UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 1997 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______ to ______ Commission File Number: 0-22444 WVS Financial Corp. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Pennsylvania 25-1710500 -------------------------------- --------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 9001 Perry Highway Pittsburgh, Pennsylvania 15237 ------------------------ ---------- (Address of principal (Zip Code) executive offices) (412) 364-1911 ------------------------------- (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirement for the past 90 days. YES [ X ] NO [ ] Shares outstanding as of February 6, 1998 : 1,808,050 shares Common Stock, $.01 par value. WVS FINANCIAL CORP. AND SUBSIDIARY INDEX PART I. Financial Information Item 1. Financial Statements Consolidated Statements of Financial Condition as of December 31, 1997 and June 30, 1997 (Unaudited) Consolidated Statements of Income for the Three and Six Months Ended December 31, 1997 and 1996 (Unaudited) Consolidated Statements of Cash Flows for the Six Months Ended December 31, 1997 and 1996 (Unaudited) Consolidated Statements of Changes in Stockholders' Equity for the Six Months Ended December 31, 1997 (Unaudited) Notes to Unaudited Consolidated Financial Statements Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations for the Three and Six Months Ended December 31, 1997 Item 3. Quantitative and Qualitative Disclosures about Market Risk PART II. Other Information Item 1. Legal Proceedings Item 2. Changes in Securities Item 3. Defaults upon Senior Securities Item 4. Submission of Matters to a Vote of Security Holders Item 5. Other Information Item 6. Exhibits and Reports on Form 8-K Signatures WVS FINANCIAL CORP. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (UNAUDITED) (in thousands) December 31, June 30, 1997 1997 --------- --------- Assets Cash and due from banks ................................. $ 625 $ 667 Interest-earning demand deposits ........................ 908 1,904 Investment securities available-for-sale (amortized cost of $10,360 and $3,689) ............... 10,434 3,553 Investment securities held-to-maturity (market value of $75,444 and $83,889) ................ 75,021 83,995 Mortgage-backed securities available-for-sale (amortized cost of $16,585 and $18,417) .............. 16,726 18,280 Mortgage-backed securities held-to-maturity (market value of $19,273 and $19,381) ................ 18,819 19,210 Federal Home Loan Bank stock, at cost ................... 3,872 3,927 Net loans receivable .................................... 161,002 158,134 Accrued interest receivable ............................. 2,449 2,809 Real estate owned ....................................... -- -- Premises and equipment .................................. 1,237 1,298 Deferred taxes and other assets ......................... 929 916 --------- --------- TOTAL ASSETS .................................. $ 292,022 $ 294,693 ========= ========= Liabilities and Stockholders' Equity Liabilities: Savings Deposits: Non-interest-bearing accounts ........................ $ 7,859 $ 7,283 NOW accounts ......................................... 15,400 15,177 Savings accounts ..................................... 36,751 36,591 Money market accounts ................................ 11,642 12,103 Certificates of deposit .............................. 95,479 99,725 --------- --------- Total savings deposits ............................... 167,131 170,879 Federal Home Loan Bank advances ......................... 77,432 77,857 Other borrowings ........................................ 7,171 6,784 Advance payments by borrowers for taxes and insurance ... 2,234 3,531 Accrued interest payable ................................ 1,924 1,768 Other liabilities ....................................... 5,002 985 --------- --------- TOTAL LIABILITIES .................................... 260,894 261,804 --------- --------- WVS FINANCIAL CORP. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (UNAUDITED) (in thousands) December 31, June 30, 1997 1997 --------- --------- Stockholders' equity: Preferred stock: 5,000,000 shares, no par value per share, authorized; none outstanding...................................... -- -- Common stock: 10,000,000 shares, $.01 par value per share, authorized; 1,753,280 and 1,747,280 shares issued and outstanding .......................................... 18 17 Additional paid-in capital .............................. 17,672 17,236 Retained earnings, substantially restricted ............. 14,152 16,900 Unallocated shares - Recognition and Retention Plans .... (483) (631) Unallocated shares - Employee Stock Ownership Plan ...... (373) (453) --------- --------- 30,986 33,069 Unrealized gain (loss) on available-for-sale securities . 142 (180) --------- --------- TOTAL STOCKHOLDERS' EQUITY ........................... 31,128 32,889 --------- --------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY .... $ 292,022 $ 294,693 ========= ========= See accompanying notes to consolidated financial statements. WVS FINANCIAL CORP. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) (in thousands) Three Months Ended Six Months Ended December 31, December 31, 1997 1996 1997 1996 ----------- ----------- ----------- ----------- INTEREST AND DIVIDEND INCOME: Loans ................................. $ 3,300 $ 3,080 $ 6,565 $ 6,163 Investment securities ................. 1,482 1,464 3,050 2,674 Mortgage-backed securities ............ 623 679 1,265 1,390 Interest-earning deposits with other institutions ................. 21 26 35 54 Federal Home Loan Bank stock .......... 58 49 119 82 ----------- ----------- ----------- ----------- Total interest and dividend income 5,484 5,298 11,034 10,363 ----------- ----------- ----------- ----------- INTEREST EXPENSE: Deposits .............................. 1,751 1,767 3,535 3,539 Borrowings ............................ 1,179 1,006 2,357 1,753 Advance payments by borrowers for taxes and insurance................. 9 7 16 16 ----------- ----------- ----------- ----------- Total interest expense ........... 2,939 2,780 5,908 5,308 ----------- ----------- ----------- ----------- NET INTEREST INCOME ........................ 2,545 2,518 5,126 5,055 PROVISION FOR LOAN LOSSES .................. (120) 30 (120) 60 ----------- ----------- ----------- ----------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES......................... 2,665 2,488 5,246 4,995 ----------- ----------- ----------- ----------- NON-INTEREST INCOME: Service charges on deposits ........... 58 56 110 103 Investment securities gains ........... -- -- -- 26 Other ................................. 48 41 86 77 ----------- ----------- ----------- ----------- Total non-interest income ........ 106 97 196 206 ----------- ----------- ----------- ----------- WVS FINANCIAL CORP. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) (in thousands) Three Months Ended Six Months Ended December 31, December 31, 1997 1996 1997 1996 ----------- ----------- ----------- ----------- NON-INTEREST EXPENSE: Salaries and employee benefits ........ 913 694 1,670 1,330 Occupancy and equipment ............... 104 109 207 208 Deposit insurance premium ............. 28 -- 55 1,239 Data processing ....................... 42 43 84 85 Correspondent bank service charges .... 29 30 60 58 Other ................................. 200 203 366 361 ----------- ----------- ----------- ----------- Total non-interest expense ....... 1,316 1,079 2,442 3,281 ----------- ----------- ----------- ----------- INCOME BEFORE INCOME TAXES ................. 1,455 1,506 3,000 1,920 INCOME TAXES ............................... 459 594 1,069 758 ----------- ----------- ----------- ----------- NET INCOME ................................. $ 996 $ 912 $ 1,931 $ 1,162 =========== =========== =========== =========== EARNINGS PER SHARE: Basic ................................. $ 0.58 $ 0.54 $ 1.13 $ 0.69 Diluted ............................... $ 0.56 $ 0.52 $ 1.09 $ 0.67 AVERAGE SHARES OUTSTANDING: Basic ................................. 1,709,170 1,681,304 1,706,495 1,680,229 Diluted ............................... 1,773,620 1,742,072 1,769,678 1,738,823 See accompanying notes to consolidated financial statements. WVS FINANCIAL CORP. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (in thousands) Six Months Ended December 31, ---------------------- 1997 1996 ------- ------- OPERATING ACTIVITIES Net income ........................................................ $ 1,931 $ 1,162 Adjustments to reconcile net income to cash provided by operating activities: Provision for loan losses ...................................... (120) 60 Gain on sale of Real Estate Owned .............................. -- (8) Gain on sale of investments and mortgage-backed securities ..... -- (26) Depreciation and amortization, net ............................. 67 70 Amortization of discounts, premiums and deferred loan fees ..... (29) 38 Amortization of ESOP, RRP and deferred and unearned compensation 429 190 Decrease (increase) in accrued interest receivable ............. 360 (201) Increase in accrued interest payable ........................... 154 279 Decrease (increase) in accrued and deferred taxes .............. (119) 43 Other, net ..................................................... 290 (175) ------- ------- Net cash provided by operating activities ................... 2,963 1,432 ------- ------- INVESTING ACTIVITIES Available-for-sale: Purchases of investments and mortgage-backed securities ........ (11,680) (839) Proceeds from repayments of investments and mortgage-backed securities ..................................................... 4,707 921 Proceeds from sale of investments and mortgage-backed securities 2,192 1,665 Held-to-maturity: Purchases of investments and mortgage-backed securities ........ (47,620) (44,513) Proceeds from repayments of investments and mortgage-backed securities ..................................................... 57,052 30,981 Net Increase in loans receivable .................................. (2,842) (1,366) Sale of real estate owned ......................................... -- 72 Decrease (increase) in FHLB stock ................................. 55 (1,268) Purchases of premises and equipment ............................... (7) (45) ------- ------- Net cash provided by (used for) investing activities ........ 1,857 (14,392) ------- ------- WVS FINANCIAL CORP. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (in thousands) Six Months Ended December 31, ---------------------- 1997 1996 -------- -------- FINANCING ACTIVITIES Net increase (decrease) in transaction and passbook accounts......... 499 (1,320) Net decrease in certificates of deposit ............................. (4,246) (1,515) Net (decrease) increase in FHLB borrowings .......................... (425) 24,857 Net increase (decrease) in other borrowings ......................... 388 (5,416) Net decrease in advance payments by borrowers for taxes and insurance (1,297) (1,547) Net proceeds from issuance of common stock .......................... 63 2 Cash dividends paid ................................................. (839) (488) -------- -------- Net cash (used for) provided by financing activities .......... (5,857) 14,573 -------- -------- (Decrease) increase in cash and cash equivalents .............. (1,037) 1,613 CASH AND CASH EQUIVALENTS AT BEGINNING OF THE PERIOD ................ 2,570 2,727 -------- -------- CASH AND CASH EQUIVALENTS AT END OF THE PERIOD ...................... $ 1,533 $ 4,340 ======== ======== SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash paid during the period for: Interest on deposits, escrows and borrowings .................. $ 5,752 $ 5,029 Income taxes .................................................. 1,181 889 Noncash item: Foreclosed mortgage loans transferred to real estate owned .... -- 64 Dividends declared, not yet paid (net of reimbursement for unallocated ESOP shares) ................................ 3,775 -- See accompanying notes to consolidated financial statements. WVS FINANCIAL CORP. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (UNAUDITED) (in thousands) Net Unrealized Retained Additional Unallocated Unallocated Gain Earnings- Common Paid-in Shares Held Shares Held (Loss) on Substantially Stock Capital by ESOP by RRP Securities Restricted Total -------- -------- -------- -------- -------- -------- -------- Balance at June 30, 1997 ... $ 17 $ 17,236 $ (453) $ (631) $ (180) $ 16,900 $ 32,889 Release of earned Employee Stock Ownership Plan (ESOP) shares ..................... 201 80 281 Accrued compensation expense for Recognition and Retention Plans (RRP) ...... 148 148 Tax benefit from stock grants issued under RRP .... 173 173 Exercise of Stock Options .. 1 62 63 Change in unrealized loss, net of income taxes of $166 322 322 Cash dividends declared ($2.70 per share) .......... (4,679) (4,679) Net income ................. 1,931 1,931 -------- -------- -------- -------- -------- -------- -------- Balance at December 31, 1997 $ 18 $ 17,672 $ (373) $ (483) $ 142 $ 14,152 $ 31,128 ======== ======== ======== ======== ======== ======== ======== See accompanying notes to consolidated financial statements. WVS FINANCIAL CORP. AND SUBSIDIARY NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS 1. BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions for Form 10-Q and therefore do not include information or footnotes necessary for a complete presentation of financial condition, results of operations, and cash flows in conformity with generally accepted accounting principles. However, all adjustments (consisting only of normal recurring adjustments) which, in the opinion of management, are necessary for a fair presentation have been included. The results of operations for the three and six months ended December 31, 1997 are not necessarily indicative of the results which may be expected for the entire fiscal year. 2. EARNINGS PER SHARE In February 1997, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards No. 128 "Earnings Per Share". Statement No. 128 replaced the previously reported primary and fully diluted earnings per share with basic and diluted earnings per share. Unlike primary earnings per share, basic earnings per share excludes any dilutive effects of options, warrants, and convertible securities. Diluted earnings per share differs from fully diluted earnings per share in that average period market prices are utilized in calculating weighted average common stock equivalents instead of period ending market prices. All earnings per share amounts have been presented, and where necessary, restated to conform to the Statement No. 128 requirements. 3. LITIGATION On March 27, 1995, the United States District Court for the Western District of Pennsylvania entered an Opinion and Orders dismissing in its entirety a lawsuit brought by Plaintiff William S. Karn, who is a depositor of the Savings Bank and a shareholder of the Company, which alleged, among other things, antitrust and securities laws violations in connection with the Savings Bank's mutual - to - stock conversion. The court also dismissed this same Plaintiff's federal claims in a second and substantially similar lawsuit while remanding to the Court of Common Pleas of Allegheny County any cognizable state law claims. This Plaintiff has filed Motion to Amend Judgment with the Court on the Opinion and Orders and a Memorandum Response in Opposition has been filed. On August 28, 1995, the Court denied the Plaintiff's motion to Amend Judgment. The Company is involved with various other legal actions arising in the ordinary course of business. Management believes the outcome of these matters will have no material effect on the consolidated operations or consolidated financial condition of WVS. 4. RECENT ACCOUNTING PRONOUNCEMENTS In July 1997 the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 130, "Reporting Comprehensive Income". Statement No. 130 is effective for fiscal years beginning after December 15, 1997. This statement establishes standards for reporting and presentation of comprehensive income and its components (revenues, expenses, gains and losses) in a full set of general purpose financial statements. It requires that all items are required to be recognized under accounting standards as components of comprehensive income be reported in a financial statement that is presented with the same prominence as other financial statements. Statement No. 130 requires that companies (i) classify items of other comprehensive income by their nature in a financial statement and (ii) display the accumulated balance of other comprehensive income separately from retained earnings and additional paid-in capital in the equity section of the statement of financial condition. Reclassification of financial statements for earlier periods provided for comprehensive purposes is required. WVS FINANCIAL CORP. AND SUBSIDIARY MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FOR THE THREE AND SIX MONTHS ENDED DECEMBER 31, 1997 When used in this Form 10-Q, or, in future filings by the Company with the Securities and Exchange Commission, in the Company's press releases or other public or shareholder communications, or in oral statements made with the approval of an authorized executive officer, the words or phrases "will likely result", "are expected to", "will continue", "is anticipated", "estimate", "project" or similar expressions are intended to identify "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are subject to certain risks and uncertainties including changes in economic conditions in the Company's market area, changes in policies by regulatory agencies, fluctuations in interest rates, demand for loans in the Company's market area and competition that could cause actual results to differ materially from historical earnings and those presently anticipated or projected. The Company wishes to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. The Company wishes to advise readers that the factors listed above could affect the Company's financial performance and could cause the Company's actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods in any current statements. The Company does not undertake, and specifically disclaims any obligation, to publicly release the result of any revisions which may be made to forward-looking statements to reflect events or circumstances after the date of statements or to reflect the occurrence of anticipated or unanticipated events. GENERAL WVS Financial Corp. ("WVS" or the "Company") is the parent holding company of West View Savings Bank ("West View" or the "Savings Bank"). The Company was organized in July 1993 as a Pennsylvania-chartered unitary bank holding company and acquired 100% of the common stock of the Savings Bank in November 1993. West View Savings Bank is a Pennsylvania-chartered, SAIF-insured stock savings bank conducting business from six offices in the North Hills suburbs of Pittsburgh. Originally organized under Pennsylvania law in 1908 as West View Building Loan Association, West View changed its name to West View Savings and Loan Association in 1954. In June 1992, West View converted from a Pennsylvania-chartered mutual savings and loan association to a Pennsylvania-chartered mutual savings bank. The Savings Bank converted to the stock form of ownership in November 1993. The Savings Bank had no subsidiaries at December 31, 1997. The operating results of the Company depend primarily upon its net interest income, which is determined by the difference between income on interest-earning assets, principally loans, mortgage-backed securities and investment securities, and interest expense on interest-bearing liabilities, which consists primarily of deposits and borrowings. The Company's net income is also affected by its provision for loan losses, as well as the level of its non-interest income, including loan fees and service charges, and its non-interest expenses, such as compensation and employee benefits, income taxes, deposit insurance and occupancy costs. The Company's strategy focuses on traditional thrift lending, maintaining asset quality and increasing core earnings. FINANCIAL CONDITION The Company's assets totaled $292.0 million at December 31, 1997 as compared to $294.7 million at June 30, 1997. The $2.7 million or 0.9% decline in total assets was primarily comprised of a $4.1 million or 3.2% decrease in investment and mortgage-backed securities, including Federal Home Loan Bank ("FHLB") stock, which was partially offset by a $2.9 million or 1.8% increase in net loans receivable. The Company's total liabilities decreased $900 thousand or 3.4% to $260.9 million as of December 31, 1997 from $261.8 million as of June 30, 1997. The $900 thousand decrease in total liabilities was primarily comprised of a $3.8 million or 2.2% decrease in deposits and a $1.3 million decrease in advance payments by borrowers for taxes and insurance which was partially offset by a $4.0 million increase in other liabilities. The $4.0 million increase in other liabilities was primarily attributable to a $3.8 million increase in dividends payable on the Company's common stock. Total stockholders' equity decreased $1.8 million or 5.5% to $31.1 million as of December 31, 1997 from $32.9 million as of June 30, 1997, primarily due to $1.9 million of Company net income for the six months ended December 31, 1997, which was offset by $4.6 million in cash dividends declared on the Company's common stock. ASSET AND LIABILITY MANAGEMENT. The Company continued a strategy designed to reduce the interest rate sensitivity of its financial assets to its financial liabilities. The primary elements of this strategy include: (i) expanding the Company's investment growth program in order to enhance net interest income; (ii) maintaining the Company's level of short-term liquid investments by funding loan commitments and purchasing longer-term investment securities; (iii) emphasizing the retention of lower-cost savings accounts and other core deposits; (iv) pricing the Company's certificates of deposit and loan products nearer to the market average rate as opposed to the upper range of market offered rates. The Company has continued its investment growth program, originally initiated in the third quarter of fiscal 1994, in order to realize additional net interest income. Under this strategy, a longer-term callable or noncallable investment security, or mortgage-backed security, is purchased and funded through the use of short-term non-deposit liabilities, such as FHLB advances and short-term borrowings. With this strategy, the Company increases its net interest income, but also faces the risk, during periods of rising market interest rates, that it may experience a decline in net interest income if the rate paid on its various borrowings rises above the rate earned on the investment security purchased. In order to mitigate this exposure, the Board has placed certain restrictions on the investment growth program, including: (i) the average outstanding daily balance of total borrowings, computed quarterly, may not exceed approximately $85.0 million; (ii) suitable investments shall be confined to those meeting the credit quality criteria outlined in the Company's investment policy; and (iii) each security purchased shall initially yield a minimum of seventy-five basis points above the incremental rate paid on short-term borrowings, at the time of purchase. In most cases, the initial yield spread earned on investment security purchases exceeded approximately two hundred basis points. The Company has continued to purchase bonds with optional principal redemption features ("callable bonds") in order to capture additional net interest income. Callable bonds generally provide investors with higher rates of return than noncallable bonds because the issuer has the option to redeem the bonds before maturity. While this strategy affords WVS the current opportunity to improve its net interest income, during a period of declining interest rates, such as was experienced during the quarter ended December 31, 1997, the Company would be exposed to the risk that the investment will be redeemed prior to its final stated maturity. In order to mitigate this risk, the Company has funded a significant portion of its purchases of callable bonds with short-term borrowings. Approximately $19.3 million of callable agency bonds with an estimated weighted average rate of 7.7% were called during the quarter ended December 31, 1997. During the quarter ended December 31, 1997, the Company purchased approximately $18.5 million of callable bonds with an approximate weighted average yield to call and maturity of 7.5% and 7.4%, respectively. The callable agency bond purchases, totaling $18.5 million, are summarized by initial term to call as follows: $6.5 million within three months, $4.0 million with greater than three months and within six months, and $8.0 million with greater than six months and within twelve months. During the quarter ended December 31, 1997, the Company increased its commercial paper holdings by $15.0 million. At December 31, 1997 the Company held $15.0 million of commercial paper with an approximate yield of 7.2%. The commercial paper purchases were made in order to capitalize on seasonally high calendar year end commercial paper rates and for liquidity management. The Company also makes available for origination residential mortgage loans with interest rates which adjust pursuant to a designated index, although customer acceptance has been somewhat limited in the Savings Bank's market area. The Company will continue to offer land acquisition and development and shorter-term construction loans, primarily on residential properties, to partially increase its loan asset sensitivity. During the six months ended December 31, 1997, the Company borrowed approximately $23.1 million from the FHLB in the way of various short-term borrowings with a weighted average rate of 5.71% and $28.6 million in other borrowings with a weighted average rate of 5.62%. During the six months ended December 31, 1997, the Company repaid $23.5 million of FHLB advances and $27.2 million of other borrowings. Due to a decline in market interest rates during the six months ended December 31, 1997, the Company shortened the maturity structure of its incremental borrowings to reduce its cost of funds and to better match the maturities of its borrowings with the possible early repayment of a portion of its investment portfolio. As of December 31, 1997, the implementation of these asset and liability management initiatives resulted in the following: (i) an aggregate of $51.6 million or 32.0% of the Company's net loan portfolio had adjustable interest rates or maturities of less than 12 months; (ii) $18.4 million or 51.8% of the Company's portfolio of mortgage-backed securities (including CMOs) were secured by floating rate securities; (iii) $15.5 million or 18.1% of the Company's investment securities portfolio had scheduled maturities of one year or less; and (iv) $68.4 million or 80.0% of the Company's investment securities portfolio was comprised of callable bonds. The effect of interest rate changes on a financial institution's assets and liabilities may be analyzed by examining the extent to which such assets and liabilities are "interest rate sensitive" and by monitoring an institution's interest rate sensitivity "gap". An asset or liability is said to be interest rate sensitive within a specific time period if it will mature or reprice within a given time period. A gap is considered positive when the amount of rate sensitive assets exceeds the amount of rate sensitive liabilities. A gap is considered negative when the amount of interest sensitive liabilities exceeds the amount of interest sensitive assets. During a period of falling interest rates, a positive gap would tend to adversely affect net interest income, while a negative gap would tend to result in an increase in net interest income. During a period of rising interest rates, a positive gap would tend to result in an increase in net interest income, while a negative gap would tend to adversely affect net interest income. The Company's one year cumulative interest rate sensitivity gap amounted to a negative 22.4% of total assets at December 31, 1997 as compared to a negative 13.3% at June 30, 1997, in each instance, based on certain assumptions by management with respect to the repricing of certain assets and liabilities. At December 31, 1997, the Company's interest-earning assets maturing or repricing within one year totaled $100.7 million while the Company's interest-bearing liabilities maturing or repricing within one year totaled $166.2 million, providing a deficiency of interest-earning assets over interest-bearing liabilities of $65.5 million. At December 31, 1997, the percentage of the Company's assets to liabilities maturing or repricing within one year was 60.6%. RESULTS OF OPERATIONS General. WVS reported net income of $996 thousand and $1.9 million for the three and six months ended December 31, 1997. Net income increased by $84 thousand or 9.2% for the three months ended December 31, 1997 when compared to the same period in 1996. The increase was primarily the result of a $150 thousand decrease in the provision for loan losses, a $135 thousand decrease in income tax expense, a $27 thousand increase in net interest income, and a $9 thousand increase in non-interest income, which was partially offset by a $219 thousand increase in employee salaries and benefits expense. Net income increased by $769 thousand or 66.2% for the six months ended December 31, 1997 when compared to the same period in 1996. The $769 thousand or 66.2% increase in net income was principally the result of a $839 thousand decrease in non-interest expense, a $180 thousand decrease in the provision for loan losses and a $71 thousand increase in net interest income, which was partially offset by a $311 thousand increase in income tax expense. The decrease in non-interest expense for the six months ended December 31, 1997 was primarily attributable to one-time items, including a $1.2 million net decrease in federal deposit premiums to recapitalize the Savings Association Insurance Fund ("SAIF"), which was partially offset by a $340 thousand increase in employee compensation expense. The $71 thousand increase in net interest income for the six months ended December 31, 1997 was chiefly attributable to increases in interest earned on investment and mortgage-backed securities and net loans receivable of $269 thousand and $402 thousand, respectively, which was partially offset by a $604 thousand increase in interest expense on Federal Home Loan Bank Advances and other borrowings. Net Interest Income. The Company's net interest income increased by $27 thousand or 1.1% for the three months ended December 31, 1997 when compared to the same period in 1996. The increase resulted from a $186 thousand or 3.5% increase in interest income which was partially offset by a $159 thousand or 5.7% increase in interest expense. For the six months ended December 31, 1997, net interest income increased by $71 thousand or 1.4%, when compared to the same period in 1996. The increase resulted from a $671 million or 6.5% increase in interest income which was partially offset by a $600 thousand or 11.3% increase in interest expense. Interest Income. Interest on net loans receivable increased by $220 thousand or 7.1% for the three months ended December 31, 1997 when compared to the same period in 1996. The increase was attributable to an increase of $11.0 million in the average balance of net loans receivable outstanding, which was partially offset by a decrease in the weighted average yield earned on net loans receivable of 1 basis point for the three months ended December 31, 1997 when compared to the same period in 1996. Interest on net loans receivable increased by $402 thousand or 6.5% for the six months ended December 31, 1997 when compared to the same period in 1996. The increase was attributable to a $10.8 million increase in the average balance of outstanding loans which was partially offset by a 5 basis point decrease in the weighted average yield earned on outstanding loans for the six months ended December 31, 1997. The increases in the average loan balance outstanding for the three and six months ended December 31, 1997 were primarily attributable to higher levels of real estate and consumer loan originations. Interest on mortgage-backed securities decreased by $56 thousand or 8.2% for the three months ended December 31, 1997 when compared to the same period in 1996. The decrease was attributable to a $3.5 million decrease in the average balance of mortgage-backed securities outstanding, partially offset by a 4 basis point increase in the weighted average yield earned on mortgage-backed securities for the three months ended December 31, 1997 when compared to the same period in 1996. Interest on mortgage-backed securities decreased $125 thousand or 8.9% for the six months ended December 31, 1997. The decrease was primarily attributable to a $3.9 million decrease in the average balance of mortgage-backed securities outstanding partially offset by a 5 basis point increase in the weighted average yield earned on mortgage-backed securities for the six months ended December 31, 1997 when compared to the same period in 1996. The decrease in the average balance of mortgage-backed securities outstanding was due to principal repayment during the period. The increase in the weighted average yield earned, during both periods, was principally attributable to lower levels of premium amortization due to slower rates of principal repayment, when compared to the same period in 1996. Interest and dividend income on interest-bearing deposits with other institutions, investment securities and FHLB Stock ("other investment securities") increased by $2.2 thousand or 1.4% for the three months ended December 31, 1997 when compared to the same period in 1996. The increase was attributable to a $515 thousand increase in the average balance of other investment securities outstanding and a 6 basis point increase in the weighted average yield earned on other investment securities for the three months ended December 31, 1997 when compared to the same period in 1996. Interest on other investment securities increased $394 thousand or 14% for the six months ended December 31, 1997 when compared to the same period in 1996. The increase in interest income on other investment securities was attributable to an $8.2 million increase in the average balance of other investment securities outstanding and a 23 basis point increase in the weighted average yield earned on other investment securities for the six months ended December 31, 1997 when compared to the same period in 1996. The increases in the average balance of other investment securities during both three and six month periods ended December 31, 1997 was principally attributable to purchases of commercial paper, which were made in order to capitalize on seasonally high calendar year end commercial paper rates and for liquidity management. Interest Expense. Interest expense on deposits and escrows decreased by $14 thousand or 0.8% and decreased by $4 thousand or 0.1% for the three and six months ended December 31, 1997, respectively, when compared to the same periods in 1996. The decrease in interest expense on deposits and escrows was principally attributable to a $2.6 million decrease in the average balance of interest-bearing deposits and escrows for the three months ended December 31, 1997 when compared to the same period in 1996. For the six months ended December 31, 1997, the decrease in interest expense on deposits and escrows was primarily attributable to a 12 basis point decrease in the average yield paid on deposits and escrows due to lower market interest rates, when compared to the same period in 1996. Interest expense on other borrowings increased by $173 thousand and increased by $604 thousand for the three and six months ended December 31, 1997, respectively, when compared to the same periods in 1996. The increase associated with both periods is primarily attributable to funding the Company's investment growth program. Provision for Loan Losses. A provision for loan losses is charged to earnings to bring the total allowance to a level considered adequate by management to absorb potential losses in the portfolio. Management's determination of the adequacy of the allowance is based on an evaluation of the portfolio, past loan loss experience, current economic conditions, volume, growth and composition of the loan portfolio, and other relevant factors. The Company's provision for loan losses decreased by $150 thousand and $180 thousand for the three and six months ended December 31, 1997, respectively, when compared to the same periods in 1996. The decrease in provision for loan losses was primarily due to a recovery of previously established loan loss reserves attributable to the payoff of a commercial loan participation. At December 31, 1997, the Company's total allowance for loan losses amounted to $1.9 million or 1.1% of the Company's total loan portfolio as compared to $2.0 million, or 1.3% at June 30, 1997. Non-Interest Income. Total non-interest income increased by $9 thousand and decreased by $10 thousand for the three and six months ended December 31, 1997, respectively, when compared to the same periods in 1996. The increase in non-interest income for the three months ended December 31, 1997 was primarily attributable to increased automated teller machine ("ATM") service charges. The decrease in non-interest income for the six months ended December 31, 1997 was principally attributable to the absence of a $26 thousand gain from the sale of securities in 1996, partially offset by increased service charges on ATMs and transaction account service charges. Non-Interest Expense. Total non-interest expense increased $237 thousand or 22% and decreased $839 thousand or 25.6% for the three and six months ended December 31, 1997, respectively, when compared to the same periods in 1996. Federal deposit insurance premiums increased $28 thousand and decreased $1.2 million or 95.6% for the three and six months ended December 31, 1997, respectively, when compared to the same periods in 1996. The increase for the quarter ended December 31, 1997 was primarily attributable to normal and recurring levels of SAIF premiums based upon deposit size. The decrease for the six months ended December 31, 1997 was principally attributable to the absence of a $1.1 million one-time charge to recapitalize the SAIF as required by federal law. Compensation and employee benefits expense increased $219 thousand or 31.6% and increased $340 thousand or 25.6% for the three and six months ended December 31, 1997, respectively, when compared to the same periods in 1996. Income Tax Expense. Income tax expense decreased by $135 thousand or 22.7% and increased by $311 thousand or 41.0% for the three and six months ended December 31, 1997, respectively, when compared to the same periods in 1996. The change in income tax expense, for both periods, was attributable to varying levels of taxable income during the three and six months ended December 31, 1997. LIQUIDITY AND CAPITAL RESOURCES Net cash provided by operating activities totaled $3.0 million during the six months ended December 31, 1997. Net cash provided by operating activities was primarily comprised of $1.9 million of net income and a $360 thousand decrease in accrued interest receivable. Funds provided by investing activities totaled $2.4 million during the six months ended December 31, 1997. Primary sources of funds during the six months ended December 31, 1997 include $64.0 million of proceeds from repayments of investment and mortgage-backed securities which was partially offset by $58.7 million used for purchases of investment securities and a $2.8 million increase in net loans receivable. Funds used by financing activities totaled $5.9 million for the six months ended December 31, 1997. Primary financial uses include a $425 thousand decrease in Federal Home Loan Bank advances, a $3.7 million decrease in deposits, a $1.3 million decrease in advance payments by borrowers for taxes and insurance, and $839 thousand of cash dividends disbursed, which was partially offset by a $388 thousand increase in other borrowings. Financial institutions generally, including the Company, have experienced a certain degree of depositor disintermediation to other investment alternatives. Management believes that the degree of disintermediation experienced by the Company has not had a material impact on overall liquidity. As of December 31, 1997, $71.7 million or 42.9% of the Company's total deposits consisted of core deposits. Management has determined that it currently is maintaining adequate liquidity and is seeking to better match funding sources with lending and investment opportunities. The Company's primary sources of funds are deposits, amortization, prepayments and maturities of existing loans, mortgage-backed securities and investment securities, funds from operations, and funds obtained through short-term borrowings. At December 31, 1997, the total approved loan commitments outstanding amounted to $3.3 million. At the same date commitments under unused lines of credit amounted to $6.2 million and the unadvanced portion of construction loans approximated $12.5 million. Certificates of deposit scheduled to mature in one year or less at December 31, 1997 totaled $58.2 million. Management believes that a significant portion of maturing deposits will remain with the Company. Historically, the Company used its sources of funds primarily to meet its ongoing commitments to pay maturing savings certificates and savings withdrawals, fund loan commitments and maintain a substantial portfolio of investment securities. The Company has been able to generate sufficient cash through the retail deposit market, its traditional funding source, and through FHLB advances and other borrowings, to provide the cash utilized in investing activities. The Company has established a $15.0 million line of credit with the FHLB, which is scheduled to mature on March 25, 1998 and is subject to various conditions, including the pledging and delivery of acceptable collateral. The primary purpose of the line of credit is to serve as a back-up liquidity facility for the Company, however, the Company may from time to time utilize the line of credit to purchase investment securities and fund other commitments. In addition, the Company has access to the Federal Reserve Bank discount window. Management believes that the Company currently has adequate liquidity available to respond to liquidity demands. On December 30, 1997 the Company's Board of Directors declared a cash dividend of $0.30 per share, and a special cash dividend of $1.90 per share, both payable February 19, 1998 to shareholders of record at the close of business on February 9, 1998. Dividends will be subject to determination and declaration by the Board of Directors, which take into account the Company's financial condition, statutory and regulatory restrictions, general economic conditions and other factors. There can be no assurance that dividends will in fact be paid on the Common Stock or that, if paid, such dividends will not be reduced or eliminated in future periods. As of December 31, 1997, WVS Financial Corp. exceeded all regulatory capital requirements and maintained Tier I and total risk-based capital equal to $31.0 million or 20.8% and $32.8 million or 22.0%, respectively, of total risk-weighted assets, and Tier I leverage capital of $31.0 million or 10.8% of average quarterly assets. Nonperforming assets consist of nonaccrual loans and real estate owned. A loan is placed on nonaccrual status when, in the judgment of management, the probability of collection of interest is deemed insufficient to warrant further accrual. When a loan is placed on nonaccrual status, previously accrued but uncollected interest is deducted from interest income. The Company normally does not accrue interest on loans past due 90 days or more, however, interest may be accrued if management believes that it will collect on the loan. The Company's nonperforming assets at December 31, 1997 totaled approximately $598 thousand or 0.2% of total assets as compared to $274 thousand or 0.1% of total assets as of June 30, 1997. Nonperforming assets at December 31, 1997 consisted of $480 thousand in commercial real estate loans, $52 thousand in single-family loans, and $66 thousand in consumer loans. Approximately $1 thousand of additional interest income would have been recorded during the six months ended December 31, 1997, if the Company's nonaccrual and restructured loans had been current in accordance with their original loan terms and outstanding throughout the quarter year ended December 31, 1997. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The Company's primary market risk exposure is interest rate risk and, to a lesser extent, liquidity risk. All of the Company's transactions are denominated in U.S. dollars with no specific foreign exchange exposure. The Savings Bank has no agricultural loan assets and therefore would not have a specific exposure to changes in commodity prices. Any impacts that changes in foreign exchange rates and commodity prices would have on interest rates are assumed to be exogenous and will be analyzed on an ex post basis. Interest-rate risk ("IRR") is the exposure of a banking organization's financial condition to adverse movements in interest rates. Accepting this risk can be an important source of profitability and shareholder value, however excessive levels of IRR can pose a significant threat to the Company's earnings and capital base. Accordingly, effective risk management that maintains IRR at prudent levels is essential to the Company's safety and soundness. Evaluating a financial institution's exposure to changes in interest rates includes assessing both the adequacy of the management process used to control IRR and the organization's quantitative level of exposure. When assessing the IRR management process, the Company seeks to ensure that appropriate policies, procedures management information systems and internal controls are in place to maintain IRR at prudent levels with consistency and continuity. Evaluating the quantitative level of IRR exposure requires the Company to assess the existing and potential future effects of changes in interest rates on its consolidated financial condition, including capital adequacy, earnings, liquidity, and, where appropriate, asset quality. The Federal Reserve Board, together with the Office of the Comptroller of the Currency and the Federal Deposit Insurance Corporation, adopted a Joint Agency Policy Statement on Interest-Rate Risk, effective June 26, 1996. The policy statement provides guidance to examiners and bankers on sound practices for managing interest rate risk, which will form the basis for ongoing evaluation of the adequacy of interest-rate risk management at supervised institutions. The policy statement also outlines fundamental elements of sound management that have been identified in prior Federal Reserve guidance and discusses the importance of these elements in the context of managing interest-rate risk. Specifically, the guidance emphasizes the need for active board of director and senior management oversight and a comprehensive risk-management process that effectively identifies, measures, and controls interest-rate risk. Financial institutions derive their income primarily from the excess of interest collected over interest paid. The rates of interest an institution earns on its assets and owes on its liabilities generally are established contractually for a period of time. Since market interest rates change over time, an institution is exposed to lower profit margins (or losses) if it cannot adapt to interest-rate changes. For example, assume that an institution's assets carry intermediate- or long-term fixed rates and that those assets were funded with short-term liabilities. If market interest rates rise by the time the short-term liabilities must be refinanced, the increase in the institution's interest expense on its liabilities may not be sufficiently offset if assets continue to earn at the long-term fixed rates. Accordingly, an institution's profits could decrease on existing assets because the institution will either have lower net interest income or, possibly, net interest expense. Similar risks exist when assets are subject to contractual interest-rate ceilings, or rate sensitive assets are funded by longer-term, fixed-rate liabilities in a decreasing-rate environment. Several techniques might be used by an institution to minimize interest-rate risk. One approach used by the Company is to periodically analyze its assets and liabilities and make future financing and investment decisions based on payment streams, interest rates, contractual maturities, and estimated sensitivity to actual or potential changes in market interest rates. Such activities fall under the broad definition of asset/liability management. The Company's primary asset/liability management technique is the measurement of the Company's asset/liability gap-that is, the difference between the cash flow amounts of interest-sensitive assets and liabilities that will be refinanced (or repriced) during a given period. For example, if the asset amount to be repriced exceeds the corresponding liability amount for a certain day, month, year, or longer period, the institution is in an asset-sensitive gap position. In this situation, net interest income would increase if market interest rates rose or decrease if market interest rates fell. If, alternatively, more liabilities than assets will reprice, the institution is in a liability-sensitive position. Accordingly, net interest income would decline when rates rose and increase when rates fell. Also, these examples assume that interest-rate changes for assets and liabilities are of the same magnitude, whereas actual interest-rate changes generally differ in magnitude for assets and liabilities. An institution could also manage interest-rate risk by: selling existing assets or repaying certain liabilities; matching repricing periods for new assets and liabilities for example, by shortening terms of new loans or investments; hedging existing assets, liabilities, or anticipated transactions. An institution might also invest in more complex financial instruments intended to hedge or otherwise change interest-rate risk. Interest-rate swaps, futures contracts, options on futures, and other such derivative financial instruments often are used for this purpose. Because these instruments are sensitive to interest-rate changes, they require management expertise to be effective. Financial institutions are also subject to prepayment risk in falling rate environments. For example, mortgage loans and other financial assets may be prepaid by a debtor so that the debtor may refund its obligations at new, lower rates. The Company has not purchased derivative financial instruments in the past and does not presently intend to purchase such instruments in the near future. Prepayments of assets carrying higher rates reduce the Company's interest income and overall asset yields. A large portion of an institution's liabilities may be short term or due on demand, while most of its assets may be invested in long-term loans or investments. Accordingly, the Company seeks to have in place sources of cash to meet short-term demands. These funds can be obtained by increasing deposits, borrowing, or selling assets. Also, FHLB advances and wholesale borrowings have become increasingly important sources of liquidity for the Company. The following table provides information about the Company's financial instruments that are sensitive to changes in interest rates as of December 31, 1997 based on the information and assumptions set forth in the notes. The Company believes that the assumptions utilized, which are based on statistical data provided by a federal regulatory agency in the Company's market area, are reasonable. The Company had no derivative financial instruments, or trading portfolio, as of December 31, 1997. The expected maturity date values for loans receivable, mortgage-backed securities, and investment securities were calculated by adjusting the instrument's contractual maturity date for expectations of prepayments, as set forth in the notes. Similarly, expected maturity date values for interest-bearing core deposits were calculated based upon estimates of the period over which the deposits would be outstanding as set forth in the notes. With respect to the Company's adjustable rate instruments, expected maturity date values were measured by adjusting the instrument's contractual maturity date for expectations of prepayments, as set forth in the notes. From a risk management perspective, however, the Company believes that repricing dates, as opposed to expected maturity dates, may be a more relevant metric in analyzing the value of such instruments. Similarly, substantially all of the Company's investment securities portfolio is comprised of callable government agency securities. Company borrowings were tabulated by contractual maturity dates and without regard to any conversion or repricing dates. EXPECTED MATURITY DATE-QUARTER ENDED DECEMBER 31, -------------------------------------------------------------------- There- Fair 1998 1999 2000 2001 2002 after Total Value ------- ------- ------- ------- ------- -------- -------- -------- ON-BALANCE SHEET FINANCIAL INSTRUMENTS Interest-earning assets: Loans receivable (1)(2)(3)(4) Fixed rate $25,795 $16,345 $12,534 $10,799 $ 8,208 $ 44,466 $118,147 $121,631 Average interest rate 8.36% 8.05% 7.94% 7.89% 7.79% 7.52% Adjustable rate 8,764 7,423 6,276 5,295 4,456 12,725 44,939 46,852 Average interest rate(5) 8.06% 8.07% 8.08% 8.09% 8.10% 7.80% Mortgage-backed securities Fixed rate --- 1,745 359 1,623 223 13,091 17,041 17,199 Average interest rate 0.00% 6.45% 6.36% 7.65% 7.40% 7.03% Adjustable rate --- --- --- --- --- 18,365 18,365 18,800 Average interest rate(6) 0.00% 0.00% 0.00 0.00% 0.00% 7.16% Investments(7) 14,983 500 --- --- --- 73,770 89,253 89,750 Average interest rate 7.19% 6.40% 0.00% 0.00% 0.00% 7.58% Interest-bearing deposits 908 --- --- --- --- --- 908 908 Average interest rate 5.77% 0.00% 0.00% 0.00% 0.00% 0.00% ------- ------- ------- ------- ------- -------- -------- -------- Total $50,450 $26,013 $19,169 $17,717 $12,887 $162,417 $288,653 $295,140 Interest-bearing liabilities: Interest-bearing deposits and escrows(8)(9)(10) $86,629 $23,050 $23,050 $7,425 $7,425 $21,786 $169,365 $169,587 Average interest rate 4.48% 4.41% 4.41% 3.57% 3.57% 2.30% Borrowings 25,103 8,000 --- 30,000 21,500 --- 84,603 84,327 Average interest rate 5.84% 5.89% 0.00% 5.72% 5.80% 0.00% ------- ------- ------- ------- ------- -------- -------- -------- Total $111,732 $31,050 $23,050 $37,425 $28,925 $21,786 $253,968 $253,914 (1) Net of undisbursed loan proceeds and does not include net deferred loan fees or the allowance for loan losses. (2) For single-family residential loans, assumes annual amortization and prepayment rate at 15% for adjustable rate loans, and 9% to 37% for fixed rate loans. For multi-family residential loans and other loans, assumes amortization and prepayment rate of 12%. (3) For second mortgage loans, assumes annual amortization and prepayment rate of 18%. (4) Consumer loans assumes amortization and prepayment rate of 13%. (5) Substantially all of the Company's adjustable rate loans reprice on an annual basis based upon changes in the one-year constant maturity treasury index with various market based annual and lifetime interest rate caps and floors. (6) Substantially all of the Company's adjustable rate mortgage-backed securities reprice on a monthly basis based upon changes in the one month LIBOR index with various lifetime caps and floors. (7) Totals include the Company's investment in Federal Home Loan Bank stock. (8) For regular savings accounts, assumes an annual decay rate of 17% for three years or less, 16% for more than three through five years and 14% for more than five years. (9) For NOW accounts, assumes an annual decay rate of 37% for one year or less, 32% for more than one through three years and 17% for more than three years. (10) For money market deposit accounts, assumes an annual decay rate of 79% for one year or less and 31% for more than one year. The Company's loans receivable increased from $160.7 million at June 30, 1997 to $163.1 million at December 31, 1997. The $2.4 million increase was primarily funded through a reduction of the Company's investment portfolio during the quarter ended December 31, 1997. The Savings Bank's interest-bearing deposits and escrows decreased from $174.4 million at June 30, 1997 to $169.4 million at December 31, 1997. The $5.0 million or 2.9% decrease was primarily attributable to a $4.2 million decrease in time deposits and a $1.3 million decrease in escrows which was partially offset by a $576 thousand increase in non-interest bearing deposit accounts. The table below provides information about the Company's anticipated transactions comprised of firm loan commitments and other commitments, including undisbursed letters and lines of credit. The Company used no derivative financial instruments to hedge such anticipated transactions as of December 31, 1997. Anticipated Transactions ------------------------ Undisbursed construction and land development loans Fixed rate ........... $ 5,130 8.79% Adjustable rate ...... 7,324 9.43% Undisbursed lines of credit Adjustable rate ...... 6,172 8.56% Loan origination commitments Fixed rate ........... 1,895 9.13% Adjustable rate ...... 1,433 7.92% Letters of credit Adjustable rate ...... 82 11.50% ------- $22,036 The Company believes that there were no material changes to the Company's anticipated transactions during the quarter ended December 31, 1997. PART II - OTHER INFORMATION ITEM 1. Legal Proceedings See discussion contained in Note 3 of Notes to Unaudited Consolidated Financial Statements. ITEM 2. Changes in Securities Not applicable. ITEM 3. Defaults Upon Senior Securities Not applicable. ITEM 4. Submission of Matters to a Vote of Security Holders Not applicable. ITEM 5. Other Information Not applicable. ITEM 6. Exhibits and Reports on Form 8-K (a) The following exhibit is filed as part of this form 10-Q, and this list includes the Exhibit Index. Number Description ------ ----------- 11 Statement re computation of per share earnings 27 Financial data schedule (b) Not applicable. 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. WVS FINANCIAL CORP. February 6, 1998 BY: /s/Robert C. Sinewe ------------------- Date Robert C. Sinewe President and Chief Executive Officer February 6, 1998 BY: /s/David J. Bursic ------------------ Date David J. Bursic Senior Vice President, Treasurer and Chief Financial Officer