U.S. SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10QSB [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 [ ] 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 0-23645 LEEDS FEDERAL BANKSHARES, INC. (Exact name of Registrant as specified in its Charter) U.S.A. 52-2062351 - ----------------------------------------------------------------- (State or other jurisdiction (I.R.S. Employer Identification of incorporation or Number) organization) 1101 Maiden Choice Lane, Baltimore, Maryland 21229 - ----------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (410) 242-1234 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 requirements for the past 90 days. / / Yes /X/ No As of December 31, 1997, there were no shares of the Registrant's common stock, par value $1.00 per share, outstanding. Part I. FINANCIAL INFORMATION Leeds Federal Bankshares, Inc. (the "Registrant") was formed to serve as the stock holding company for Leeds Federal Savings Bank (the "Bank") pursuant to the Bank's reorganization into the "two-tier" mutual holding company structure. As of December 31, 1997, the Bank had not completed its reorganization, and, accordingly, the Registrant had no assets or liabilities. Effective January 21, 1998, the Bank completed the Reorganization and the Registrant became the stock holding company parent of the Bank. Leeds Federal Bankshares, MHC, the Bank's mutual holding company, became the owner of a majority of the common stock of the Registrant, which became the owner of 100% of the common stock of the Bank. Each share of Bank common stock that was held by the stockholders of the Bank was exchanged for a share of common stock of the Registrant. The Reorganization of the Bank was structured as a tax-free reorganization and accounted for as a pooling of interests. 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 13 Form 10-Q for Leeds Federal Savings Bank as filed with the Office of Thrift Supervision 27 Financial Data Schedule No reports on Form 8-K were filed during the quarter ended December 31, 1997. 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. LEEDS FEDERAL BANKSHARES, INC. Date: February 12, 1998 /s/ Gordon E. Clark ----------------------------------- Gordon E. Clark (President and Chief Executive Officer) Date: February 12, 1998 /s/ Kathleen G. Trumpler ----------------------------------- Kathleen G. Trumpler (Treasurer and Chief Financial Officer)