SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 15, 1998 OHSL FINANCIAL CORP. (Exact name of Registrant as specified in its Charter) Delaware 0-20886 31-1362390 (State or other jurisdiction (Commission (IRS Employer of incorporation) File No.) Identification Number) 5889 Bridgetown Road, Cincinnati, Ohio 45348-3199 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (513) 574-3322 N/A (Former name or former address, if changed since last report) Item 5. Other Events On October 15, 1998, the Registrant issued a press release announcing earnings for the three and nine month periods ended September 30, 1998. Item 7. Financial Statements and Exhibits (a) Exhibits 99.1 Press release of OHSL Financial Corp., dated October 15, 1998. SIGNATURES Pursuant to the requirements 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. OHSL FINANCIAL CORP. Date: October 20, 1998 By:/s/ Kenneth L. Hanauer Kenneth L. Hanauer President and Chief Executive Officer Exhibit 99.1 OHSL Financial Announces Third Quarter Earnings CINCINNATI--Oct. 15, 1998--OHSL Financial Corp. (Nasdaq:OHSL), the parent company of Oak Hills Savings and Loan Company F.A., today announced earnings for the three and nine month periods ended Sept. 30, 1998. Net income for the three months ended Sept. 30, 1998 totaled $528,000, an increase of $27,000 or 5.4 percent over the same period in 1997. Net interest income for the three months ended Sept. 30, 1998 totaled $1,857,000, an increase of $70,000 or 3.9 percent over the net interest income for the same period in 1997. Net income for the nine months ended Sept. 30, 1998 totaled $1,637,000, an increase of $95,000 or 6.2 percent over the same period in 1997. Net interest income for the nine months ended Sept. 30, 1998 totaled $5,596,000, an increase of $172,000 or 3.2 percent over the net interest income for the same period in 1997. Non-interest income totaled $536,000 for the nine months ended Sept. 30, 1998 compared to $280,000 for the same period in 1997, an increase of $256,000. Sales of mortgage loans in the secondary market accounted for approximately 73 percent of the increase in non-interest income. Earnings per share for the three months ended Sept. 30, 1998 totaled 21 cents, an increase of 1 cent or 5.0 percent over the earnings per share of 20 cents reported for the same period in 1997. Earnings per share for the nine months ended Sept. 30, 1998 totaled 66 cents, an increase of 4 cents or 6.5 percent over the earnings per share of 62 cents reported for the nine months ended Sept. 30, 1997. Kenneth L. Hanauer, president and chief executive officer of OHSL Financial commented, "The low interest rate environment which has existed throughout 1998, combined with a very flat yield curve, has presented our industry with some serious challenges. Customer demand for fixed-rate mortgage products requires us to offer our loans at rates which are lower than we have seen in twenty years. In order to prudently manage our interest rate risk, it is essential that we sell these loans in the secondary market, so that the company's net interest income is not penalized in the event of an upturn in interest rates. In the current market, however, this presents us with few reinvestment opportunities, resulting in lower overall yields on our interest - -earning assets. In addition, in order to meet local and regional competition, it has been difficult to lower deposit rates in order to compensate for the lower yield on assets discussed previously. Despite these strong challenges, however, our net interest income and our net income remain healthy. We continue to produce income numbers which exceed 1997, and 1997 was a record year for OHSL. In addition, our asset size at Sept. 30, 1998 is at an all-time high and we are poised to add a new location in Sayler Park within the next 30 days. We continue to believe that a strong market exists for the products and services of a community-based financial institution, and we believe that we can profitably meet the needs of this market as well as the requirements of our shareholders." OHSL's subsidiary, Oak Hills Savings and Loan Company F.A., offers traditional community bank type services to its individual and business customers through its five offices located in western Hamilton County, Ohio, as well as mutual fund and annuity products through its affiliation with Cox Financial. OHSL Financial Corp. (unaudited) Three months ended Sept. 30: CONSOLIDATED RESULTS OF OPERATIONS 1998 1997 (000) (000) Interest income 4676 4506 Interest expense 2819 2719 Net interest income 1857 1787 Provision for loan losses 9 10 Net interest income after provision 1848 1777 Noninterest income 177 95 Noninterest expense 1185 1117 Net income before tax provision 840 755 Provision for income taxes 312 254 Net income 528 501 EARNINGS PER SHARE $ 0.21 $ 0.20 DIVIDENDS PER SHARE $0.125 $ 0.11 BOOK VALUE PER SHARE (END OF PERIOD) $11.12 $10.71 Nine months ended Sept. 30: CONSOLIDATED RESULTS OF OPERATIONS 1998 1997 (000) (000) Interest income 13997 13165 Interest expense 8401 7741 Net interest income 5596 5424 Provision for loan losses 26 32 Net interest income after provision 5570 5392 Noninterest income 536 280 Noninterest expense 3493 3331 Net income before tax provision 2613 2341 Provision for income taxes 976 799 Net income 1637 1542 EARNINGS PER SHARE $ 0.66 $ 0.62 DIVIDENDS PER SHARE $ 0.36 $ 0.33 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION Sept. 30 Dec. 31 1998 1997 (000) (000) Cash and cash equivalents 10796 16224 Investments - held to maturity 56412 33854 Investments - available for sale 9800 10774 Loans receivable 168389 171768 Other assets 6999 6285 ______ ______ Total assets 252396 238905 ______ ______ ______ ______ Deposits 186532 184690 Advances from Federal Home Loan Bank 36708 26570 Other liabilities 1984 1613 ______ ______ Total liabilities 225224 212873 Stockholders' equity 27172 26032 ______ ______ Total liabilities and equity 252396 238905 ______ ______ ______ ______ CONTACT: OHSL Financial Corp., Cincinnati Patrick J. Condren, 513/574-3322