities                    --             --             --           (670)
   Other income                                  73,612          3,212        115,789         18,748
                                           ------------   ------------   ------------   ------------
            Total other income                  282,743        208,847        771,465        662,980
                                           ------------   ------------   ------------   ------------

OTHER EXPENSES
   Salaries and employee benefits               652,898        576,377      1,917,023      1,625,320
   Net occupancy expenses                        95,100         78,455        284,818        247,985
   Equipment expenses                           132,534        104,768        377,908        295,275
   Data processing fees                          59,927         60,747        177,325        195,406
   Deposit insurance expense                      8,487          8,520         25,127         25,938
   Legal and professional fees                  128,699         53,124        278,232        169,178
   Advertising                                   60,000         65,544        180,514        164,072
   State franchise and deposit taxes             58,450         40,885        146,626        129,202
   Other expenses                               248,583        237,953        690,524        731,470
                                           ------------   ------------   ------------   ------------
            Total other expenses              1,444,678      1,226,373      4,078,097      3,583,846
                                           ------------   ------------   ------------   ------------

INCOME BEFORE INCOME TAX                        706,253        491,747      1,804,538      1,688,683
   Income tax expense                           228,736        165,645        584,626        578,279
                                           ------------   ------------   ------------   ------------

NET INCOME                                 $    477,517   $    326,102   $  1,219,912   $  1,110,404
                                           ============   ============   ============   ============

BASIC EARNINGS PER SHARE                         $ 0.37         $ 0.25         $ 0.94         $ 0.86
DILUTED EARNINGS PER SHARE                       $ 0.37         $ 0.25         $ 0.94         $ 0.85
</TABLE>
See notes to condensed consolidated financial statements.

                                       4
<PAGE>
           HFB FINANCIAL CORPORATION AND SUBSIDIARY
   CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
               NINE-MONTHS ENDED MARCH 31, 2002
<TABLE>
<CAPTION>
                                                                                                       ACCUMULATED
                                       ADDITIONAL                            COMPRE-                      OTHER           TOTAL
                             COMMON      PAID-IN     RABBI      TREASURY     HENSIVE     RETAINED     COMPREHENSIVE   STOCKHOLDERS'
                              STOCK      CAPITAL     TRUSTS      STOCK       INCOME      EARNINGS     INCOME (LOSS)       EQUITY
                            -------------------------------------------------------------------------------------------------------
<S>                          <C>         <C>         <C>        <C>          <C>          <C>           <C>           <C>
Balances, June 30, 2001      $1,579,582  $8,729,990  ($488,102) ($2,484,267)              $12,839,997   $291,628      $20,468,828

Net income                                                                   $1,219,912     1,219,912                   1,219,912

Other comprehensive
  income, net of tax

  Unrealized loss on
     securities                                                                (311,540)                (311,540)        (311,540)
                                                                            ------------

Comprehensive income                                                           $908,372
                                                                            ============

Cash dividend declared
 ($.39 per share)                                                                            (506,760)                   (506,760)
                                                                                        --------------

Stock issued upon exercise
  of stock options                4,931      19,724                                                                        24,655

Purchase of treasury
  stock (5,474 shares)                                              (77,731)                                              (77,731)
                            ------------------------------------------------            ------------------------------------------

March 31, 2002 (UNAUDITED)   $1,584,513  $8,749,714  ($488,102) ($2,561,998)              $13,553,149   ($19,912)     $20,817,364
                            ================================================            ==========================================
</TABLE>
See notes to condensed consolidated financial statements.

                                       5
<PAGE>
                    HFB FINANCIAL CORPORATION AND SUBSIDIARY
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (unaudited)
<TABLE>
<CAPTION>
                                                                    NINE-MONTHS ENDED
                                                                         MARCH 31,
                                                                    2002            2001
<S>                                                             <C>             <C>
Operating Activities
    Net cash provided by operating activities                   $    481,839    $  2,485,672
                                                                ------------    ------------
INVESTING ACTIVITIES
    Purchases of securities available for sale                   (59,476,462)     (5,719,570)
    Proceeds from maturities of securities available for sale     35,432,303       7,387,287
    Proceeds  from sales of securities available for sale          9,128,907       3,649,998
    Proceeds from maturities of securities held to maturity               --       3,547,264
    Net change in loans                                          (12,996,678)     (8,686,804)
    Purchases of premises and equipment                             (158,207)       (983,967)
                                                                ------------    ------------
       Net cash used by investing activities                     (28,070,137)       (805,792)
                                                                ------------    ------------
FINANCING ACTIVITIES
    Net change in
      Non interest-bearing, interest-bearing and
       savings deposits                                           (1,899,184)        137,835
      Certificates of deposit                                     16,347,034       4,659,581
      Short term borrowings                                               --        (400,000)
    Proceeds of long term debt                                     7,500,000
    Repayment of long term debt                                      (60,537)        (55,870)
    Cash dividends                                                  (506,760)       (493,240)
    Proceeds from exercise of options on common stock                 24,655          26,500
    Purchase of treasury stock                                       (77,731)        (45,901)
                                                                ------------    ------------
       Net cash provided by financing activities                  21,327,477       3,828,905
                                                                ------------    ------------

NET CHANGE IN CASH AND CASH EQUIVALENTS                           (6,260,821)      5,508,785

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                    13,887,788       3,171,389
                                                                ------------    ------------

CASH AND CASH EQUIVALENTS, END OF PERIOD                        $  7,626,967    $  8,680,174
                                                                ============    ============

ADDITIONAL CASH FLOWS INFORMATION
    Interest paid                                               $  6,055,051    $  6,340,283
    Income tax paid                                                  582,869         496,826
</TABLE>

See notes to condensed consolidated financial statements.

                                       6
<PAGE>

                            HFB FINANCIAL CORPORATION
        Notes to Condensed Consolidated Financial Statements (Unaudited)

1.       BASIS OF PRESENTATION

         The unaudited  condensed  consolidated  financial  information  for the
         three and nine-month periods ended March 31, 2002 and 2001 includes the
         results of operations of HFB Financial  Corporation (the "Company") and
         its wholly  owned  subsidiary  Home  Federal  Bank  Corporation  ("Home
         Federal"  or  the  "Bank").   The  accompanying   unaudited   financial
         statements have been prepared in accordance with accounting  principles
         generally   accepted  in  the  United  States  for  interim   financial
         statements  and  with  the   instructions   to  Form  10-QSB.   Certain
         information  and note  disclosures  normally  included in the company's
         annual  financial  statements  prepared in  accordance  with  generally
         accepted  accounting  principles  have  condensed  or  omitted.  It  is
         suggested that these  statements and notes be read in conjunction  with
         the financial  statements  and notes thereto  included in the Company's
         annual  report for the year ended June 30,  2001 on Form  10-KSB  filed
         with the Securities and Exchange Commission.

         In the opinion of management,  the financial  information  reflects all
         adjustments  (consisting only of normal recurring  adjustments),  which
         are necessary for a fair  presentation of the results of operations for
         such periods but should not be  considered as indicative of results for
         a full year.

         The condensed  consolidated balance sheet of the Company as of June 30,
         2001 has been derived from the audited  consolidated  balance  sheet of
         the Company as of that date.

2.       NON-PERFORMING LOANS AND PROBLEM ASSETS

         The following  sets forth the activity in the  Company's  allowance for
         loan losses for the nine-months ended March 31, 2002 and 2001:

                                                  (Dollars in thousands)

                                                       2002            2001
                                                       ----            ----

           Balance July 1                              $718            $645
           Charge offs                                 (25)            (22)
           Recoveries                                     -               1
           Provision for loan losses                    162              75
                                                        ---              --
           Balance March 31                            $855            $699
                                                ============    ============

           Information on impaired loans is summarized below

           AT MARCH 31                                                     2002
                                                                           ----

           Impaired loans with an allowance                              $2,203

           Allowance for impaired loans (included in the Company's
               allowance for loan losses)                                  $263


                                       7
<PAGE>

           NINE-MONTHS ENDED MARCH 31                                      2002
                                                                           ----

           Average balance of impaired loans                             $1,920
           Interest income recognized on impaired loans                      $0
           Cash-basis interest received                                      $0


3.       RECLASSIFICATIONS

         Reclassifications of certain amounts in the March 31, 2001 consolidated
         statement have been made to conform to the March 31, 2002 presentation.

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

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

Certain  matters   discussed  in  this  Quarterly  Report  on  Form  10-QSB  are
"forward-looking  statements"  intended  to qualify  for the safe  harbors  from
liability  established by the Private Securities  Litigation Reform Act of 1995.
These forward-looking statements can generally be identified as such because the
context of the  statement  will  include  words such as the Company  "believes",
"anticipates",  "expects",  "estimates" or words of similar  import.  Similarly,
statements  that  describe the Company's  future plans,  objectives or goals are
also forward-looking  statements. Such forward-looking statements are subject to
certain risks and uncertainties, which are described in, close proximity to such
statements and which could cause actual results to differ  materially from those
anticipated as of the date of this report. Shareholders, potential investors and
other  readers  are  urged  to  consider   these   factors  in  evaluating   the
forward-looking statements and are cautioned not to place undue reliance on such
forward-looking  statements.  The forward-looking statements included herein are
only made as of the date of this report and the Company undertakes no obligation
to publicly update such forward-looking  statements to reflect subsequent events
or circumstances.

GENERAL:

HFB Financial Corporation, a Tennessee Corporation, was formed in September 1992
at the direction of Home Federal Bank,  Federal  Savings Bank for the purpose of
becoming a holding company for the Bank as part of its conversion from mutual to
stock form.  The  Company's  primary  operation is its  investment in the common
stock of the Bank.

The Bank is principally  engaged in the business of accepting  deposits from the
general public and originating permanent loans, which are secured by one-to-four
family  residential  properties  located  in its  market  area.  The  Bank  also
originates  consumer  loans and  commercial  real estate loans,  and maintains a
substantial   investment  portfolio  of  mortgage-backed  and  other  investment
securities.  During the quarter ended December 31, 2001, the Bank converted from
a federal thrift  charter to a state  chartered  commercial  bank as a means for
management to focus more on commercial lending and other activities  permissible
for commercial banks.

The  operations  of  Home  Federal,  and  savings  institutions  generally,  are
significantly  influenced by general  economic  conditions  and the monetary and
fiscal policies of government  regulatory  agencies.  Deposit flows and costs of
funds are influenced by interest rates on competing  investments  and prevailing
market  rates of  interest.  Lending  activities  are affected by the demand for
financing real estate and other types of loans,  which in turn are influenced by
the  interest  rates at which such  financing  may be offered and other  factors
related to loan demand and the availability of funds.

FINANCIAL CONDITION

The Corporation's  assets increased by 10.4% to $240.0 million at March 31, 2002
compared to $217.4  million at June 30, 2001.  The majority of this  increase is
reflected in increases in loans and  investments.  These increases were financed
primarily by increases in deposits and  long-term  borrowings  and  decreases in
cash and due from banks and trading account securities.

                                       8
<PAGE>

Cash and due from banks decreased $6.3 million to $7.6 million at March 31, 2002
compared to $13.9 million at June 30, 2001. This decrease  provided a portion of
the funding used for increases in the loan and investment portfolios.

In the  past,  the  Company  has  maintained  a  portfolio  of  trading  account
securities, which was comprised of common stock of other financial institutions.
The portfolio was totally  liquidated during the quarter ended December 31, 2001
compared to $1.049 million at June 30, 2001.

Investment  securities,  available  for sale,  increased  $14.2 million to $71.3
million at March 31, 2002 from $57.1  million at June 30, 2001  primarily as the
result of funding  available  from an increase in deposits,  the  liquidation of
trading account securities and a decrease in cash and due from banks. During the
quarter ended March 31, 2002, Management executed a leverage strategy, borrowing
$7.5 million with  maturities  ranging from 2 to 4 years to purchase  investment
securities with similar maturities.

Loans, net,  increased by $12.7 million to $149.6 million at March 31, 2002 from
$136.9 million at June 30, 2001 as the result of continued  mortgage loan demand
and an increase in participation loans. The Company continues to maintain a high
percentage of its loan portfolio in adjustable-rate residential mortgages.

At March 31, 2002,  the  allowance for loan losses was $854,000 or .57% of loans
receivable compared to $718,000 or .52 of loans receivable at June 30, 2001.

Other  assets  increased  $3.2 million to $3.7 million at March 31, 2002 from .5
million  at June 30,  2001,  primarily  due to the  payment  of $2.7  million in
premium for bank owned life  insurance on key  employees  of the Bank.  The Bank
recognizes the periodic  increase in the cash surrender value of these policies,
net of costs, as income.

Total  deposits  increased by $14.5 million to $196.4  million at March 31, 2002
from $181.9  million at June 30, 2001.  During the  nine-months  ended March 31,
2002,  certificates  of deposit  increased  $11.5  million and NOW  accounts and
savings deposits  increased $3.0 million.  Competition for deposits in the local
market has eased  considerably  over the last several  quarters due to increased
liquidity in the Banks' market area.

The Bank's regulatory liquidity ratio was 30.3% at March 31, 2002 as compared to
36.2%  at June  30,  2001.  At March  31,  2002 the Bank met all the  regulatory
capital requirements to be considered "well capitalized" under bank regulations.
Tangible,  core  and  risk-based  capital  ratios  were  8.2%,  8.2%  and  15.4%
respectively at March 31, 2002 as compared to 8.7%, 8.7% and 15.7% respectively,
at June 30, 2001.

RESULTS OF OPERATIONS FOR THE THREE-MONTHS ENDED MARCH 31, 2002 AND 2001

Net income  increased by $152,000 to $478,000 for the  three-month  period ended
March 31, 2002 from  $326,000 for the  three-month  period ended March 31, 2001.
The primary  reasons for the increase  were a $406,000  increase in net interest
income and a $74,000  increase in other income offset by a $218,000  increase in
other expense, a $47,000 increase in the provision for loan losses and a $63,000
increase in income tax expense.

Interest income decreased by $44,000 for the three-month  period ended March 31,
2002 as compared to the  three-month  period ended March 31,  2001,  primarily a
result of a lower  weighted-average  yield on earning assets.  The lower average
yields  were the result of sharp  declines  in  interest  rates over the past 12
months.

Interest on loans  decreased  by $39,000 to $2.933  million for the  three-month
period  ended March 31, 2002 as compared to $2.972  million for the  three-month
period ended March 31, 2001.  This  decrease is mainly  attributable  to a lower
weighted-average yield on loans during the quarter ended March 31, 2002.

Interest on investment securities and other dividend income increased by $22,000
to $947,000  for the  three-month  period  ended  March 31,  2002 from  $925,000
million for the  three-month  period  ended  March 31,  2001.  This  increase is
primarily the result of a higher average balance of investments during the three
months ended March 31,

                                       9
<PAGE>

2002. The weighted average yield on investments during the same period was lower
than that of the three months ended March 31, 2001.

Interest on deposits with other financial  institutions  decreased by $28,000 to
$14,000 for the  three-month  period  ended March 31, 2002 from  $42,000 for the
three-month  period  ended  March 31,  2001  primarily  due to a lower  level of
interest-bearing deposits with financial institutions as well as lower yields.

Interest  expense on deposits  decreased  by $507,000 to $1.723  million for the
three-month  period ended March 31, 2002 from $2.230 million for the three-month
period ended March 31, 2001 as a result of a  significant  drop in rates paid on
deposit accounts.

Interest  expense on  long-term  debt  increased  by $57,000 to $226,000 for the
three-month period ended March 31, 2002 from $169,000 for the three-month period
ended  March  31,  2001,  primarily  due to a  higher  level of  long-term  debt
outstanding during the three months ended March 31, 2002.

The provision for loan losses increased $47,000 for the three-month period ended
March 31, 2002 as compared to the same  period in 2001.  The  provision  was the
result of  management's  evaluation  of the adequacy of the  allowance  for loan
losses including  consideration  of recoveries of loans previously  charged off,
the  perceived  risk  exposure  among  loan  types,   actual  loss   experience,
delinquency  rates,  and current economic  conditions.  The Bank's allowance for
loan losses as a percent of total loans at March 31, 2002 was 0.57%.

Non-interest  income increased by $74,000 to $283,000 for the three-month period
ended March 31, 2002 as  compared to $209,000  for the same period in 2001.  The
increase was primarily attributable to an increase of $20,000 in service charges
on  deposits,  an increase of $6,000 in other  customer  fees and an increase of
$71,000 in other income  offset by a net decrease of $23,000 in gains on trading
account  securities  and  realized  gains  and  losses  on  available  for  sale
securities.  The  $70,000  increase  in other  income  was  primarily  due to an
increase of $39,000 in the increase in cash  surrender  value of bank owned life
insurance,  net of costs,  a $12,000  increase  in rental  income  and a $17,000
increase in gains on the sale of real estate.

Non-interest expense increased by $218,000 to $1.444 million for the three-month
period ended March 31, 2002 as compared to $1.226 million for the same period in
2001.

Compensation  and benefits  increased by $77,000 to $653,000 for the three-month
period ended March 31, 2002 as compared to $576,000 for the  three-months  ended
March 31, 2001 primarily as the result of a $7,000  increase in salaries,  wages
and  commissions  and an  increase  of $59,000 in the cost of funding  the Banks
retirement plan.

Occupancy  expense  increased by $17,000 to $95,000 for the  three-months  ended
March 31,  2002  compared  to  $78,000  for the same  period  in 2001.  This was
primarily due to an increase of $11,000 in depreciation  expense attributable to
the addition of fixed assets over the past 12 months.

Equipment  expense  increased by $28,000 to $133,000 for the three-months  ended
March 31, 2002 from $105,000 for the three months-ended March 31, 2001 primarily
due to an increase in depreciation expense of $15,000 and an increase of $14,000
in maintenance and repairs.

Legal and professional fees increased by $76,000 to $129,000 for the three-month
period ended March 31, 2002 from $53,000 for the three-month  period ended March
31, 2001  primarily due to a higher level of consulting  fees and legal services
utilized in the three-months  ended March 31, 2002 and closing costs paid by the
Bank on customers home equity lines of credit

Advertising  expense  decreased by $6,000 to $60,000 for the quarter ended March
31, 2002 compared to $66,000 for the quarter ended March 31, 2001  primarily due
to a lower level of advertising activity in the current period.

State  deposit  and  franchise  taxes  increased  by $17,000 to $58,000  for the
quarter ended March 31, 2002 compared to $41,000 for the quarter ended March 31,
2001 due to a higher level of deposits in the current period.

                                       10
<PAGE>

Other expenses increased by $11,000 to $249,000 for the three-month period ended
March 31, 2002 from  $238,000 for the  three-month  period ended March 31, 2001,
primarily due to increases in telephone,  postage,  intangible  amortization and
other miscellaneous expenses.

Income tax expense  increased by $63,000 to $229,000 for the three-month  period
ended March 31, 2002 compared to $166,000 for the  three-months  ended March 31,
2001 due a higher level of taxable income.

RESULTS OF OPERATIONS FOR THE NINE-MONTHS ENDED MARCH 31, 2002 AND 2001

Net income  increased by $110,000 to $1.220  million for the  nine-month  period
ended March 31, 2002 from $1.110 million for the  nine-month  period ended March
31, 2001. The primary  reasons for the increase were a $588,000  increase in net
interest  income and a $108,000  increase  in  non-interest  income  offset by a
$87,000  increase  in  provision  for  loan  losses,  a  $494,000   increase  in
non-interest expense and a $7,000 increase in income tax expense.

Net interest income increased by $588,000 for the nine-month  period ended March
31, 2002 as compared to the nine-month period ended March 31, 2001, primarily as
the result of a higher volumes in the period ended March 31, 2002.

Interest on loans  increased  by $64,000 to $8.817  million  for the  nine-month
period  ended March 31, 2002 as  compared to $8.753  million for the  nine-month
period  ended March 31, 2001.  This  increase is mainly  attributable  to higher
volume.

Interest  on  investment  securities  and other  dividend  income  decreased  by
$251,000 to $2.725 million for the  nine-month  period ended March 31, 2002 from
$2.976 million for the nine-month  period ended March 31, 2001. This decrease is
primarily the result of lower reinvestment rates on maturing securities.

Interest on deposits with other financial  institutions  increased by $59,000 to
$140,000 for the  nine-months  ended March 31, 2002  compared to $81,000 for the
nine-months  ended  March 31, 2001  primarily  due to a higher  average  balance
during the period ended March 31, 2002.

Interest expense on deposits  decreased by $767,000 to $5.841 for the nine-month
period ended March 31, 2002 from $6.608 million for the nine-month  period ended
March 31, 2001 as a result of a significantly lower cost of funds.

Interest  expense on long term debt  increased  by $51,000 to  $569,000  for the
nine-month  period ended March 31, 2002 from $518,000 for the nine-month  period
ended March 31, 2001  primarily  due to a higher level of long-term  debt during
the nine-months ended March 31, 2002.

The  provision  for  loan  losses  increased  by  $87,000  to  $162,000  for the
nine-month period ended March 31, 2002 as compared to $75,000 the same period in
2001. The provision was the result of management's evaluation of the adequacy of
the allowance  for loan losses  including  consideration  of recoveries of loans
previously  charged off, the perceived  risk exposure  among loan types,  actual
loss experience,  delinquency rates, and current economic conditions. The Bank's
allowance for loan losses as a percent of total loans, net at March 31, 2002 was
0.57%.

The Bank's  non-interest  income  increased  by  $108,000  to  $771,000  for the
nine-month  period  ended March 31,  2002 as  compared to $663,000  for the same
period in 2001. The increase was mainly  attributable  to a decrease in gains on
trading account  securities and net gains on the sale of investment  securities,
available for sale of $128,000 offset by a $108,000  increase in service charges
for  deposit  accounts,  an increase  of $31,000 in other  customer  fees and an
increase of $97,000 in other  income.  The $97,000  increase in other income was
primarily due to an increase of $39,000 in the increase in cash surrender  value
of bank owned life insurance,  net of costs, a $28,000 increase in rental income
and a $30,000 increase in gains on the sale of real estate.

Non-interest  expense increased by $494,000 to $4.078 million for the nine-month
period ended March 31, 2002 as compared to $3.584 million for the same period in
2001.  Compensation and benefits increased by $292,000 to $1.917 million for the
nine-month  period  ended March 31,  2002 as compared to $1.625  million for the
same period

                                       11
<PAGE>

in 2001. This increase is primarily attributable to annual wage increases and an
increase in the cost of funding the Banks retirement plan.

Occupancy  expense  increased by $37,000 to $285,000 for the  nine-month  period
ended March 31, 2002  compared  to  $248,000  for the same period in 2001.  This
increase was primarily due to a $27,000 increase in depreciation expense.

Equipment  expense  increased by $83,000 to $378,000 for the  nine-month  period
ended March 31, 2002  compared  to  $295,000  for the same period in 2001.  This
increase  was  mainly  the  result of  higher  deprecation  associated  with the
purchase of new furniture and equipment over the past year.

Data processing fees decreased by $18,000 to $177,000 for the nine-month  period
ended March 31, 2002 from  $195,000  for the  nine-month  period ended March 31,
2001 as the  result a more  favorable  contract  negotiated  with the Banks data
processor.

Legal and professional fees increased by $109,000 to $278,000 for the nine-month
period ended March 31, 2002 from $169,000 for the nine-month  period ended March
31, 2001  primarily due to a increase in consulting  fees and closing costs paid
by the Bank on customers home equity lines of credit.

Advertising  expense  increased by $17,000 to $181,000 for the nine-month period
ended March 31, 2002 compared to $164,000 for the nine-month  period ended March
31, 2001 due to a higher level of advertising.

State  deposit and  franchise  taxes  increased  by $18,000 to $147,000  for the
nine-month  period ended March 31, 2002 compared to $129,000 for the  nine-month
period ended March 31, 2001 due to a higher level of deposits.

Other expenses  decreased by $40,000 to $691,000 for the nine-month period ended
March 31, 2002 from  $731,000  for the  nine-month  period  ended March 31, 2001
primarily as the result of  decreases in  telephone,  postage,  REO,  intangible
amortization and other miscellaneous expenses.

Income tax expense  decreased  by $7,000 to $585,000 for the  nine-month  period
ended March 31, 2002  compared to $578,000 for the  nine-months  ended March 31,
2001 due to a lower level of taxable income.

                                       12
<PAGE>
                            HFB FINANCIAL CORPORATION

                                     PART II

                                OTHER INFORMATION


ITEM 1.   LEGAL PROCEEDINGS

             None

ITEM 2.   CHANGES IN SECURITIES

             None

ITEM 3.   DEFAULTS UPON SENIOR SECURITIES

             None

ITEM 4.   SUBMISSION OF MATTERS TO A VOTE
             OF SECURITY HOLDERS

               No matters were  submitted to a vote of Security  Holders  during
               the quarter ended March 31, 2002.

ITEM 5.   OTHER INFORMATION

             None

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

              a.   Exhibits

                   None

b.       Reports on Form 8-K

               The Company  filed a Form 8-K on March 6, 2002,  announcing  it's
               determination  to  change  it's  fiscal  year end from June 30 to
               December 31, effective July 1, 2002.


                                       13

<PAGE>
                            HFB FINANCIAL CORPORATION

                                   Signatures

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



                                       HFB FINANCIAL CORPORATION


                                       By:  /s/ David B. Cook
                                           -----------------------------
                                                David B. Cook
                                                President and
                                                Chief Executive Officer


                                       By:  /s/ Stanley Alexander, Jr.
                                            ----------------------------
                                                Stanley Alexander, Jr.
                                                Chief Financial Officer




Dated: May 14, 2002

                                       14