UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2002 ------------------ OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934 For the transition period from to -------- -------- Commission file number: 0-25854 GFSB BANCORP, INC. ---------------------------------------------- (Name of Small Business Issuer in its Charter) Delaware 04-2095007 - ------------------------------- ------------------- (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification No.) 221 West Aztec Avenue, Gallup, New Mexico 87301 - ----------------------------------------- ---------- (Address of Principal Executive Offices) (Zip Code) Issuer's Telephone Number, Including Area Code: (505) 722-4361 -------------- 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 ------------- ------------ As of October 31, 2002, there were issued and outstanding 1,150,106 shares of the registrant's Common Stock. GFSB Bancorp, Inc. Index Page No. -------- PART I. FINANCIAL INFORMATION Item 1. Condensed Consolidated Financial Statements: Condensed Consolidated Statements of Financial Condition September 30, 2002 and June 30, 2002 3 Condensed Consolidated Statements of Earnings and Comprehensive Earnings Three months ended September 30, 2002 and September 30, 2001 4 Condensed Consolidated Statements of Cash Flows Three months ended September 30, 2002 and September 30, 2001 6 Notes to Condensed Consolidated Financial Statements 8 Item 2. Management's Discussion and Analysis or Plan of Operation 9 Item 3. Controls and Procedures 9 PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K 14 Signatures 15 2 GFSB Bancorp, Inc. CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION September 30, June 30, 2002 2002 ------------- ------------- ASSETS Cash and due from banks $ 4,798,839 $ 4,825,439 Interest-bearing deposits with banks 1,471,461 826,052 Available-for-sale investment securities 22,348,193 23,973,426 Available-for-sale mortgage-backed securities 28,090,985 27,290,274 Held-to-maturity investment securities 1,406,629 1,405,403 Stock of Federal Home Loan Bank, at cost, restricted 4,250,300 4,218,500 Loans receivable, net, substantially pledged 140,304,333 139,748,188 Accrued interest and dividends receivable 1,042,870 1,073,201 Premises and equipment 2,456,835 2,511,173 Other real estate and repossessed property 150,642 150,642 Prepaid and other assets 159,913 122,771 ------------- ------------- TOTAL ASSETS $ 206,481,000 206,145,069 ============= ============= LIABILITIES AND STOCKHOLDERS' EQUITY Transaction and NOW accounts $ 22,141,212 $ 20,417,085 Savings and MMDA deposits 18,712,552 17,305,540 Time deposits 73,199,980 72,626,849 Advances from Federal Home Loan Bank 71,713,456 76,386,455 Repurchase agreements 1,610,174 1,234,857 Accrued interest payable 476,353 448,955 Advances from borrowers for taxes and insurance 593,572 416,575 Accounts payable and accrued liabilities 252,998 245,409 Deferred income taxes 578,346 568,728 Dividends declared and payable 110,506 110,506 Income taxes payable 243,336 1,168 ------------- ------------- TOTAL LIABILITIES 189,632,485 189,762,127 ------------- ------------- COMMITMENTS AND CONTINGENCIES - - STOCKHOLDERS' EQUITY Preferred stock, $.10 par value, 500,000 shares authorized; no shares issued or outstanding - - Common stock, $.10 par value, 1,500,000 shares authorized; 1,150,106 issued and outstanding at September 30, 2002 and June 30, 2002 115,011 115,011 Additional paid-in-capital 2,790,894 2,761,251 Unearned ESOP stock (191,766) (207,926) Retained earnings, substantially restricted 12,821,457 12,420,358 Accumulated other comprehensive earnings 1,312,919 1,294,248 ------------- ------------- TOTAL STOCKHOLDERS' EQUITY 16,848,515 16,382,942 ------------- ------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 206,481,000 $ 206,145,069 ============= ============= See notes to condensed consolidated financial statements. 3 GFSB Bancorp, Inc. CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS AND COMPREHENSIVE EARNINGS Three months ended September 30, ----------------------- 2002 2001 ----------- ---------- (Unaudited) (Unaudited) Interest income Loans receivable Mortgage loans $2,135,694 $2,144,160 Commercial loans 331,480 353,267 Share and consumer loans 108,963 125,834 Investment and mortgage-backed securities 638,059 793,370 Other interest-earning assets 32,805 45,000 ---------- ---------- TOTAL INTEREST EARNINGS 3,247,001 3,461,631 Interest expense Deposits 794,345 1,213,486 Advances from Federal Home Loan Bank 804,994 877,910 Repurchase agreements 2,142 8,502 ---------- ---------- TOTAL INTEREST EXPENSE 1,601,481 2,099,898 ---------- ---------- NET INTEREST EARNINGS 1,645,520 1,361,733 Provision for loan losses 25,000 50,007 ---------- ---------- NET INTEREST EARNINGS AFTER PROVISION FOR LOAN LOSSES 1,620,520 1,311,726 ---------- ---------- Non-interest earnings Income from real estate operations 2,200 - Miscellaneous income 12,165 12,587 Net gains from sales of loans 15,206 10,125 Service charge income 98,779 70,006 ---------- ---------- TOTAL NON-INTEREST EARNINGS 128,350 92,718 ---------- ---------- Non-interest expense Compensation and benefits 538,306 419,505 FDIC insurance 4,329 4,760 Insurance 12,288 8,787 Stock services 3,944 2,613 Occupancy 136,040 101,712 Data processing 68,072 92,417 Professional fees 33,648 46,880 Advertising 35,713 20,833 Stationary, printing and office supplies 44,828 29,345 ATM expense 15,357 12,297 Supervisory exam fees 13,900 15,558 Postage 12,319 16,577 Other 77,055 68,592 ---------- ---------- TOTAL NON-INTEREST EXPENSE 995,799 839,876 ---------- ---------- 4 GFSB Bancorp, Inc. CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS AND COMPREHENSIVE EARNINGS - CONTINUED Three months ended Three months ended September 30, September 30, ----------------------------------------- 2002 2001 ----------------------------------------- (Unaudited) (Unaudited) EARNINGS BEFORE INCOME TAXES 753,071 564,568 Income tax expense Currently payable 241,468 173,688 Deferred provision - - ---------------- ---------------- 241,468 173,688 ---------------- ---------------- NET EARNINGS $ 511,603 $ 390,880 ================ ================ Other Comprehensive Earnings Unrealized gain, net of tax 18,671 149,823 ---------------- ---------------- COMPREHENSIVE EARNINGS 530,274 540,703 ================ ================ Earnings per common share Basic $ 0.46 0.36 ================ ================ Weighted average number of common shares outstanding Basic 1,112,130 1,100,443 ================ ================ Earnings per common share Diluted 0.44 0.34 ================ ================ Weighted average number of common shares outstanding Diluted 1,156,063 1,140,381 ================ ================ Comprehensive earnings per common share Basic 0.48 0.49 ================ ================ Diluted 0.46 0.47 ================ ================ Dividends per share 0.10 0.09 ================ ================ See notes to condensed consolidated financial statements. 5 GFSB Bancorp, Inc. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS Increase (decrease) in cash and cash equivalents Three months ended September 30, -------------------------- 2002 2001 ----------- ----------- (Unaudited) (Unaudited) Cash flows from operating activities Net earnings $ 511,603 $ 390,880 Adjustments to reconcile net earnings to net cash provided by operations Deferred loan origination fees (55,277) (62,524) Gain on sale of loans (15,206) (10,125) Provision for loan losses 25,000 50,007 Depreciation of premises and equipment 71,665 52,877 Amortization of investment and mortgage- backed securities premiums (11,094) 62,675 Stock dividends on FHLB stock (31,800) (33,500) Release of ESOP stock 45,803 37,653 Stock compensation 7,687 4,162 Net changes in operating assets and liabilities Accrued interest and dividends receivable 30,331 (42,200) Prepaid and other assets (37,142) (143,095) Accrued interest payable 27,398 (8,589) Accounts payable and accrued liabilities (98) 21,869 Repurchase agreements 375,317 85,948 Income taxes payable 242,168 (195,854) ----------- ----------- Net cash provided by operating activities 1,186,355 210,184 ----------- ----------- Cash flows from investing activities Purchase of premises and equipment (17,327) (63,437) Loan originations and principal repayment on loans, net (510,662) 1,417,193 Principal payments on mortgage-backed securities 2,291,281 2,877,594 Purchases of mortgage-backed securities (3,141,114) - Purchases of available-for-sale securities (22,358) (3,992,187) Maturities and proceeds from sale of available-for-sale securities 85,000 200,000 Principal payments on available-for-sale securities 1,649,872 713,433 Purchase of FHLB stock - (800) ----------- ----------- Net cash provided by investing activities 334,692 1,151,796 ----------- ----------- 6 GFSB Bancorp, Inc. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - CONTINUED Increase (decrease) in cash and cash equivalents Three months ended Three months ended September 30, September 30, ----------------------------------------- 2002 2001 --------------- -------------------- (Unaudited) (Unaudited) Cash flows from financing activities Net decrease in transaction accounts, passbook savings, money market accounts, and certificates of deposit $ 3,704,270 $ 909,708 Net increase in mortgage escrow funds 176,997 178,531 Proceeds from FHLB advances 91,986,387 165,567,462 Repayments on FHLB advances (96,659,386) (167,972,255) Dividends paid or to be paid in cash (110,506) (103,510) Price paid for vested management bonus stock plan stock - 5,550 --------------- -------------------- Net cash used by financing activities (902,238) (1,414,514) --------------- -------------------- Increase (decrease) in cash and cash equivalents 618,809 (52,534) Cash and cash equivalents at beginning of period 5,651,491 4,262,254 --------------- -------------------- Cash and cash equivalents at end of period $ 6,270,300 4,209,720 =============== ==================== Supplemental disclosures of cash flow information Cash paid during the period for Interest on deposits and advances $ 1,574,084 $ 2,099,985 Income taxes - 415,511 Change in unrealized gain, net of deferred taxes on available-for-sale securities 18,671 149,823 Dividends declared not yet paid 110,506 98,453 See notes to condensed consolidated financial statements. 7 GFSB BANCORP, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 1. The accompanying unaudited condensed consolidated financial statements were in accordance with instructions for Form 10-QSB and therefore do not include all disclosure necessary for a complete presentation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America. However, all adjustments, which are, in the opinion of management, necessary for the fair presentation of the interim financial statements have been included. All such adjustments are of a normal recurring nature. The condensed consolidated statements of earnings and comprehensive earnings are not necessarily indicative of results, which may be expected for the entire year, or for any other interim period. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission. It is suggested that these condensed unaudited financial statements be read in conjunction with the Form 10-KSB for the year ended June 30, 2002. 8 Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS General The Private Securities Litigation Reform Act of 1995 contains safe harbor provisions regarding forward-looking statements. When used in this discussion, the words "believes", "anticipates", "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 ability to control costs and expenses, general economic conditions. We undertake 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. Overview GFSB Bancorp, Inc. is a bank holding company headquartered in Gallup, New Mexico, which provides a full range of deposits and traditional mortgage loan products through its wholly owned banking subsidiary, Gallup Federal Savings Bank. All references refer collectively to the Company and the Bank, unless the context indicates otherwise. Item 3. CONTROLS AND PROCEDURES (a) Evaluation of disclosure controls and procedures. Based on their -------------------------------------------------- evaluation as of a date within 90 days of the filing date of this Quarterly Report on Form 10-QSB, the Registrant's principal executive officer and principal financial officer have concluded that the Registrant's disclosure controls and procedures (as defined in Rules 13a-14(c) and 15d-14(c) under the Securities Exchange Act of 1934 (the "Exchange Act")) are effective to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms. (b) Changes in internal controls. There were no significant changes in ---------------------------- the Registrant's internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. 9 RESULTS OF OPERATIONS COMPARISON OF OPERATING RESULTS FOR QUARTER ENDED SEPTEMBER 30, 2002 COMPARED TO QUARTER ENDED SEPTEMBER 30, 2001. General Net earnings for the three months ended September 30, 2002 increased $121,000 to $512,000 from $391,000 for the three months ended September 30, 2001. The increase in net earnings is primarily the result of an increase in net interest earnings of $284,000, a $25,000 decrease in the provision for loan losses and a $35,000 increase in non-interest earnings, offset by a $156,000 increase in non-interest expense and a $67,000 increase in income tax expense. Please refer to "Average Balance Sheets" for an analysis of the changes in net interest earnings for the three months ended September 30, 2002 compared to the same 2001 period. 10 Average Balance Sheets The following table sets forth certain information relating to the Company's average balance sheet and reflects the average yield on assets and average cost of liabilities for the periods indicated and the average annual yields earned and rates paid. Average balances are derived from month-end balances. Management does not believe that the use of month-end balances instead of daily average balances has caused any material differences in the information presented. Quarter ended September 30, 2002 Quarter ended September 30, 2001 ---------------------------------------- ---------------------------------------- Average Average Average Average Balance Interest Yield/Cost Balance Interest Yield/Cost (Dollars in Thousands) (Dollars in Thousands) Interest-earning assets: Loans receivable (1) $140,319 $2,576 7.34% $129,249 $2,623 8.12% Investment securities and mortgage-backed securities 51,768 638 4.93% 56,099 793 5.65% Other interest-earning assets (2) 5,150 33 2.56% 4,754 45 3.79% -------- ------ -------- ------ Total interest-earning assets 197,237 3,247 6.58% 190,102 3,461 7.28% ----- ----- Non-interest-earning assets 8,835 5,729 -------- -------- Total assets $206,072 $195,831 ======== ======== Interest-bearing liabilities: Transaction accounts $ 8,747 $ 18 .82% $ 7,614 $ 24 1.26% Passbook savings 5,440 17 1.25% 4,677 16 1.37% Money market accounts 12,235 37 1.21% 9,473 58 2.45% Certificates of deposit 73,533 722 3.93% 77,591 1,116 5.75% Other liabilities (3) 75,030 807 4.30% 70,828 886 5.00% -------- ------ -------- ------ Total interest-bearing liabilities 174,985 1,601 3.66% 170,183 2,100 4.94% ----- ----- Non-interest bearing liabilities 14,407 10,411 -------- -------- Total liabilities 189,392 180,594 Stockholders' equity 16,680 15,237 -------- -------- Total liabilities and stockholders' equity $206,072 $195,831 ======== ======== Net interest income $1,646 $1,361 ====== ====== Interest rate spread (4) 2.92% 2.34% ==== ==== Net yield on interest- earning assets (5) 3.34% 2.86% ==== ==== Ratio of average interest- Earning assets to average interest-bearing liabilities 1.13X 1.12X ==== ==== (1) Average balances include non-accrual loans. (2) Includes interest-bearing deposits in other financial institutions. (3) Other liabilities include FHLB advances and Repurchase agreements. (4) Interest-rate spread represents the difference between the average yield on interest-earning assets and the average cost of interest-bearing liabilities. (5) Net yield on interest - earning assets represents net interest income as a percentage of average interest-earning assets. 11 Rate/Volume Analysis The table below sets forth certain information regarding changes in interest income and interest expense of the Company for the periods indicated. For each category of interest-earning assets and interest-bearing liabilities, information is provided on changes attributable to (i) changes in volume; (ii) changes in rates; (iii) changes in rate-volume. The changes attributable to the combined impact of volume and rate have been allocated proportionately to the changes due to volume and the changes due to rate. Quarter ended September 30, 2002 vs. 2001 Increase (Decrease) Due to ------------------------------------- Rate/ Volume Rate Volume Net ------ ---- ------ ----- (Dollars in Thousands) Interest income: Loans receivable $225 $(252) $(21) $ (48) Mortgage-backed securities and investment securities (61) (101) 7 (155) Other interest-earning assets 4 (15) (1) (12) ---- ----- ---- ---- Total interest-earning assets 168 (368) (15) (215) Interest expense: Transaction accounts 3 (8) (1) (6) Savings accounts 3 (1) (1) 1 Money markets 17 (29) (9) (21) Certificates of deposit (58) (353) 17 (394) Other liabilities 53 (124) (8) (79) ---- ----- ---- ---- Total interest-bearing liabilities 18 (515) (2) (499) ---- ----- ---- ---- Net change in interest income $ 150 $ 147 $(13) $(284) ===== ===== ===== ===== Provision for Losses on Loans The Company maintains an allowance for loan losses based upon management's periodic evaluation of known and inherent risks in the loan portfolio, past loss experience, adverse situations that may affect the borrower's ability to repay loans, estimated value of the underlying collateral and current and expected market conditions. The provision for loan loss was $25,000 and $50,000 for the quarters ended September 30, 2002 and 2001, respectively. The decrease in the provision for loan losses for the current three-month period was the result of less loan growth in commercial loans, which tend to have greater credit risk than residential real estate loans. While the Company maintains its allowance for losses at a level which it considers to be adequate, there can be no assurance that further additions will not be made to the loss allowances and that such losses will not exceed the estimated amounts. 12 Non-Interest Earnings Total non-interest earnings increased by $35,000 or 37.6% to $128,000 for the quarter ended September 30, 2002 from $93,000 for the quarter ended September 30, 2001. This increase was primarily due to an increase in service charge income of $29,000, which was the result of increased insufficient funds charges collected on NOW and Checking accounts. Non-Interest Expense Total non-interest expense increased $156,000 or 18.6% to $996,000 for the quarter ended September 30, 2002 from $840,000 for the quarter ended September 30, 2001. The most significant changes in non-interest expenses were increases in compensation and benefits, occupancy costs, advertising and stationary, printing and office supplies, offset by decreases in data processing and professional fees. The $119,000 increase in compensation and benefits expense reflects a $98,000 increase in general salaries and benefits expense primarily due to the hiring of nine employees to staff the Bank's new branch and general merit increases in administrative and other employee salaries, Other increases in compensation and benefits include $12,000 in expense related to employee stock compensation plans and $9,000 in expense related to director fee compensation. Occupancy costs increased $34,000 due primarily to increases in depreciation for furniture, fixtures, and equipment, maintenance contract expense and other occupancy costs associated with maintaining the new branch. Advertising expense increased $15,000 primarily due to the Bank's efforts to achieve growth in the Farmington, New Mexico market, where the new branch is located. Stationary, printing and office supplies increased $15,000 primarily due to the purchase of forms and supplies for the new branch. Data processing decreased $24,000 primarily due to higher service bureau expense in the quarter ended September 30, 2001 due to a change to a new service provider. Professional fees decreased $13,000 primarily due to lower legal fees in the quarter ended September 30, 2002. 13 PART II. OTHER INFORMATION - -------- ----------------- Item 1. Legal Proceedings ----------------- Not applicable. Item 2. Changes in Securities and Use of Proceeds ----------------------------------------- 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) List of Exhibits 3.1 Certificate of Incorporation of GFSB Bancorp, Inc.* 3.2 Bylaws of GFSB Bancorp, Inc.* 10.1 1995 Stock Option Plan** 10.2 Management Stock Bonus Plan** 10.3 Form of Directors Deferred Compensation Agreement between the Bank and Directors*** 10.4 Form of Directors Stock Compensation Plan between the Company and Directors of the Company*** 10.5 2000 Stock Option Plan**** 99.0 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 -------------- * Incorporated herein by reference to exhibits 3(i)(Certificate of Incorporation) and 3(ii)(Bylaws) to the Registration Statement on Form S-1 of the Registrant (File No. 33-90400) initially filed with the Commission on March 17, 1995. ** Incorporated by reference to the identically numbered exhibits of the Annual Report on Form 10-KSB for the fiscal year ended June 30, 1997 (File No. 0-25854) filed with the SEC. *** Incorporated by reference to the identically numbered exhibits of the Quarterly Report on Form 10-QSB for the quarter ended March 31, 2000 filed with the SEC. **** Incorporated by reference to the Proxy Statement for the Annual Meeting of Stockholders on October 27, 2000 and filed with the SEC on September 25, 2000. (b) Not applicable. 14 SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. GFSB BANCORP, INC. Date: November 13, 2002 /s/Jerry R. Spurlin ------------------ ------------------------------------------------ Jerry R. Spurlin Assistant Secretary and Chief Financial Officer (Duly Authorized Representative and Principal Financial Officer) 15 SECTION 302 CERTIFICATION I, Richard C. Kauzlaric, certify that: 1. I have reviewed this quarterly report on Form 10-QSB of GFSB Bancorp, Inc.: 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report; 4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have: (a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; (b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and (c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions): (a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and (b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and 6. The registrant's other certifying officer and I have indicated in this quarterly report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Date: November 13, 2002 /s/ Richard C. Kauzlaric -------------------------- ------------------------------------------ Richard C. Kauzlaric President 16 SECTION 302 CERTIFICATION I, Jerry R. Spurlin, certify that: 1. I have reviewed this quarterly report on Form 10-QSB of GFSB Bancorp, Inc.: 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report; 4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have: (a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; (b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and (c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions): (a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and (b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and 6. The registrant's other certifying officer and I have indicated in this quarterly report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Date: November 13, 2002 /s/ Jerry R. Spurlin ----------------------- -------------------------------------------- Jerry R. Spurlin Chief Financial Officer 17