[Thistle Group Holdings, Co. Letterhead]




June 7, 2002


To Our Shareholders:

         Thistle Group Holdings,  Co. (the "Company")  announced on June 4, 2002
that in connection  with its offer dated May 7, 2002 to purchase up to 1,000,000
shares of its common stock, it has increased the price at which it will purchase
the  shares  from a range of $11.50 to $12.50 per share to a set price of $13.00
per  share.  The  increase  in the  price  and the  elimination  of the range is
expected to increase  the  likelihood  of the Company  being able to  repurchase
1,000,000 shares. RP Financial,  LP, the Company's financial advisor, has issued
an  opinion  affirming  the  fairness  of the new price to  stockholders  from a
financial point of view. RP Financial's analysis and its new opinion is attached
as an appendix to this letter. The other terms of the offer remain the same.

         In conformity with the rules and regulations of the Securities Exchange
Act of 1934,  which  require  tender offers to remain open for ten business days
following  an increase in the offer  price,  the Company has extended the tender
offer for its common shares for ten business days, until 12:00 Midnight, Eastern
Time, on Thursday,  June 20, 2002. This tender offer was previously scheduled to
expire at 5:00 p.m., Eastern Time, on Friday,  June 7, 2002.  Stockholders,  who
have previously  tendered their shares and do not properly withdraw such shares,
will automatically receive $13.00 a share.

         If you do not wish to  participate  in this  offer,  you do not need to
take any action.  If you do wish to tender your shares,  the instructions on how
to tender shares are explained in detail in the enclosed  Transmittal Letter. If
you have any questions  regarding the offer or need assistance in tendering your
shares,  please contact  Georgeson  Shareholder,  the Information  Agent for the
tender offer, at (866) 324-8876 (toll free).

                                            Sincerely,


                                            /s/John F. McGill, Jr.
                                            ------------------------------------
                                            John F. McGill, Jr.
                                            Chairman and Chief Executive Officer