SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 10-Q

(Mark One)

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

     For the quarterly period ended September 30, 2001
                                    ------------------

                                       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 No. 0-25903


                                IBT Bancorp, Inc.
- --------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its charter)


            Pennsylvania                                    25-1532164
- -----------------------------------------   ------------------------------------
(State of incorporation or organization)    (I.R.S. employer identification no.)


309 Main Street, Irwin, Pennsylvania                            15642
- ----------------------------------------    ------------------------------------
(Address of principal executive offices)                      (zip code)


                                 (724) 863-3100
- --------------------------------------------------------------------------------
                 Issuer's telephone number, including area code

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 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
                     ------------             ------------

Number of shares of Common Stock outstanding as of November 01, 2001: 2,985,695
                                                                      ---------


                                IBT BANCORP, INC.

                                    Contents
                                    --------



                                                                                                              Pages
                                                                                                           
PART I - FINANCIAL INFORMATION

     Item 1.     Financial Statements..............................................................................

                Consolidated statements of financial condition at September 30, 2001
                (unaudited) and December 31, 2000..............................................................   1

                Consolidated statements of operations (unaudited) for the three months
                ended September 30, 2001 and 2000 ..............................................................  2

                Consolidated statements of cash flows (unaudited) for the three months
                ended September 30, 2001 and 2000...............................................................  3

                Notes to financial statements...................................................................  4


     Item 2.    Management's Discussion and Analysis of Financial Condition
                  and Results of Operations.....................................................................  6

     Item 3.    Quantitative and Qualitative Disclosures About Market Risk.....................................  13

PART II - OTHER INFORMATION

     Item 1.    Legal Proceedings..............................................................................  14

     Item 2.    Changes in Securities and Use of Records.......................................................  14

     Item 3.    Defaults upon Senior Securities................................................................  14

     Item 4.    Submission of Matters to a Vote of Security-Holders............................................  14

     Item 5.    Other Information..............................................................................  14

     Item 6.    Exhibits and Reports on Form 8-K...............................................................  14

Signatures.....................................................................................................  15





CONSOLIDATED BALANCE SHEETS


IBT BANCORP, INC. AND SUBSIDIARY


                                                           September 30, 2001 December 31, 2000
                                                           ------------------ -----------------
                                                                (unaudited)      (unaudited)
                                                           ------------------ -----------------
                                                                      
ASSETS
       Cash and due from banks                               $  11,862,650    $  12,877,327
       Interest-bearing deposits in banks                       12,966,909        4,740,068
       Federal funds sold                                        6,656,000        4,129,000
       Certificates of deposit                                   1,206,400        2,700,000
       Securities available for sale                           179,263,998      165,909,886
       Federal Home Loan Bank stock, at cost                     2,101,800        1,964,300
       Loans, net                                              304,951,337      291,914,060
       Premises and equipment, net                               4,675,254        4,899,777
       Other assets                                              5,951,113        7,245,015
                                                             -------------    -------------

Total Assets                                                 $ 529,635,461    $ 496,379,433
                                                             =============    =============
LIABILITIES AND STOCKHOLDERS' EQUITY

Liabilities
       Deposits
           Non-interest bearing                              $  65,253,513    $  64,316,265
           Interest-bearing                                    363,603,571      345,322,197
                                                             -------------    -------------

           Total deposits                                      428,857,084      409,638,462

       Repurchase agreements                                    10,542,555        9,022,190
       Accrued interest and other liabilities                    5,351,632        5,104,200
       Long-term debt                                           35,000,000       28,000,000
                                                             -------------    -------------

       Total liabilities                                       479,751,271      451,764,852

Stockholders' Equity
       Capital stock, par value $1.25 per share,
          50,000,000 shares  authorized,
          3,023,799 shares issued, 2,985,695 and 3,001,923
          shares outstanding at September 30, 2001 and
          December 31, 2000, respectively                        3,779,749        3,779,749
       Surplus                                                   2,073,102        2,073,102
       Retained earnings                                        42,557,805       39,261,880
       Accumulated other comprehensive income                    2,558,287          189,326
                                                             -------------    -------------
                                                                50,968,943       45,304,057

       Less:  Treasury stock, at cost                           (1,084,753)        (689,476)
                                                             -------------    -------------

       Total stockholders' equity                               49,884,190       44,614,581
                                                             -------------    -------------

Total Liabilities and Stockholders' Equity                   $ 529,635,461    $ 496,379,433
                                                             =============    =============


              The accompanying notes are an integral part of these
                       consolidated financial statements.

                                       -1-


CONSOLIDATED STATEMENTS OF INCOME

IBT BANCORP, INC. AND SUBSIDIARY



                                                    Three Months                  Nine Months
                                                Ended September 30,           Ended September 30,
                                            ---------------------------   ----------------------------
                                                2001           2000           2001            2000
                                            ------------   ------------   ------------    ------------
                                                     (unaudited)                  (unaudited)
                                            ------------   ------------   ------------    ------------
                                                                             
Interest Income
      Loans, including fees                 $  6,090,559   $  5,890,379   $ 18,241,857    $ 16,795,571
      Investment securities                    2,615,809      2,642,988      7,905,044       7,774,220
      Federal funds sold                         157,796         94,783        474,580         232,617
                                            ------------   ------------   ------------    ------------
      Total interest income                    8,864,164      8,628,150     26,621,481      24,802,408

Interest Expense
      Deposits                                 3,667,390      3,823,228     11,482,032      10,446,969
      Long-term debt                             470,547        402,284      1,349,431       1,126,498
      Repurchase agreements                       99,697         92,694        302,914         249,181
                                            ------------   ------------   ------------    ------------
      Total interest expense                   4,237,634      4,318,206     13,134,377      11,822,648
                                            ------------   ------------   ------------    ------------
Net Interest Income                            4,626,530      4,309,944     13,487,104      12,979,760
Provision for Loan Losses                         90,000         75,000        265,000         225,000
                                            ------------   ------------   ------------    ------------
Net Interest Income after Provision
      for Loan Losses                          4,536,530      4,234,944     13,222,104      12,754,760

Other Income (Losses)
      Service fees                               428,143        431,788      1,266,989       1,228,787
      Investment security gains                  155,207              -        391,338               -
      Investment security losses                       -              -         (2,188)       (106,974)
      Other income                               458,415        332,779      1,211,402       1,054,100
                                            ------------   ------------   ------------    ------------
      Total other income                       1,041,765        764,567      2,867,541       2,175,913

Other Expenses
      Salaries                                 1,025,592        961,235      3,126,987       2,950,028
      Pension and other employee benefits        287,141        274,982        870,955         850,472
      Occupancy expense                          289,717        266,758        852,736         783,297
      Data processing expense                    188,001        148,500        543,866         439,263
      ATM expense                                 97,906        100,609        296,816         284,376
      Other expenses                             897,472        776,967      2,471,989       2,258,447
                                            ------------   ------------   ------------    ------------
      Total other expenses                     2,785,829      2,529,051      8,163,349       7,565,883
                                            ------------   ------------   ------------    ------------
Income Before Income Taxes                     2,792,466      2,470,460      7,926,296       7,364,790
Provision for Income Taxes                       808,084        740,248      2,293,375       2,326,352
                                            ------------   ------------   ------------    ------------
Net Income                                  $  1,984,382   $  1,730,212   $  5,632,921    $  5,038,438
                                            ============   ============   ============    ============
Basic Earnings per Share                    $       0.66   $       0.58   $       1.88    $       1.68
                                            ============   ============   ============    ============
Diluted Earnings per Share                  $       0.66   $       0.58   $       1.88    $       1.68
                                            ============   ============   ============    ============
Dividends per Share                         $       0.26   $       0.23   $       0.78    $       0.69
                                            ============   ============   ============    ============


              The accompanying notes are an integral part of these
                       consolidated financial statements.

                                       -2-




CONSOLIDATED STATEMENTS OF CASH FLOWS

IBT BANCORP, INC. AND SUBSIDIARY



                                                             Nine Months
                                                         Ended September 30,
                                                    ----------------------------
                                                         2001            2000
                                                    -------------   ------------
                                                           (unaudited)
                                                    ----------------------------
                                                            
CASH FLOWS FROM OPERATING ACTIVITIES
      Net income                                    $  5,632,921    $  5,038,438
      Adjustments to reconcile net cash
        from operating activities:
          Depreciation                                   445,365         414,743
          Net amortization/accretion of
            premiums and discounts                        45,764           3,974
          Net investment security (gains) losses        (389,150)        106,974
          Provision for loan losses                      265,000         225,000
          Increase (decrease) in cash due
            to changes in assets and liabilities:
              Other assets                             1,420,690        (620,258)
          Accrued interest and other liabilities        (972,895)        517,407
                                                    ------------    ------------
      Net Cash From Operating Activities               6,447,695       5,686,278

CASH FLOWS FROM INVESTING ACTIVITIES
      Purchase of certificates of deposit             (2,606,400)       (100,000)
      Proceeds from maturity of certificates
        of deposit                                     4,100,000       3,000,000
      Proceeds from sales of securities
        available for sale                             7,117,010       5,285,333
      Proceeds from maturities of securities
        available for sale                            69,206,086       6,105,573
      Purchase of securities available for sale      (85,744,534)    (21,905,952)
      Net loans made to customers                    (13,429,065)    (28,098,163)
      Purchases of premises and equipment               (220,842)       (339,454)
      Purchase of Federal Home Loan Bank stock          (137,500)              -
                                                    ------------    ------------
      Net Cash Used By Investing Activities          (21,715,245)    (36,052,663)

CASH FLOWS FROM FINANCING ACTIVITIES
      Net increase in deposits                        19,218,623      37,727,022
      Net increase in securities sold
        under repurchase agreement                     1,520,365       2,610,130
      Dividends paid                                  (2,336,996)     (2,071,575)
      Federal funds purchased                                  -      (7,000,000)
      Proceeds from long-term debt                     9,000,000       7,000,000
      Repayment of long-term debt                     (2,000,000)              -
      Purchase of treasury stock                        (395,278)       (601,864)
                                                    ------------    ------------
Net Cash From Financing Activities                    25,006,714      37,663,713
                                                    ------------    ------------
Net Change in Cash and Cash Equivalents                9,739,164       7,297,328
Cash and Cash Equivalents at Beginning of Period      21,746,395      19,264,567
                                                    ------------    ------------
Cash and Cash Equivalents at End of Period          $ 31,485,559    $ 26,561,895
                                                    ============    ============

              The accompanying notes are an integral part of these
                       consolidated financial statements.

                                       -3-


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


IBT BANCORP, INC. AND SUBSIDIARY

Period Ended September 30, 2001


NOTE A - BASIS OF PRESENTATION

The accompanying  unaudited consolidated financial statements have been prepared
in  accordance  with  generally  accepted  accounting   principles  for  interim
financial  information and with the instructions to Form 10-Q of Regulation S-X.
Accordingly,  they do not include all of the information and footnotes  required
by generally accepted accounting  principles for complete financial  statements.
In the opinion of management,  all  adjustments  consisting of normal  recurring
accruals  considered  necessary  for a fair  presentation  have  been  included.
Operating  results for the three months and nine months ended September 30, 2001
are not necessarily  indicative of the results that may be expected for the year
ended  December 31, 2001 or any future  interim  period.  The interim  financial
statements  should be read in  conjunction  with the  financial  statements  and
footnotes thereto included in IBT Bancorp,  Inc. and subsidiary Annual Report on
Form 10-K for the year ended December 31, 2000.


NOTE B - EARNINGS PER SHARE

Earnings per share are calculated on the basis of the weighted average number of
shares  outstanding.  The weighted average shares  outstanding was 2,990,469 and
2,996,389 for the three and nine months ended  September 30, 2001,  respectively
and 3,001,923  and  3,003,807 for the three and nine months ended  September 30,
2000, respectively.


NOTE C - COMPREHENSIVE INCOME

Total  comprehensive  income for the three months ended  September  30, 2001 and
2000 was $3,193,880 and $2,760,938,  respectively  and for the nine months ended
September 30, 2001 and 2000 was $8,001,882 and $6,151,911, respectively.

NOTE D - INVESTMENT SECURITIES

Investment securities available for sale consist of the following:



                                                     September 30, 2001
                              ---------------------------------------------------------------
                                                   Gross           Gross
                                 Amortized       Unrealized      Unrealized         Market
                                   Cost            Gains           Losses           Value
                              -------------   -------------    -------------    -------------
                                                                  
Obligations of
   U.S. Government Agencies   $  70,139,577   $   1,719,529    $           -    $  71,859,106
Obligations of State and
   political sub-divisions       31,234,733       1,121,244          (18,292)      32,337,685
Mortgage-backed securities       63,078,086         999,057          (32,545)      64,044,598
Other securities                    699,650          44,601                -          744,251
Equity securities                10,235,806          54,466          (11,914)      10,278,358
                              -------------   -------------    -------------    -------------

                              $ 175,387,852   $   3,938,897    $     (62,751)   $ 179,263,998
                              =============   =============    =============    =============

                                       -4-


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


IBT BANCORP, INC. AND SUBSIDIARY

Period Ended September 30, 2001



NOTE E - STOCK OPTION PLAN

In May 2001,  33,000  additional stock options were granted under the 2000 Stock
Option Plan at an exercise price of $23.00 per share.  As of September 30, 2001,
94,000 stock options have been granted, of which 41,333 are exercisable.  32,333
stock options are  exercisable at $24.50 per share and 9,000 are  exercisable at
$23.00 per share.



                                      -5-



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

         The Private  Securities  Litigation  Reform Act of 1995  contains  safe
harbor  provisions  regarding  forward-looking  statements.  When  used  in this
discussion, the words "believes", "anticipate",  "contemplates",  "expects", and
similar expressions are intended to identify  forward-looking  statements.  Such
statements  are  subject to certain  risks and  uncertainties  which could cause
actual  results to differ  materially  from  those  projected.  Those  risks and
uncertainties  include  changes in interest  rates,  risks  associated  with the
effect of opening a new branch,  the ability to control costs and expenses,  and
general  economic  conditions.  IBT Bancorp,  Inc.  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.

GENERAL

         IBT Bancorp,  Inc. is a bank holding  company  headquartered  in Irwin,
Pennsylvania,  which  provides a full  range of  commercial  and retail  banking
services  through its wholly owned  banking  subsidiary,  Irwin Bank & Trust Co.
(collectively, the "Company").


FINANCIAL CONDITION

         On September 30, 2001, total assets  increased $33.2 million,  or 6.7%,
to $529.6  million  from  $496.4  million at December  31,  2000.  Asset  growth
resulted  from  increases in  securities  available for sale of $13.4 million to
$179.3 million from $165.9 million, net loans of $13.1 million to $305.0 million
from  $291.9  million  and cash and cash  equivalents  of $9.8  million to $31.5
million  from $21.7  million at December 31,  2000.  The increase in  securities
available  for sale  reflected  $85.7  million  of  purchases,  $2.9  million of
unrealized gains,  offset by $76.3 million in proceeds from sales and maturities
of such securities.  The increase in cash and cash equivalents was predominantly
in  interest-bearing  deposits in banks which rose $8.3 million to $13.0 million
from $4.7 million at December 31, 2000.  Such  increase was primarily the result
of certificates of deposit, maturing in less than thirty days, which the Company
purchased to offset certain time deposits with similar maturities.  The increase
in the loan  portfolio  was  primarily  due to  growth  in real  estate  secured
commercial loans of $6.0 million and fixed rate one- to four- family residential
mortgage loans of $3.8 million.  The Company's  offering of  competitive  market
interest rates continues to fuel this growth.

         At September 30, 2001, total  liabilities  increased $28.0 million,  or
6.2%, to $479.8 million from $451.8 million at December 31, 2000.  This increase
was primarily the result of interest-bearing  deposits, which rose $18.3 million
to $363.6  million  from $345.3  million at December  31,  2000.  The growth was
mainly the result of increases  in interest  bearing  checking  accounts of $7.6
million,  certificate of deposit accounts of $6.5 million,  and

                                      -6-


savings  accounts of $3.8 million.  Total  interest  bearing  deposit growth was
attributed  to  depositors  maintaining  higher  balances and an increase in the
number of deposit accounts.

         Non-interest  bearing deposits  increased $1.0 million to $65.3 million
at September  30, 2001 from $64.3 million at December 31, 2000.  Such  increases
reflect  additions to non-interest  bearing  deposits of $11.5 million offset by
$10.5 million in  investments  in repurchase  products.  The Company  offers its
corporate  customers an investment product fashioned in the form of a repurchase
agreement.  Under the terms of the  agreement,  deposits  in  designated  demand
accounts of the customer are put into an investment  vehicle which is used daily
to purchase an interest in designated U.S.  Government or Agencies'  securities.
The Company in turn agrees to repurchase these  investments on a daily basis and
pay the customer the daily interest  earned based on the current market rate. At
September 30, 2001, repurchase agreements totaled $10.5 million.


         Long-term debt rose $7.0 million to $35.0 million at September 31, 2001
from $28.0 million at December 31, 2000. Such borrowings consisted of fixed rate
loans from the Federal Home Loan Bank that were used to fund loan demand.

         At September  30,  2001,  total  stockholders'  equity  increased  $5.3
million to $49.9 million from $44.6  million at December 31, 2000.  The increase
was due to net income of $5.6  million  for the period and an  increase  of $2.4
million in accumulated other comprehensive income (net of income taxes),  offset
by the  purchase  of  $396,000  of Company  stock,  and  dividends  paid of $2.3
million. Accumulated other comprehensive income increased as a result of changes
in the  net  unrealized  gain  on  the  available  for  sale  securities  due to
fluctuations  in  interest  rates.  Because of  interest  rate  volatility,  the
Company's  accumulated other comprehensive income could materially fluctuate for
each  interim  period and  year-end.  See Note D to the  condensed  consolidated
financial statements.  As previously reported,  the Company plans to purchase up
to 151,100  shares of the Company's  common stock.  As of September 30, 2001 the
Company repurchased 38,104 shares.


RESULTS OF OPERATIONS

         Net income.  Net income for the three months ended  September  30, 2001
increased  $254,000,  or  14.7%,  to $2.0  million  from  $1.7  million  for the
comparable  three month  period in 2000.  Net income for the nine  months  ended
September 30, 2001 increased  $595,000 to $5.6 million from $5.0 million for the
comparable  nine  month  period in 2000.  The  increases  for the three and nine
months ended September 30, 2001 was the result of higher net interest income and
other income offset by increases in other expenses.


                                      -7-


         Interest  income.  Interest income for the three months ended September
30, 2001 increased $236,000 to $8.9 million from $8.6 million for the comparable
three month period in 2000. The increase was mainly attributed to an increase in
average  loans of $20.0  million and average  securities  available  for sale of
$24.9  million  offset by a 66 basis  point  decrease  in the  yield on  average
interest  earning assets to 7.02% for the three months ended  September 30, 2001
from 7.68% for the comparable  three month period in 2000.  Interest  income for
the nine months ended September 30, 2001 increased $1.8 million to $26.6 million
from $24.8 million for the  comparable  nine month period in 2000.  The increase
was  primarily  attributed  to an increase in average loans of $26.5 million and
average  securities  available  for sale of $19.2  million  offset by a 37 basis
point decrease in the yield on average  interest earning assets to 7.22% for the
first nine  months of 2001 from 7.59% for the  comparable  nine month  period in
2000. See "Average Balance Sheet and Rate/Volume Analysis"

         Interest expense. Interest expense for the three months ended September
30, 2001 decreased  $80,000 to $4.2 million from $4.3 million for the comparable
three month period in 2000.  The change was  primarily  attributed to a 51 basis
point  decrease  in average  cost of funds to 4.18% for the three  months  ended
September  30, 2001 from 4.69% for the  comparable  three  month  period in 2000
offset by a $21.2  million  increase  in  certificates  of  deposit  and a $17.6
million increase in other interest-bearing liabilities. Interest expense for the
nine months ended  September  30, 2001  increased  $1.3 million to $13.1 million
from $11.8 million for the comparable  nine month period in 2000. Such increases
were primarily the result of an increase in average  certificates  of deposit of
$29.3  million and average  other  interest-bearing  deposits of $12.4  million.
Average  cost of funds for the nine months  ended  September  30, 2001  remained
relatively  constant as compared to the nine month period in 2000.  See "Average
Balance Sheet and Rate/Volume Analysis"

                                      -8-


         Average Balance Sheet

The following table sets forth certain  information  relating to the company for
the  periods  indicated.  The  average  yields and costs are derived by dividing
income or expense on an  annualized  basis by the  average  balance of assets or
liabilities,  respectively,  for the periods  presented.  Average  balances  are
derived from average daily balances.



                                                   Three Months Ended September 30,    Three Months Ended September 30,
                                                  ---------------------------------- ----------------------------------
                                                                 2001                             2000
                                                  ---------------------------------- ----------------------------------
                                                    Average                Average     Average               Average
                                                    Balance    Interest   Yield/Cost   Balance   Interest   Yield/Cost
                                                    -------    --------   ----------   -------   --------   ----------
                                                            (In Thousands)                    (In Thousands)
                                                                                         
Interest-earning assets:
   Loans receivable (1) (7)                       $ 305,154    $  6,090     7.98%    $ 285,204   $  5,890      8.26%
   Investment securities available for sale (2)     183,299       2,616     5.71%      158,402      2,643      6.67%
   Other interest-earning assets (5)                 16,960         158     3.72%        5,802         95      6.53%
                                                  ---------    --------              ---------   --------
     Total interest earning assets                $ 505,413    $  8,864     7.02%    $ 449,408   $  8,628      7.68%
                                                  =========    ========              =========   ========
Non-interest earning assets                          18,504                             22,889
                                                  ---------                          ---------
     Total assets                                 $ 523,917                          $ 472,297
                                                  =========                          =========
Interest-bearing liabilities:
   Money market accounts                             55,045         408     2.96%       56,134        587      4.18%
   Certificates of Deposit                          207,625       2,824     5.44%      186,430      2,732      5.86%
   Other liabilities                                143,047       1,005     2.81%      125,459        999      3.19%
                                                  ---------    --------              ---------   --------
     Total interest-bearing liabilities           $ 405,717    $  4,237     4.18%    $ 368,023   $  4,318      4.69%


Non-interest-bearing liabilities                     69,926                             64,501
                                                  ---------                          ---------
    Total liabilities                             $ 475,643                          $ 432,524
                                                  =========                          =========

Retained Earnings (6)                                48,274                             39,773
                                                  ---------                          ---------
     Total liabilities and stockholders' equity   $ 523,917                          $ 472,297
                                                  =========                          =========
Net interest income                                            $  4,627                          $  4,310
                                                              =========                          ========
Interest rate spread (3)                                                    2.84%                              2.99%
                                                                          ======                             ======
Net yield on interest-earning assets (4)                                    3.66%                              3.84%
                                                                          ======                             ======
Ratio of average interest-earning
  assets to average interest-bearing
  liabilities                                                             124.57%                            122.11%
                                                                          ======                             ======


(1)  Average  balances include  non-accrual  loans, and are net of deferred loan
     fees.
(2)  Includes interest-bearing deposits in other financial institutions.
(3)  Interest-rate spread represents the difference between the average yield on
     interest-earning   assets  and  the   average   cost  of   interest-bearing
     liabilities.
(4)  Net yield on  interest-earning  assets  represents net interest income as a
     percentage  of average  interest  earning  assets.
(5)  Consists of federal funds sold.
(6)  Includes capital stock, surplus and accumulated other comprehensive income.
(7)  For both periods  presented,  interest  income  includes  business  manager
     income, which was previously classified as other non-interest income.

                                      -9-

Average Balance Sheet

The following table sets forth certain  information  relating to the company for
the  periods  indicated.  The  average  yields and costs are derived by dividing
income or expense on an  annualized  basis by the  average  balance of assets or
liabilities,  respectively,  for the periods  presented.  Average  balances  are
derived from average daily balances.



                                                   Nine Months Ended September 30,    Nine Months Ended September 30,
                                                  ---------------------------------- ----------------------------------
                                                                 2001                             2000
                                                  ---------------------------------- ----------------------------------
                                                    Average                Average     Average               Average
                                                    Balance    Interest   Yield/Cost   Balance   Interest   Yield/Cost
                                                    -------    --------   ----------   -------   --------   ----------
                                                            (In Thousands)                    (In Thousands)
                                                                                         
Interest-earning assets:
   Loans receivable    (1) (7)                    $ 301,360   $  18,242      8.07%   $ 274,821    $ 16,796     8.15%
   Investment securities available for sale (2)     174,883       7,905      6.03%     155,638       7,774     6.66%
   Other interest-earning assets (5)                 15,114         474      4.18%       5,164         233     6.01%
                                                  ---------   ---------              ---------    --------
     Total interest earning assets                $ 491,357   $  26,621      7.22%   $ 435,623    $ 24,803     7.59%
                                                  =========   =========              =========    ========

Non-interest earning assets                          18,986                             21,979
                                                  ---------                          ---------
     Total assets                                 $ 510,343                          $ 457,602
                                                  =========                          =========
Interest-bearing liabilities:
   Money market accounts                             55,132       1,374      3.32%      56,589       1,698     4.00%
   Certificates of Deposit                          204,288       8,775      5.73%     174,966       7,235     5.51%
   Other liabilities                                135,927       2,985      2.93%     123,450       2,890     3.12%
                                                  ---------    --------              ---------    --------
     Total interest-bearing liabilities           $ 395,347    $ 13,134      4.43%   $ 355,005    $ 11,823     4.44%

Non-interest-bearing liabilities                     68,063                             63,627
                                                  ---------                          ---------
    Total liabilities                             $ 463,410                          $ 418,632
                                                  =========                          =========

Retained Earnings (6)                                46,933                             38,970
                                                  ---------                          ---------
     Total liabilities and stockholders' equity   $ 510,343                          $ 457,602
                                                  =========                          =========

Net interest income                                            $ 13,487                           $ 12,980
                                                               ========                           ========
Interest rate spread (3)                                                     2.79%                             3.15%
                                                                           ======                            ======
Net yield on interest-earning assets (4)                                     3.66%                             3.97%
                                                                           ======                            ======
Ratio of average interest-earning
  assets to average interest-bearing
  liabilities                                                              124.29%                           122.71%
                                                                           ======                            ======


(1)  Average  balances include  non-accrual  loans, and are net of deferred loan
     fees.
(2)  Includes interest-bearing deposits in other financial institutions.
(3)  Interest-rate spread represents the difference between the average yield on
     interest-earning   assets  and  the   average   cost  of   interest-bearing
     liabilities.
(4)  Net yield on  interest-earning  assets  represents net interest income as a
     percentage  of average  interest  earning  assets.
(5)  Consists of federal funds sold.
(6)  Includes capital stock, surplus and accumulated other comprehensive income.
(7)  For both periods  presented,  interest  income  includes  business  manager
     income, which was previously classified as other non-interest income.

                                      -10-


Rate / Volume Analysis

       The table  below  sets forth  certain  information  regarding  changes in
interest   income  and  interest   expenses  of  the  Company  for  the  periods
iiindicated.  For each category of interest-earning  assets and interest-bearing
liabilities,  information is provided on changes attributable to (i) cchanges in
volume (changes in average volume multiplied by old rate); (ii) changes in rates
(changes in rate multiplied by average volume).



                                                   Three Month Period           Nine Month Period
                                                ended September 30, 2001     ended September 30, 2001
                                              ---------------------------  ---------------------------
                                                      2001 vs. 2000               2001 vs. 2000
                                              ---------------------------  ---------------------------
                                                  Increase (Decrease)          Increase (Decrease)
                                                         Due to                      Due to
                                              ---------------------------  ---------------------------
                                               Volume     Rate       Net    Volume      Rate      Net
                                               ------     ----       ---    ------      ----     ---
                                                     (In Thousands)               (In Thousands)
                                                                           
Interest income:
   Loans receivable                              412      (212)      200     1,622      (176)    1,446
   Investment securities available for sale      416      (443)      (27)      961      (830)      131
   Other interest earning assets                 182      (119)       63       447      (206)      241
                                               -----      ----       ---     -----    ------     -----
     Total interest-earning assets             1,010      (774)      236     3,030    (1,212)    1,818
                                               =====      ====       ===     =====    ======     =====

Interest expense:
   Money market accounts                         (11)     (168)     (179)      (44)     (280)     (324)
   Certificates of deposit                       310      (218)       92     1,212       328     1,540
   Other liabilities                             140      (134)        6       292      (197)       95
                                               -----      ----       ---     -----    ------     -----
     Total interest-bearing liabilities          439      (520)      (81)    1,460      (149)    1,311
                                               -----      ----       ---     -----    ------     -----
Net change in interest income                    571      (254)      317     1,570    (1,063)      507
                                               =====      ====       ===     =====    ======     =====



                                      -11-


         Provision  for  loan  losses.  For the  three  and  nine  months  ended
September  30, 2001 the  provision  for loan  losses was  $90,000 and  $265,000,
respectively,  compared to $75,000 and $225,000, respectively, for the three and
nine month periods ended September 30, 2000. For the nine months ended September
30, 2001,  non-performing loans increased  approximately  $441,000 from December
31,  2000.  Due to the increase in  non-performing  loans  primarily  from loans
secured by real estate,  the loan loss  provision  for the three and nine months
ended September 30, 2001 was increased .

         The evaluation for  determining the provision  includes  evaluations of
concentrations  of credit,  past loss experience,  current economic  conditions,
amount and composition of the loan portfolio (including loans being specifically
monitored by management),  estimated fair value of underlying  collateral,  loan
commitments outstanding,  delinquencies, and other information available at such
time.  The Company  continues to monitor its  allowance for loan losses and make
future  adjustments  to the  allowance  through the provision for loan losses as
economic  conditions dictate.  Management  continues to offer a wider variety of
loan  products  coupled  with the  continued  success of changing the mix of the
products offered in the loan portfolio from lower yielding loans (i.e.,  one- to
four-family  loans) to higher yielding loans (i.e.,  equity loans,  multi-family
(five or more  units)  buildings,  and  commercial  (nonresidential  mortgages).
Although the Company  maintains its allowance for loan losses at a level that it
considers  to be adequate to provide for the  inherent  risk of loss in its loan
portfolio,  there can be no  assurance  that  losses  will not exceed  estimated
amounts or that  additional  provisions  for loan losses will not be required in
future  periods due to the higher  degree of credit risk which might result from
the change in the mix of the loan portfolio.

         Other income.  Total other income for the three months ended  September
30, 2001  increased  $277,000 to $1.0 million from  $765,000 for the  comparable
three  month  period in 2000.  Total  other  income  for the nine  months  ended
September 30, 2001 increased  $700,000 to $2.9 million from $2.2 million for the
comparable  period in 2000.  The increase in other income for the three and nine
months  ended  September  30,  2001  is  mostly  due to  $74,000  and  $308,000,
respectively,  of available for sale securities  gains recognized as a result of
securities originally purchased at a discount,  which were called by the issuing
agencies prior to their maturity date. Additionally,  for the three months ended
September  30,  2001,  the  Company  recognized  an $81,000  gain from an equity
investment it holds as an available for sale  security.  Such gain reflected the
new basis in the shares that the Company  received due to the acquisition of the
underlying investment in a stock for stock exchange.  Other income for the three
and nine month period ended September 30, 2001 increased  $125,000 and $157,000,
respectively mainly due to fees generated from customer usage of the debit card,
gains realized from the sale of mortgage  loans,  and income from the sale title
insurance  through TA of Irwin  offset by a $115,000  gain  realized  during the
three  month  period  ended  June 30,  2000  from the  sale of the  credit  card
portfolio.

                                      -12-


         Other expense.  Total other expense for the three and nine month period
ended September 30, 2001 increased  $257,000 and $597,000,  respectively to $2.8
million and $8.2 million from $2.5 million and $7.6  million,  respectively  for
the  comparable  three and nine month period in 2000.  The increase is primarily
due to increased  employment,  occupancy,  data processing,  and other expenses.
Salary, pension, and other employee benefit costs increased $77,000 and $198,000
for the three and nine months ended  September 30, 2001,  respectively,  to $1.3
million and $4.0  million,  respectively,  from $1.2  million and $3.8  million,
respectively  for the  comparable  three and nine month  periods  in 2000.  Such
increases  were the  result of  normal  merit  increases  and  increased  staff.
Occupancy  expense  for the three  and nine  months  ended  September  30,  2001
increased  $23,000,  and $70,000,  respectively,  to $290,000 and $853,000  from
$267,000 and $783,000,  respectively,  for the  comparable  three and nine month
periods in 2000 Such an increase  for the three  month  period was due mainly to
increased  depreciation  and insurance  costs.  In addition,  for the nine month
period the increase was attributable to the opening of a new supermarket  branch
office  in Penn  Township,  Westmoreland  County  in June of 2000,  of which the
majority of such costs were not included in the prior year  period.  An increase
in data  processing  fees of $39,000 and  $105,000 for the three and nine months
ended September 30, 2001,  respectively,  to $188,000 and $544,000 from $149,000
and $439,000,  respectively,  for the comparable three and nine month periods in
2000, is primarily the result of increased  fees from the Company's  third party
processor.  Other expenses for the three and nine month periods ended  September
30, 2001  increased  $121,000 and $214,000,  respectively,  to $898,000 and $2.4
million from $777,000 and $2.2 million for the comparable  periods in 2000. Such
increases were related to the cost of doing business.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         There were no significant  changes for the nine months ended  September
30, 2001 from the information presented in the 10K statement,  under the caption
Market Risk, for the year ended December 31, 2000.

                                      -13-




PART II.  OTHER INFORMATION


Item 1.           Legal Proceedings

                  The registrant is not engaged in any legal  proceedings at the
                  present time.  From time to time, the Bank is a party to legal
                  proceedings  within the normal  course of business  wherein it
                  enforces its security  interest in loans made by it, and other
                  matters of a like kind.

Item 2.           Changes in Securities and Use of Proceeds

                  None.

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)      Exhibits
                           3(i)     Articles of Incorporation of IBT Bancorp, Inc.*
                           3(ii)    Bylaws of IBT Bancorp, Inc.*
                           10       Change In Control Severance Agreement with Charles G. Urtin **
                           10.1     Deferred Compensation Plan For Bank Directors**
                           10.2     Retirement Agreement Between Irwin Bank & Trust Co. And
                                    J. Curt Gardner**
                           10.3     Death Benefit Only Deferred  Compensation Plan For Bank Directors  effective as
                                    of January 1, 1990**
                           10.4     Retirement  and Death Benefit  Deferred  Compensation  Plan For Bank  Directors
                                    effective as of January 1, 1990**
                           10.5     2000 Stock Option Plan***


                           -------------------------
                           *        Incorporated by reference to the identically
                                    numbered  exhibits of the Registrant's  Form
                                    10 (file no. 0-25903)
                           **       Incorporated by reference to the identically
                                    numbered  exhibits of the Registrant's  Form
                                    10K for December 31, 1999.
                           ***      Incorporated  by reference to the definitive
                                    proxy  statement of the registrant  filed on
                                    March 17, 2000.
                  (b)      None.


                                      -14-


                                   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.


                                          IBT BANCORP, INC.


Date:    November  09 , 2001              By: /s/Charles G. Urtin
                                              ----------------------------------
                                              Charles G. Urtin
                                              President, Chief Executive Officer
                                              And Chief Accounting Officer
                                              (Duly authorized officer)

                                      -15-