UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20552

                                  FORM 10 - QSB

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

           For the quarterly period ended September 30, 2000

     ----
           TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
     ----  EXCHANGE ACT

           For the transition period from to

                         Commission File Number 0-23765
                                                -------

                              SFSB HOLDING COMPANY
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

      Pennsylvania                                     23 - 2934332
      ------------                                     ------------
(State or other jurisdiction                   (IRS Employer Identification No.)
of incorporation or organization)

            900 Saxonburg Boulevard, Pittsburgh, Pennsylvania, 15223
--------------------------------------------------------------------------------
                    (Address of principal executive offices)


 (Registrant's telephone number, including area code) (412) 487 - 4200


Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act  during  the past 12 months  (or 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
                                                                ---      ---

State the number of shares outstanding of each of the issuer's classes of common
equity as of the latest practicable date:

                  Class: Common Stock, par value $.10 per share
                    Outstanding at November 8, 2000: 635,305



<PAGE>

                              SFSB HOLDING COMPANY

                                      INDEX


<TABLE>
<CAPTION>
                                                                                               Page
                                                                                              Number
                                                                                            ---------

<S>                                                                                        <C>
PART I  -  FINANCIAL INFORMATION

     Item 1.       Financial Statements

                       Consolidated Balance Sheet (Unaudited) as of                            3
                           September 30, 2000 and December 31, 1999

                       Consolidated Statement of Income (Unaudited)
                           for the Nine Months ended September 30, 2000 and 1999               4

                       Consolidated Statement of Income (Unaudited)
                           for the Three Months ended September 30, 2000 and 1999              5

                       Consolidated Statement of Changes in Stockholders' Equity
                           (Unaudited)  for the Nine Months ended  September 30,
                           2000                                                                6

                       Consolidated Statement of Cash Flows (Unaudited)
                           for the Nine Months ended September 30, 2000 and 1999               7

                       Notes to Unaudited Consolidated Financial Statements                    8

     Item 2.       Management's Discussion and Analysis of
                           Financial Condition and Results of Operations                       9 - 12

PART II  -  OTHER INFORMATION

     Item 1.       Legal Proceedings                                                          13

     Item 2.       Changes in Securities                                                      13

     Item 3.       Default Upon Senior Securities                                             13

     Item 4.       Submissions of Matters to a Vote of Security Holders                       13

     Item 5.       Other Information                                                          13

     Item 6.       Exhibits and Reports on Form 8 - K                                         13

SIGNATURES                                                                                    14

</TABLE>

<PAGE>

                                      SFSB HOLDING COMPANY
                                   CONSOLIDATED BALANCE SHEET
<TABLE>
<CAPTION>

                                                                  September 30,   December 31,
                                                                    2000              1999
                                                                --------------    -------------
<S>                                                        <C>               <C>
ASSETS
     Cash and due from banks                                 $        499,142  $       908,791
     Interest-bearing deposits in other banks                       3,457,959        4,156,884
                                                                --------------    -------------

     Cash and cash equivalents                                      3,957,101        5,065,675

     Certificates of deposit in other banks                           297,000        1,056,306
     Investment securities available for sale                       3,148,661        2,960,757
     Investment securities held to maturity (market
       value of $8,834,881 and $9,446,780)                          9,263,171        9,990,854
     Mortgage-backed securities available for sale                  1,437,726        1,774,691
     Mortgage-backed securities held to maturity (market
       value of $10,956,218 and $9,979,691)                        10,986,206       10,277,109
     Loans receivable (net of allowance for loan losses
       of $142,873 and $138,193)                                   18,044,212       15,516,919
     Accrued interest receivable                                      338,582          412,178
     Premises and equipment                                         1,379,468        1,444,866
     Federal Home Loan Bank stock                                     256,500          245,600
     Other assets                                                     184,101           58,531
                                                                --------------    -------------

         TOTAL ASSETS                                        $     49,292,728  $    48,803,486
                                                                ==============    =============

LIABILITIES
     Deposits                                                $     39,713,674  $    39,411,665
     Advances by borrowers for taxes and insurance                     49,988          112,058
     Accrued interest payable and other liabilities                   599,268          388,937
                                                                --------------    -------------

         TOTAL LIABILITIES                                         40,362,930       39,912,660
                                                                --------------    -------------

COMMITMENTS AND CONTINGENCIES                                               -                -

STOCKHOLDERS' EQUITY
     Preferred stock, no par value; 1,000,000 shares
       authorized; none issued and outstanding                              -                -
     Common stock, par value $.10 per share; 4,000,000
       shares authorized; 726,005 issued                               72,600           72,600
     Additional paid-in capital                                     6,680,924        6,695,656
     Retained earnings - substantially restricted                   3,244,761        3,180,278
     Accumulated other comprehensive income                           394,953          308,907
     Unallocated shares held by Employee Stock
       Ownership Plan (ESOP)                                         (421,080)        (464,640)
     Unallocated shares held by Restricted Stock Plan (RSP)          (202,342)        (232,413)
     Treasury stock (90,700 at cost)                                 (840,018)        (669,562)
                                                                --------------    -------------

         TOTAL STOCKHOLDERS' EQUITY                                 8,929,798        8,890,826
                                                                --------------    -------------
         TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY          $     49,292,728  $    48,803,486
                                                                ==============    =============
</TABLE>

See accompanying notes to the consolidated financial statements.

 3

<PAGE>

                                      SFSB HOLDING COMPANY
                                CONSOLIDATED STATEMENT OF INCOME
<TABLE>
<CAPTION>
                                                                Nine Months Ended September 30,
                                                                    2000              1999
                                                                --------------    -------------
<S>                                                         <C>               <C>
INTEREST INCOME
     Loans receivable                                         $       979,138   $      858,853
     Interest-bearing deposits in other banks                         187,289          323,187
     Investment securities
         Taxable                                                      581,654          412,491
         Exempt from federal income tax                                34,574           50,229
     Mortgage-backed securities                                       641,404          599,311
                                                                --------------    -------------
         Total interest income                                      2,424,059        2,244,071
                                                                --------------    -------------
INTEREST EXPENSE
     Deposits                                                       1,231,383        1,144,638
                                                                --------------    -------------
NET INTEREST INCOME                                                 1,192,676        1,099,433

     Provision for loan losses                                         11,000            9,000
                                                                --------------    -------------

NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES                 1,181,676        1,090,433
                                                                --------------    -------------

NONINTEREST INCOME
     Service fees on deposit accounts                                  91,433           93,209
     Investment securities gains, net                                       -           16,058
     Other                                                             21,427           16,628
                                                                --------------    -------------
         Total noninterest income                                     112,860          125,895
                                                                --------------    -------------

NONINTEREST EXPENSE
     Compensation and employee benefits                               605,463          597,222
     Occupancy and equipment                                          152,541          179,148
     Data processing                                                  166,264          171,335
     Professional services                                             59,341           70,020
     Other                                                            150,077          164,827
                                                                --------------    -------------
         Total noninterest expense                                  1,133,686        1,182,552
                                                                --------------    -------------

Income before income taxes                                            160,850           33,776
Income taxes                                                            4,490            1,336
                                                                --------------    -------------

NET INCOME                                                            156,360           32,440
                                                                ==============    =============

EARNINGS PER SHARE:
         Basic                                                $          0.28   $         0.05
         Diluted                                                         0.28             0.05

WEIGHTED AVERAGE SHARES OUTSTANDING:
         Basic                                                        564,779          638,299
         Diluted                                                      564,779          646,556
</TABLE>

See accompanying notes to the consolidated financial statements.

 4
<PAGE>

                                      SFSB HOLDING COMPANY
                                CONSOLIDATED STATEMENT OF INCOME

<TABLE>
<CAPTION>

                                                                Three Months Ended September 30,
                                                                    2000              1999
                                                                --------------    -------------
<S>                                                          <C>               <C>
INTEREST INCOME
     Loans receivable                                         $       351,100   $      296,347
     Interest-bearing deposits in other banks                          56,277           71,216
     Investment securities
         Taxable                                                      195,794          176,930
         Exempt from federal income tax                                10,481           14,303
     Mortgage-backed securities                                       215,422          216,800
                                                                --------------    -------------
         Total interest income                                        829,074          775,596
                                                                --------------    -------------
INTEREST EXPENSE
     Deposits                                                         419,776          395,286
                                                                --------------    -------------
NET INTEREST INCOME                                                   409,298          380,310

     Provision for loan losses                                          4,500            3,000
                                                                --------------    -------------

NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES                   404,798          377,310
                                                                --------------    -------------

NONINTEREST INCOME
     Service fees on deposit accounts                                  31,842           33,236
     Investment securities loss, net                                        -           (1,082)
     Other                                                              5,168            3,552
                                                                --------------    -------------
         Total noninterest income                                      37,010           35,706
                                                                --------------    -------------
NONINTEREST EXPENSE
     Compensation and employee benefits                               211,569          206,023
     Occupancy and equipment                                           52,906           61,985
     Data processing                                                   55,454           57,025
     Professional services                                             11,584           14,611
     Other                                                             49,883           57,299
                                                                --------------    -------------
         Total noninterest expense                                    381,396          396,943
                                                                --------------    -------------

Income before income taxes                                             60,412           16,073
Income taxes                                                            4,490            1,336
                                                                --------------    -------------

NET INCOME                                                             55,922           14,737
                                                                ==============    =============

EARNINGS PER SHARE:
         Basic                                                $          0.10   $         0.02
         Diluted                                                         0.10             0.02

WEIGHTED AVERAGE SHARES OUTSTANDING:
         Basic                                                        551,211          630,558
         Diluted                                                      551,211          638,613
</TABLE>

See accompanying notes to the consolidated financial statements.

 5
<PAGE>
                              SFSB HOLDING COMPANY
            CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                      NINE MONTHS ENDED SEPTEMBER 30, 2000
<TABLE>
<CAPTION>
                                                                     Accumu-
                                                                     lated      Unallo-    Unallo-
                                                                     Other      cated      cated                 Total
                                            Additional               Compre-    Shares     Shares                Stock-
                                    Common   Paid-in      Retained   hensive    Held by    Held by   Treasury    holders'
                                    Stock    Capital      Earnings    Income     ESOP       RSP      Stock       Equity
                                    ------- ----------  ----------  --------  ---------  ---------  ---------  ----------
<S>                                <C>     <C>         <C>         <C>       <C>        <C>        <C>        <C>
Balance, December 31, 1999          $72,600 $6,695,656  $3,180,278  $308,907  $(464,640) $(232,413) $(669,562) $8,890,826

Net income                                                 156,360                                                156,360

Other comprehensive income:
  Unrealized gain on available for
    sale securities, net of tax
     of $44,327                                                       86,046                                       86,046

RSP shares released                                                                         30,071                 30,071
ESOP shares released                           (14,732)                          43,560                            28,828
Purchase treasury stock                                                                              (170,456)   (170,456)
Cash dividends ($.15 per share)                            (91,877)                                               (91,877)
                                    ------- ----------- ----------- --------- ---------- ---------- ---------- ----------
Balance, September 30, 2000         $72,600 $6,680,924  $3,244,761  $394,953  $(421,080) $(202,342) $(840,018) $8,929,798
                                    ======= =========== =========== ========= ========== ========== ========== ==========
</TABLE>


See accompanying notes to the consolidated financial statements.

 6
<PAGE>


                                      SFSB HOLDING COMPANY
                              CONSOLIDATED STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>
                                                                Nine Months Ended September 30,
                                                                    2000              1999
                                                                --------------    -------------
<S>                                                          <C>               <C>
OPERATING ACTIVITIES
Net income                                                    $       156,360   $       32,440
Adjustments to reconcile net income to
   net cash provided by (used for) operating
   activities:
     Provision for loan losses                                         11,000            9,000
     Depreciation and amortization                                    132,974          164,083
     Investment securities gains                                            -          (16,058)
     Increase (decrease) in accrued interest receivable                73,596          (91,326)
     Other, net                                                       279,693           22,186
                                                                --------------    -------------
     Net cash provided by (used for) operating activities             653,623          120,325
                                                                --------------    -------------
INVESTING ACTIVITIES
Decrease in certificates of deposits                                  759,306        1,430,792
Investment securities available for sale:
     Purchases                                                        (43,761)      (1,335,454)
     Proceeds from sales                                                    -           24,157
     Maturities and repayments                                         21,663                -
Investment securities held to maturity:
     Purchases                                                              -       (6,800,000)
     Maturities and repayments                                        527,966        1,172,249
Mortgage-backed securities available for sale:
     Maturities and repayments                                        319,944          375,754
Mortgage-backed securities held to
   maturity:
     Purchases                                                     (2,007,695)      (2,500,100)
     Maturities and repayments                                        730,443        2,366,933
Net increase in loans receivable                                   (2,538,293)      (1,067,475)
Purchase Federal Home Loan Bank Stock                                 (10,900)               -
Purchase of premises and equipment                                     (8,677)          (9,181)
                                                                --------------    -------------
     Net cash used for investing activities                        (2,250,004)      (6,342,325)
                                                                --------------    -------------
FINANCING ACTIVITIES
Net increase in deposits                                              302,009          571,368
Net increase (decrease) in advances by borrowers
   for taxes and insurance                                            (62,070)         (56,956)
Purchase of treasury stock                                           (170,456)        (367,167)
Cash dividends paid                                                   (91,877)         (33,686)
                                                                --------------    -------------
     Net cash provided by (used for)
        financing activities                                          (22,394)         113,559
                                                                --------------    -------------
     Decrease in cash and cash  equivalents                        (1,618,775)      (6,108,441)

CASH AND CASH EQUIVALENTS
   AT BEGINNING OF PERIOD                                           5,065,675        9,094,253
                                                                --------------    -------------
CASH AND CASH EQUIVALENTS
        AT END OF PERIOD                                      $     3,446,900   $    2,985,812
                                                                ==============    =============

SUPPLEMENTAL CASH FLOW DISCLOSURE Cash paid during the year for:
     Interest on deposits and
        borrowings                                            $     1,228,037   $    1,124,741
     Income taxes                                                      30,903           36,133
</TABLE>
See accompanying notes to the consolidated financial statements.

7
<PAGE>
                              SFSB HOLDING COMPANY
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS


NOTE 1 - BASIS OF PRESENTATION

     The  consolidated   financial  statements  of  SFSB  Holding  Company  (the
     "Company")  includes its wholly- owned  subsidiary  Stanton Federal Savings
     Bank (the "Bank"). All significant intercompany items have been eliminated.

     The  accompanying  unaudited  consolidated  financial  statements have been
     prepared in accordance with the instructions to Form 10-QSB and, therefore,
     do not  necessarily  include  all  information  that would be  included  in
     audited  financial  statements.  The  information  furnished  reflects  all
     adjustments  which are, in the opinion of management,  necessary for a fair
     statement  of the  results of  operations.  All such  adjustments  are of a
     normal recurring nature.  The results of operations for the interim periods
     are not  necessarily  indicative of the results to be expected for the full
     year or any other interim period.

NOTE 2 - EARNINGS PER SHARE

     The Company  provides dual  presentation of Basic and Diluted  earnings per
     share.  Basic  earnings  per share  utilizes  net income as reported as the
     numerator and the actual  average shares  outstanding  as the  denominator.
     Diluted  earnings  per share  includes  any  dilutive  effects of  options,
     warrants, and convertible  securities.  For the three and nine-months ended
     September  30, 2000,  there were no dilutive  shares of common  stock.  The
     following table sets forth a reconciliation of the denominator of the basic
     and diluted  earnings per share  computation  for the three and nine-months
     ended September 30, 1999.

                                                 Three Months    Nine Months
                                                   Ended            Ended
                                                 September 30,    September 30,
                                                    1999            1999
                                                -------------   --------------
     Weighted average common shares and
         common stock equivalents used to
         calculate basic earnings per share          630,558          638,299

     Additional common stock equivalents
         (stock options) used to calculate
         diluted earnings per share                    8,055            8,257
                                                -------------   --------------
     Weighted average common shares and
         common stock equivalents used
         to calculate diluted earnings per share     638,613          646,556
                                                =============   ==============

NOTE 3 - COMPREHENSIVE INCOME

     Comprehensive  income  (loss) for the nine and three  months  periods is as
     follows:
<TABLE>
<CAPTION>
                                                  Nine Months Ended      Three Months Ended
                                                   September 30,            September 30,
                                                2000           1999      2000         1999
                                                ----------  ---------    --------  ----------
<S>                                              <C>       <C>          <C>        <C>
     Net income                                   $156,360  $  32,440    $ 55,922   $  14,737

     Unrealized gain (loss) on securities
       available for sale, net of taxes             86,046   (186,716)    159,156    (101,522)
                                                  --------  ---------    --------   ---------
                                                  $242,406  $(154,276)   $215,078   $ (86,785)
                                                  ========  =========    ========   =========
</TABLE>

 8
<PAGE>

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


The Private  Securities  Litigation Act of 1995 contains safe harbor  provisions
regarding forward-looking  statements.  When used in this discussion,  the words
"believes,"  "anticipates,"  "contemplates,"  "expects," and similar expressions
are intended to identify forward-looking statements. Such statements are subject
to certain  risks and  uncertainties  that could cause actual  results to differ
materially from those projected.  Those risks and uncertainties  include changes
in interest rates,  the ability to control costs and expenses,  general economic
conditions,  government  policies  and  action of  regulatory  authorities.  The
Company  undertakes  no  obligation  to  publicly  release  the  results  of any
revisions  to those  forward  looking  statements  which may be made to  reflect
events or  circumstances  after the date hereof or to reflect the  occurrence of
unanticipated events.

SFSB Holding  Company is a savings and loan  holding  company  headquartered  in
Pittsburgh,  Pennsylvania,  which  provides a broad range of  deposits  and loan
products  through its wholly  owned  subsidiary,  Stanton  Federal  Savings Bank
(collectively, the "Company").

CHANGES IN FINANCIAL CONDITION

Total assets of $49,293,000 at September 30, 2000 remained  relatively stable as
compared to $48,803,000 at December 31, 1999.  However,  the components of total
assets changed due to management's  continual efforts to shift its cash and cash
equivalents and certificate of deposits into higher yielding earning assets. Net
loans receivable  increased  $2,527,000 during this period while primarily being
funded from reductions in cash and cash equivalents and certificates of deposits
in other banks of $1,109,000 and $759,000, respectively.

Net loans  receivable at September 30, 2000  increased  16.3% to  $18,044,000 at
September  30, 2000 from  $15,517,000  at December 31,  1999.  Increases in real
estate mortgages and home equity loans of $1,622,000 and $955,000, respectively,
were the result of  management's  pursuit and development of quality loan growth
during  continued  economic  prosperity  within the Company's market area. As of
September 30, 2000, the Company has additional commitments of $1,793,000 to fund
loan growth.

Stockholder's  equity  increased  to  $8,930,000  at  September  30,  2000  from
$8,891,000 at December 31, 1999.  Increases in stockholders'  equity were due to
net income of $156,000,  increases in accumulated other comprehensive  income of
$86,000,  and the  amortization  of ESOP and RSP shares  totaling  $59,000 while
offset  somewhat by cash  dividends of $92,000 and  purchases of treasury  stock
totaling $170,000.

RESULTS OF OPERATIONS

Net income  increased  $124,000 to $156,000 for the nine months ended  September
30,  2000 from net  income of  $32,000  for the same  period  ended  1999.  This
increase was due to an increase in net interest income of $93,000 and a decrease
in noninterest  expense of $49,000,  offset by an decrease in noninterest income
of $13,000.


9
<PAGE>

Net income for the three months ended  September 30, 2000  increased  $41,000 to
$56,000 from net income of $15,000 for the same 1999 period.  This  increase was
due to the combined effects of an increase in net interest income of $29,000 and
a decrease in noninterest expense of $16,000.

Interest  income for the nine month and three month periods ended  September 30,
2000 increased to $2,424,000  and $829,000,  respectively,  from  $2,244,000 and
$776,000, respectively, for the same periods in 1999. As noted previously, these
increases  were  primarily due to  management's  continual  efforts to invest in
higher yielding assets. For the current nine months and three month ended, total
average  interest  earning  assets   increased   approximately   $1,992,000  and
$1,955,000,  respectively.  Average tax  equivalent  yield on  interest  earning
assets  increased to 6.96% and 7.21% for the nine and three month  periods ended
September 30, 2000 from 6.76% and 7.02% for the same periods in 1999.

Interest expense on deposits  increased $87,000 or 7.58% from $1,145,000 for the
nine months ended  September  30, 1999 to  $1,231,000  for the same period ended
2000. The average cost of funds for interest  bearing  liabilities  increased 23
basis points from 4.22% for the nine months ended September 30, 1999 compared to
4.45% for the same period  ended  2000.  Interest  expense for the three  months
ended  September  30, 2000  increased  $25,000 to $420,000 from $395,000 for the
same  period  ended in 1999.  The  average  cost of  funds on  interest  bearing
liabilities  for the  current  three  month  period  ended  September  30,  2000
increased 10 basis  points to 4.48%  compared to 4.38% for the same period ended
1999.  Increased  interest  expense for the current nine and three month periods
were  attributable  to higher rates paid on  certificates  of deposit.  Regional
interest rates on certificate  of deposits have gradually  increased  throughout
the past twelve  months and the Company has reacted  simultaneously  in order to
remain competitive within its markets.

Based upon management's  continuing  evaluation of the adequacy of the allowance
for loan losses  which  encompasses  the  overall  risk  characteristics  of the
various portfolio segments,  past experience with losses, the impact of economic
conditions  on borrowers,  and other  relevant  factors,  the provision for loan
losses remained relatively  unchanged for the current nine month and three month
periods  ended  September  30,  2000 as  compared  to the same  periods in 1999.
Management  believes  the  allowance  for  loan  losses  is at a  level  that is
considered to be adequate to provide for estimated losses; however, there can be
no assurance  that further  additions will not be made to the allowance and that
such losses will not exceed the estimated amount. See "Risk Elements."

10
<PAGE>

Noninterest  income decreased $13,000 or 10.3% from $126,000 for the nine months
ended  September  30, 1999 to  $113,000  for the same  period  ended 2000.  This
decrease is  attributable  to a $17,000  decrease in investment  security  gains
relating  to the sale of FHLMC stock for the nine months  ending  September  30,
1999 with no gains being recognized for the same period ended 2000.

For the current  nine and three month  periods,  noninterest  expense  decreased
$49,000 and  $16,000,  respectively,  as  compared to the same  periods in 1999.
Occupancy  and  equipment  costs  decreased  due to a reduction in  depreciation
expense  and cost  savings  obtained  in the first  quarter on annual  equipment
maintenance  contracts.  Professional  services  decreased due to a reduction in
amount  of such  services  utilized  during  2000 as  compared  to  1999.  Other
operating  expenses  decreased due to management's  continual efforts to promote
efficiency and cost savings throughout the Company.

Income tax expense for both nine and three month  periods  ended  September  30,
1999 and 2000  increased  from  $1,000 to $4,000,  respectively  as the  Company
continues to utilize unused operating loss carryforwards during these periods.

LIQUIDITY AND CAPITAL RESOURCES

Liquidity may be adversely  affected by unexpected  deposit outflows,  excessive
interest rates paid by competitors,  adverse  publicity  relating to the savings
and loan industry and similar matters.  Management  monitors projected liquidity
needs and determines the level desirable based in part on the Bank's commitments
to make loans and  management's  assessment  of the Bank's  ability to  generate
funds.

Management  monitors both the Company's and the Bank's total risk-based,  Tier I
risk-based and Tier I leverage capital ratios in order to assess compliance with
regulatory  guidelines.  At September  30,  2000,  both the Company and the Bank
exceeded the minimum  risk-based and leverage capital ratios  requirements.  The
Company's  and Bank's total  risk-based,  Tier I risk-based  and Tier I leverage
ratios  are  44.2%,  42.0%,  17.4% and  36.2%,  34.0%,  14.0%,  respectively  at
September 30, 2000.

RISK ELEMENT

The table below presents information  concerning  nonperforming assets including
nonaccrual loans, renegotiated loans, loans 90 days or more past due, other real
estate loans,  and repossessed  assets. A loan is classified as nonaccrual when,
in the opinion of management,  there are serious doubts about  collectibility of
interest  and  principal.  At the time the accrual of interest is  discontinued,
future income is recognized only when cash is received.  Renegotiated  loans are
those  loans  which  terms  have been  renegotiated  to provide a  reduction  or
deferral  of  principal  or  interest  as a result of the  deterioration  of the
borrower.

11
<PAGE>


<TABLE>
<CAPTION>
                                                        September 30,  December 31,
                                                            2000          1999
                                                            ----          ----
                                                          (Dollars in thousands)

<S>                                                      <C>          <C>
Loans on nonaccrual basis                                   $  227       $  117
Loans past due 90 days or more and still accruing                -           32
                                                             -----        -----
Total nonperforming loans                                      227          149
                                                             =====        =====

Nonperforming loans as a percent of total loans               1.26%        0.95%
                                                             =====        =====

Nonperforming assets as a percent of total assets              .46%        0.31%
                                                             =====        =====

Allowance for loan losses to nonperforming loans             62.94%       92.75%
                                                             =====        =====

</TABLE>

At September 30, 2000 and December 31, 1999, no real estate or other assets were
held as foreclosed or repossessed property.

Management  monitors  impaired loans on a continual  basis.  As of September 30,
2000,  impaired loans had no material effect on the Company's financial position
or results of operations.

During  the  nine  month  period  ended  September  30,  2000,  loans  increased
$2,532,000 while  nonperforming  loans increased $78,000 or 52.3%. The allowance
for loan losses  increased  $4,700 during this same period and the percentage of
allowance for loan losses to loans outstanding  decreased  slightly from .90% to
 .79%.  Nonperforming  loans  are  primarily  made  up  of  one  to  four  family
residential mortgages. The collateral requirements on such loans reduce the risk
of potential losses to an acceptable level in management's opinion.

Management  believes the level of the allowance for loan losses at September 30,
2000  is  sufficient;  however,  there  can be no  assurance  that  the  current
allowance for loan losses will be adequate to absorb all future loan losses. The
relationship  between the allowance for loan losses and  outstanding  loans is a
function of the credit quality and known risk  attributed to the loan portfolio.
The ongoing loan review program and credit approval process is used to determine
the adequacy of the allowance for loan losses.

12
<PAGE>


                            SFSB HOLDING COMPANY
                         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

             None

   ITEM  5.  Other Information

None

  ITEM  6.  Exhibits and Reports on Form 8-K
<TABLE>
<CAPTION>
<S>           <C>
          (a)  The following exhibits are included in this Report or incorporated herein by reference:
               3(i)     Articles of Incorporation of SFSB Holding Company*
               3(ii)    Bylaws of SFSB Holding Company*
               10.1     Directors Consultant and Retirement Plan.*
               10.2     Supplemental Executive Retirement Plan for Barbara J. Mallen.*
               10.3     Employment Agreement with Barbara J. Mallen*
               10.4     SFSB Holding Company 1998 Stock Option Plan**
               10.5     Stanton Federal Savings Bank Restricted Stock Plan**
               27       Financial Data Schedule (electronic filing only)
               99       Review of Report by Independent Certified Public Accountants
</TABLE>

 ---------------------
*    Incorporated  by  reference  to an  identically  numbered  exhibit  to  the
     registration statement on Form SB-2 (File No. 333-40955) declared effective
     by the SEC on January 14, 1998.
**   Incorporated by reference to the Proxy Statement for the Special Meeting on
     October 20, 1998 and filed with SEC on September 14, 1998.

          (b)  No reports on Form 8-K were filed  during the last quarter of the
               period covered by this report.


13
<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.

              SFSB Holding Company
              ------------------------------------------------
              (Registrant)

Dated: November 13, 2000        By:  /s/ Barbara J. Mallen
                                ------------------------------------------------
                                Barbara J. Mallen
                                President and Chief Executive Officer



Dated: November 13, 2000        By:  /s/ Joseph E. Gallegher
                                ------------------------------------------------
                                Joseph E. Gallegher
                                Senior Vice President (Chief Accounting Officer)





14