To our Stockholders, Customers, Neighbors, Associates and Friends:

2003 was a year of strong  performance  and continued  focus for WSFS  Financial
Corporation.  We are very  pleased to report  strong  earnings  and  exceptional
momentum.

As we execute on our  strategic  direction,  we continue to  experience  success
along the way. Our strategic focus is to exceed customer  expectations and build
customer  advocacy by serving small- and mid-sized  businesses  while  gathering
retail core  deposits.  The momentum of 2003 is evidence of the strength of this
focus.

WSFS  recorded  net  income of $63  million,  or $7.65 per share in 2003.  These
earnings  included  the  successful  divestiture  of a  majority-owned  mortgage
banking  subsidiary,  which  realized  an  after-tax  gain on the  sale of $41.3
million, as well as, an additional after-tax gain of $517,000 from the 2002 sale
of our branchless banking operation.  Our return on equity,  based on net income
from  continuing  operations,  was  10.60%  and our  return on assets was 1.09%.
Return on equity is not  consistent  with our  historical  standards  due to the
excess capital generated by our 2002 and 2003 divestitures. As we reinvest these
proceeds  and  related  liquidity  into our core bank  operations,  we expect to
return to our long-standing goal of 18%.

Strong Growth

As Delaware's  independent,  locally managed community bank, we continue to grow
and  expand our  strong  footprint  in the  commercial  and retail  marketplace.
Serving the needs of businesses  while expanding our reach is a key component of
our strategy and our overall success.  Business owners and managers are drawn to
working  with  bankers  who  understand  their  need  for   responsiveness   and
flexibility.  Business  customers find success in working with WSFS because they
can work directly with local decision makers.

                                       1

As a result of continued  strong growth  primarily in commercial  and commercial
real  estate  loans,  we reported  an  increase  in these  categories  of $185.1
million,  or 37.2% over 2002, to $682.3  million in total.  The increase in loan
volume is primarily  the result of gaining  local market share due to the strong
momentum of seasoned  relationship  managers  built over the past several years,
along with  delivering  high  levels of  service.

Our retail banking  business  maintained  strong,  stable growth as core deposit
relationships (demand deposits,  money market and savings accounts) increased by
$65.8 million, or 11.2% over 2002 at year-end. Residential real estate loans and
consumer loans (primarily home equity loans) grew by $41.1 million, or 6.8% from
the end of 2002.  In addition,  we  continued to increase our customer  base for
Private Banking services. As we expand our share of business customers,  Private
Banking services are a natural progression in providing extraordinary service.

TOPS Plan Completed

The 18-month Technology, Organization and Process Simplification Plan (TOPS) was
successfully  completed on time and under budget at the end of the first quarter
of 2003.  The goal of the program was to deliver a better  customer  experience,
and to improve the Bank's  efficiency  and financial  performance.  As a result,
expenses decreased $2.2 million,  or 4% from TOPS and other successes,  enabling
improvement in our efficiency  ratio to 57.9%.

The TOPS initiative is a critical piece of our business strategy. Its successful
completion  is a key to  future  long-term  success.  TOPS  focused  on  process
simplification and technology.  Our new technology infrastructure simplifies the
way we process and service  deposits  and loans.  Data  processing  is now fully
integrated, creating a consistent customer experience that is designed to exceed
customer expectations--exceeding  expectations is the essence of the WSFS brand.


Our business  strategy is crystal clear.  Our focus is on business banking as we
increase our reach in retail banking.  This strategy will increase our footprint
in Delaware, resulting in significant market penetration.

Our Mission

The  WSFS  Mission  Statement  is  "Strengthening  the  Core  of  Delaware."  It
summarizes what WSFS stands for in the marketplace.  It is deeply  influenced by
our history,  our  resources and our  strengths.  Our mission comes to life each
time we give a small business the opportunity to grow and succeed,  each time we
provide  first-time home buyers with a mortgage or each time we collaborate with
local  organizations  to  provide  specialized  lending  programs  to enrich our
communities.  Supporting  community  sponsorships is another  important way that
WSFS demonstrates a strong commitment to strengthening the core of Delaware.

We are  especially  proud of our Associate  volunteerism.  According to a recent
survey,  a full 75% of WSFS  Associates  actively  participate  in  community or
not-for-profit programs--generously giving their personal time and resources.


Our corporate  volunteerism program, TEAM WSFS, provides a way for Associates to
participate  as part of a team or  individually  in  programs  such as  March of
Dimes, Adopt-a-Family, Meals on Wheels, Habitat for Humanity and many others. We
are proud of our Associates for their unwavering support and dedication.

                                       2


Branching Out--the Vision for the Future

On November 21, 2003,  we  celebrated  the  unveiling of our  prototype  banking
office in Bear,  Delaware,  with a  ribbon-cutting  ceremony  and grand  opening
weekend.  The new  office  has been  designed  from the  ground  up to create an
extraordinary  experience for small business and retail customers.  Every aspect
of the  office,  from the look and feel of the  building,  to the  policies  and
procedures that define banking operations,  has been developed with the customer
experience in mind.

What Makes this Banking Office Different?

The  product of  extensive  research  and  planning,  this office is designed to
deliver a high level of customer  service.  Beginning at the greeter station,  a
specially  trained  WSFS  Associate  stands ready to help direct  customers  and
answer their  questions  as soon as they enter the office.  All  Associates  are
Customer Service  Representatives  who are empowered to make decisions on behalf
of customers.  The office also features a Small Business  Center complete with a
flat  screen TV tuned to a  financial  news  network,  plus  materials  on small
business banking  services and information on SBA loans.  Associates will pursue
small business  customers.  The office location was selected because of the many
small businesses in the Bear/Glasgow area.

Our goal is to provide a warm  environment with everything from an Internet Cafe
to a cup of  Starbucks  (R) coffee.  A community  room is  available  for use by
non-profit  groups  because we know  meeting  space is scarce.  Special  new ATM
features  include the ability to order FTD (R)  flowers and movie  tickets.

The office provides  seven-day banking and extended hours. This prototype is the
first of a number of new offices planned as we expand in southern  Delaware.

In the second  half of 2004 we  anticipate  the opening of offices in the Dover,
Delaware market and a permanent office in Rehoboth Beach, Delaware.

                                       3


Focus on Extraordinary Service

Delivering on our brand promise is an important  part of our business  strategy.
The WSFS Brand  Promise is to deliver  extraordinary  service by  exceeding  our
customers'  expectations  each time we connect with them. Even our All Associate
Bonus is determined by our level of customer service quality.

WSFS Associates

We are proud of our Associates.  They are true  professionals who share a common
vision of  exceptional  customer  service.  WSFS is  committed  to  nurturing  a
productive, customer-oriented workplace that begins with Associate commitment to
the  organization.  WSFS utilizes a highly  reputable  national  organization to
measure this level of commitment.  Our 2003 Associate Survey indicates that WSFS
Associates  scored  above the 50th  percentile  nationally.  We are on target to
reach our goal of being in the top quartile over the next two years. We strongly
believe that Associate commitment will translate into customer profitability and
increased Associate retention.

CashConnect

Our ATM division,  CashConnect,  provides the largest off-premise ATM network in
Delaware,  strengthening our retail banking reach. In addition,  CashConnect has
become one of the top vault cash  providers  in the  country,  servicing  nearly
4,800 ATMs  nationwide.  CashConnect also has strategic  working  alliances with
some of the most highly  recognized  armored  carrier and  transaction  networks
across the nation that service funding locations throughout the United States.

                                       4


The Future is Bright

With a strong  year behind us, we look  forward to  continuing  our  momentum in
2004.  WSFS is  well-positioned  for future success as we continue to execute on
our strategic  focus.  By expanding our reach and leveraging the strength of our
retail franchise, we will aggressively build our business banking customer base.


The coming year will see us continue our expansion  strategy.  We remain focused
on Delaware and its contiguous markets.  Delaware is a state rich in opportunity
as it enjoys a strong and diverse economy.

The coming year will also see us fulfill our commitment to strengthen our wealth
management services.  Recently, we announced the formation of Montchanin Capital
Management, an investment management firm created to serve the needs of high net
worth individuals and small- to medium-sized  institutions in the Delaware area.
Establishing  Montchanin Capital Management was a key element in our strategy to
provide comprehensive financial services to our growing Private Banking clients,
business owners and foundations.

As part of its strategy, in January 2004, Montchanin Capital Management acquired
a majority interest in Cypress Capital Management, a Wilmington-based investment
advisory  firm  serving a  national  clientele  of high net  worth  individuals.
Cypress,  established  in 1984, has been among the more  successful  value-style
investment managers,  and is one of a small number of firms to outperform market
benchmarks  over the past three and  five-year  periods.  At December  31, 2003,
Cypress had approximately $350 million in assets under management.

All indications point to a bright future for WSFS Financial Corporation.  We see
a future of  opportunity  and  growth.  Building on the hard work and success of
2003, we intend to remain focused,  stay true to our mission and thrive in years
to come.

                                /s/ Marvin N. Schoenhals
                                Marvin N. Schoenhals
                                Chairman and President


                                /s/ Karl L. Johnston
                                Karl L. Johnston
                                Chief Operating Officer, Chief Lending Officer


                                /s/ Mark A. Turner
                                Mark A. Turner
                                Chief Operating Officer, Chief Financial Officer


                                       5


Board of Directors, WSFS Financial Corporation

Marvin N. Schoenhals
Chairman and President, WSFS Financial Corporation

Charles G. Cheleden
Vice Chairman, WSFS Financial Corporation
Attorney-At-Law

Dale E. Wolf
Vice Chairman, WSFS Financial Corporation
Former Lieutenant Governor/Governor of the State of Delaware

John F. Downey
Executive Director (Retired), Office of Thrift Supervision

Linda C. Drake
Founder and Chair, TCIM Services, Inc.

David E. Hollowell
Executive Vice President and University Treasurer
University of Delaware

Joseph R. Julian
President and Chief Executive Officer, JJID, Inc.

Thomas P. Preston
Partner, Blank Rome, LLP

Claibourne D. Smith, Ph.D.
Vice President (Retired)
E. I. du Pont de Nemours & Company, Incorporated

Eugene W. Weaver
Financial Vice President (Retired)
John W. Rollins & Associates

R. Ted Weschler
Managing Member, Peninsula Capital Advisors, LLC

Principal Officers, WSFS Financial Corporation

Marvin N. Schoenhals
Chairman and President

Karl L. Johnston
Chief Operating Officer and Chief Lending Officer

Mark A. Turner
Chief Operating Officer, Chief Financial Officer and Secretary

Robert F. Mack
Senior Vice President, Controller

Principal Officers of Principal Subsidiary,
Wilmington Savings Fund Society, FSB

Marvin N. Schoenhals
Chairman and President

Karl L. Johnston
Chief Operating Officer and Chief Lending Officer

Mark A. Turner
Chief Operating Officer and Chief Financial Officer

Deborah A. Powell
Executive Vice President, Human Resources

Thomas E. Stevenson
President, CashConnect Division

Barbara J. Fischer
Senior Vice President, Chief Technology Officer

Paul S. Greenplate
Senior Vice President, Treasurer

Thomas W. Kearney
Senior Vice President, Chief Auditor

Glenn L. Kocher
Senior Vice President, Chief Credit Officer

Robert F. Mack
Senior Vice President, Controller

James H. Noon
Senior Vice President, Manager, Cash Management

Douglas R. Quaintance
Senior Vice President, Manager, Business Banking

Deborah T. Roberts
Senior Vice President, Retail Banking

Ann M. Rudolph
Senior Vice President, Commercial Real Estate

Joan H. Sullivan
Senior Vice President, Director of Marketing

                                       6

           Management's Discussion and Analysis of Financial Condition
                           and Results of Operations

OVERVIEW

     WSFS Financial  Corporation  (Company or  Corporation)  is a thrift holding
company  headquartered  in  Wilmington,   Delaware.  Substantially  all  of  the
Corporation's  assets  are  held  by its  subsidiary,  Wilmington  Savings  Fund
Society,  FSB  (Bank  or  WSFS).  Founded  in  1832,  WSFS is one of the  oldest
financial  institutions  in the  country.  As a  federal  savings  bank that was
formerly  chartered  as  a  state  mutual  savings  bank,  WSFS  enjoys  broader
investment  powers than most other financial  institutions.  WSFS has served the
residents  of the  Delaware  Valley for 172 years.  WSFS is the  largest  thrift
institution  headquartered  in  Delaware  and among  the  three or four  largest
financial institutions in the state on the basis of total deposits traditionally
garnered  in-market.  The Corporation's  primary market area is the mid-Atlantic
region of the United States that is characterized by a diversified manufacturing
and service economy. The long-term strategy of the Corporation is to improve its
status as a high-performing  financial  services company by focusing on its core
community banking business.

     WSFS  provides  residential  and  commercial  real estate,  commercial  and
consumer  lending  services,  as well as  retail  deposit  and  cash  management
services.  Lending  activities  are funded  primarily  with retail  deposits and
borrowings. The Federal Deposit Insurance Corporation (FDIC) insures deposits to
their legal maximum. WSFS serves customers primarily from its main office and 23
retail banking offices  located in Delaware and  southeastern  Pennsylvania.  In
2002,  for strategic  reasons,  WSFS  transferred  six branch  offices that were
outside of its core footprint to other financial institutions.

     The  Corporation  has two  consolidated  subsidiaries,  WSFS and Montchanin
Capital Management,  Inc. The Corporation also has one unconsolidated affiliate,
WSFS Capital Trust I. The  Corporation  has no  unconsolidated  subsidiaries  or
off-balance  sheet entities.  Fully-owned and consolidated  subsidiaries of WSFS
include WSFS Credit  Corporation  (WCC),  which is engaged primarily in indirect
motor vehicle  leasing;  WSFS  Investment  Group,  Inc.,  which markets  various
third-party  insurance  products and  securities  through  WSFS' retail  banking
system;  and WSFS Reit,  Inc., which holds qualifying real estate assets and may
be used in the future to raise capital.

     In 2000, the Board of Directors approved  management's plans to discontinue
the operations of WCC. WCC, which had 483 lease contracts and 542 loan contracts
at December  31,  2003,  no longer  accepts new  applications  but  continues to
service  existing loans and leases until their  maturity.  Management  estimates
that  substantially all loan and lease contracts will mature by the end of 2004.
See the Discontinued  Operations section of Management's Discussion and Analysis
and Note 2 to the Financial Statements for a detailed discussion.

     In addition to the wholly owned  subsidiaries,  WSFS had  consolidated  two
non-wholly owned subsidiaries,  CustomerOne  Financial Network,  Inc. (C1FN) and
Wilmington Finance,  Inc. (WF). C1FN, a 21% owned subsidiary engaged in Internet
and  branchless  banking,  was  sold in  November  2002.  WF, a  majority  owned
subsidiary  engaged  in  sub-prime  residential  mortgage  banking,  was sold in
January  2003.  Both   subsidiaries  are  therefore   classified  as  businesses
held-for-sale  in the Financial  Statements.  See the  Businesses  Held-for-Sale
section  of  this  Management's  Discussion  and  Analysis,  and  Note  3 to the
Financial Statements for a further discussion.

     These  divestitures  were  consistent  with  strategic  actions  of WSFS to
simplify its  operations  and better focus  resources  and capital on WSFS' core
bank.

RESULTS OF OPERATIONS

     The  Corporation  recorded  net income of $63.0  million for the year ended
December  31,  2003,  compared to $101.1  million and $17.1  million in 2002 and
2001,  respectively.  Income from continuing operations was $21.2 million, $88.0
million and $17.8 million for the years ended December 31, 2003,  2002 and 2001,
respectively.  Net income for the year ended December 31, 2003 included an after
tax gain of $41.3 million on the sale of Wilmington  Finance,  Inc. In addition,
the  results  for 2003  included  an after tax gain of  $517,000  on the sale of
C1FN/Everbank.  See the Businesses  Held-for-Sale  section of this  Management's
Discussion  and Analysis and Note 3 to the  Financial  Statements  for a further
discussion.  Net  income  for the  year  ended  December  31,  2002  included  a
significant gain on sale of financial assets.

     Net Interest Income. Net interest income is the most significant  component
of operating  income to the  Corporation.  Net interest  income  relies upon the
levels of  interest-earning  assets  and  interest-bearing  liabilities  and the
difference or "spread" between the respective  yields earned and rates paid. The
interest  rate spread is  influenced  by  regulatory,  economic and  competitive
factors that affect interest rates,  loan demand and deposit flows. The level of
nonperforming  loans can also impact the  interest  rate spread by reducing  the
overall yield on the loan portfolio.

     Net interest income decreased $3.3 million, or 5%, to $58.0 million in 2003
compared to $61.3 million in 2002.  Total interest income decreased $5.4 million
between 2002 and 2003,  primarily  due to the sale of  substantially  the entire
reverse mortgage


                                       7

portfolio in November  2002 which  contributed  $13.1  million.  In addition the
yield on total loans and mortgage-backed  securities  decreased 105 basis points
and 225 basis points, respectively, between 2002 and 2003. This decline in yield
was offset by increases in average loan  balances of $179.1  million and average
mortgage-backed securities balances of $338.1 million. For further discussion of
reverse mortgages,  see the Investment in Reverse Mortgages  discussion included
in  this  Management's  Discussion  and  Analysis  and  Note 6 to the  Financial
Statements.

     Total  interest  expense,   excluding  the  expense  to  fund  discontinued
operations  and  businesses  held-for-sale,  decreased $2.1 million from 2002 to
2003  primarily  due to a decrease in the  average  cost of deposits of 63 basis
points from 1.79% to 1.16%.  The decline in interest expense was affected by the
aforementioned  decline in interest rates in 2003, as longer-term  borrowing and
deposits matured and were replaced at substantially lower rates.

     Between  2001 and 2002,  interest  income  decreased  $6.6  million,  while
interest  expense  decreased  $13.2  million,  resulting  in an  increase in net
interest  income of $6.5 million.  The decrease in interest income was primarily
due to the decrease in the yield on total loans and  mortgage-backed  securities
of 106 basis points and 90 basis  points,  respectively.  These  decreases  were
offset by an increase  in average  total loans of $68.5  million.  In  addition,
overall  market  rates  were  lower in 2002 than in 2001.  The  interest  income
comparison  was also  negatively  impacted  from the sale of  substantially  the
entire  reverse  mortgage  portfolio in November  2002 which  contributed  $13.1
million. The decrease in interest expense was primarily due to a decrease in the
average  yield on  deposits  and  borrowings.  The  average  yield  on  deposits
decreased  184 basis  points,  while the average yield on Federal Home Loan Bank
(FHLB)  advances and other  borrowings  decreased 100 basis points and 279 basis
points,  respectively.  All decreases in yields are primarily due to the average
market interest rates being lower in 2002 versus 2001.

     The following table sets forth certain information regarding changes in net
interest  income  attributable  to  changes in the  volumes of  interest-earning
assets and interest-bearing liabilities and changes in the rates 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 (change in volume  multiplied by prior year rate);  (ii) changes in rates
(change in rate multiplied by prior year volume); and (iii) net change.  Changes
due to the combination of rate and volume changes (changes in volume  multiplied
by changes in rate) are allocated  proportionately  between  changes in rate and
changes in volume.


                                                                         Year Ended December 31,
                                                  ---------------------------------------------------------------------
                                                             2003 vs. 2002                      2002 vs. 2001
                                                  ---------------------------------   ---------------------------------
                                                   Volume       Rate          Net      Volume        Rate         Net
                                                   ------       ----          ---      ------        ----         ---
                                                                           (Dollars in Thousands)
                                                                                          
Interest income:
    Real estate loans (1) .....................   $  8,026    $ (6,988)   $  1,038    $  1,126    $ (6,081)   $ (4,955)
    Commercial loans ..........................      3,128      (2,320)        808       3,198      (2,609)        589
    Consumer loans ............................       (250)     (1,782)     (2,032)        771      (1,912)     (1,141)
    Loans held-for-sale .......................        184         (15)        169          95         (96)         (1)
    Mortgage-backed securities ................     11,613      (4,347)      7,266        (999)     (1,349)     (2,348)
    Investment securities .....................      1,116        (503)        613        (313)         12        (301)
    Investment in reverse mortgages ...........     (6,244)     (6,872)    (13,116)     (2,792)      5,729       2,937
    Other .....................................        276        (426)       (150)       (538)       (877)     (1,415)
                                                  --------    --------    --------    --------    --------    --------
Favorable (unfavorable) .......................     17,849     (23,253)     (5,404)        548      (7,183)     (6,635)
                                                  --------    --------    --------    --------    --------    --------

Interest expense:
    Deposits:
      Money market and interest-bearing demand          71        (186)       (115)         80        (560)       (480)
      Savings .................................         69      (1,356)     (1,287)         42      (4,545)     (4,503)
      Retail time deposits ....................       (227)     (2,255)     (2,482)       (250)     (4,680)     (4,930)
      Jumbo certificates of deposit - nonretail        249        (206)         43        (262)       (425)       (687)
      Brokered certificates of deposit ........         (5)         (5)        (10)     (4,463)        319      (4,144)
    FHLB of Pittsburgh advances ...............      8,377      (8,195)        182       2,643      (4,275)     (1,632)
    Trust Preferred borrowings ................         --        (636)       (636)         --        (766)       (766)
    Other borrowed funds ......................        172      (2,081)     (1,909)        876      (3,089)     (2,213)
    Cost of funding discontinued operations ...      1,259         224       1,483       3,429       3,372       6,801
    Cost of funding businesses held-for-sale ..      1,299       1,299       2,598       1,041      (1,650)       (609)
                                                  --------    --------    --------    --------    --------    --------
Unfavorable (favorable) .......................     11,264     (13,397)     (2,133)      3,136     (16,299)    (13,163)
                                                  --------    --------    --------    --------    --------    --------
Net change favorable (unfavorable) ............   $  6,585    $ (9,856)   $ (3,271)   $ (2,588)   $  9,116    $  6,528
                                                  ========    ========    ========    ========    ========    ========

(1) Includes commercial mortgage loans.

                                       8



The following table provides information regarding the average balances of, and  yields/rates on interest-earning assets and
interest-bearing liabilities during the periods indicated:
                                                                          Year Ended December 31,
                                      -------------------------------------------------------------------------------------------
                                                    2003                           2002                           2001
                                      ------------------------------ ----------------------------- ------------------------------
                                       Average               Yield/   Average              Yield/   Average             Yield/
                                       Balance    Interest   Rate(1)  Balance    Interest  Rate(1)  Balance   Interest  Rate(1)
                                       -------    --------   -------  -------    --------  -------  -------   --------  -------
                                                                          (Dollars in Thousands)
                                                                                              
Assets
Interest-earning assets:
  Loans (2) (3):
    Real estate loans (4) ..........  $  780,406  $ 45,611    5.84%  $  652,391  $ 44,573   6.83%  $  637,679 $ 49,528   7.77%
    Commercial loans ...............     250,577    12,501    5.37      196,343    11,693   6.44      151,200   11,104   7.99
    Consumer loans .................     187,111    13,506    7.22      190,212    15,538   8.17      181,535   16,679   9.19
                                      ----------  --------           ----------  --------          ---------- --------
     Total loans ...................   1,218,094    71,618    5.97    1,038,946    71,804   7.02      970,414   77,311   8.08
  Mortgage-backed securities (5) ...     480,389    14,874    3.10      142,250     7,608   5.35      159,242    9,956   6.25
  Loans held-for-sale (3) ..........       5,767       383    6.64        3,013       214   7.10        1,923      215  11.18
  Investment securities (5) ........      41,666     1,503    3.61       14,292       890   6.23       19,297    1,191   6.17
  Investment in reverse mortgages ..         659       (24)  (3.64)      26,328    13,092  49.73       34,375   10,155  29.54
  Other interest-earning assets ....      52,681       945    1.79       40,590     1,095   2.70       54,434    2,510   4.61
                                      ----------  --------           ----------  --------          ---------- --------
     Total interest-earning assets..   1,799,256    89,299    5.03    1,265,419    94,703   7.57    1,239,685  101,338   8.27
                                                  --------                       --------                     --------
Allowance for loan losses...........     (22,139)                       (21,358)                      (21,470)
Cash and due from banks.............     137,239                        121,022                        78,085
Loans, operating leases and other
  assets of discontinued operations.      25,375                         79,479                       159,989
Assets of businesses held-for-sale..          --                        371,830                       311,806
Other noninterest-earning assets ...      34,703                         51,020                        42,440
                                      ----------                     ----------                    ----------
     Total assets...................  $1,974,434                     $1,867,412                    $1,810,535
                                      ==========                     ==========                    ==========
Liabilities and Stockholders' Equity
Interest-bearing liabilities:
  Interest-bearing deposits:
    Money market and interest-
      bearing demand................  $  108,096  $    315    0.29%  $   90,585  $    430   0.47%  $   82,678 $    910   1.10%
    Savings.........................     312,892     1,627    0.52      305,418     2,914   0.95      303,687    7,417   2.44
    Retail time deposits............     253,474     5,785    2.28      260,858     8,267   3.17      265,969   13,197   4.96
    Jumbo certificates of deposit
      - nonretail...................      30,105       462    1.53       16,674       419   2.51       23,449    1,106   4.72
    Brokered certificates of
      deposit.......................          --        --      --          137        10   7.30       61,632    4,154   6.74
                                      ----------  --------           ----------  --------          ---------- --------
     Total interest-bearing
       deposits.....................     704,567     8,189    1.16      673,672    12,040   1.79      737,415   26,784   3.63
  FHLB of Pittsburgh advances.......     678,680    20,905    3.04      448,103    20,723   4.56      396,542   22,355   5.56
  Trust preferred borrowings........      50,000     1,963    3.87       50,000     2,599   5.13       50,000    3,365   6.64
  Other borrowed funds..............     122,459     1,231    1.01      115,740     3,140   2.71       97,266    5,353   5.50
  Cost of funding discontinued
    operations......................          --      (987)                  --    (2,470)                 --   (9,271)
  Cost of funding businesses
    held-for-sale...................          --        --                   --    (2,598)                 --   (1,989)
                                      ----------  --------           ----------  --------          ---------- --------
     Total interest-bearing
       liabilities..................   1,555,706    31,301    2.01    1,287,515    33,434   2.60    1,281,223   46,597   3.64
                                                  --------                       --------                     --------
Noninterest-bearing demand deposits.     187,190                        159,741                       136,229
Liabilities of businesses
  held-for-sale.....................          --                        271,864                       269,402
Other noninterest-bearing
  liabilities.......................      31,233                         16,181                        18,293
Minority interest...................          --                          7,597                         4,979
Stockholders' equity................     200,305                        124,514                       100,409
                                      ----------                     ----------                    ----------
     Total liabilities and
       stockholders' equity.........  $1,974,434                     $1,867,412                    $1,810,535
                                      ==========                     ==========                    ==========
Excess (deficit) of interest-earning
  assets over interest-bearing
  liabilities........................ $  243,550                     $  (22,096)                   $  (41,538)
                                      ==========                     ==========                    ==========
Net interest and dividend income.....             $ 57,998                       $ 61,269                       $ 54,741
                                                  ========                       ========                       ========
Interest rate spread.................                         3.02%                         4.97%                        4.64%
                                                              ====                          ====                         ====
Interest rate margin.................                         3.29%                         4.93%                        4.51%
                                                              ====                          ====                         ====

(1)  Weighted average yields have been computed on a tax-equivalent basis.
(2)  Nonperforming loans are included in average balance computations.
(3)  Balances are reflected net of unearned income.
(4)  Includes commercial mortgage loans.
(5)  Includes securities available-for-sale.
                                       9


     Provision  for Loan Losses.  The  Corporation  records a provision for loan
losses in order to  maintain  the  allowance  for loan  losses at a level  which
management  considers its best estimate of known and probable  inherent  losses.
Management's  evaluation is based upon a continuing  review of the portfolio and
requires  significant  management  judgment  (see the  Allowance for Loan Losses
section of  Management's  Discussion and Analysis).  For the year ended December
31, 2003, the  Corporation  recorded a provision for loan losses from continuing
operations of $2.6 million  compared to $2.2 million in 2002 and $1.9 million in
2001.  These increases  reflect,  among other things,  the Company's strong loan
growth,  particularly  in  commercial  loans,  partially  offset  by an  overall
improvement in the credit quality of the Corporation's loan portfolio.

     Noninterest Income.  Noninterest income of $26.2 million in 2003, decreased
$97.9 million,  or 79% from 2002.  This decrease was almost  entirely due to the
sale of the reverse mortgage  portfolio in 2002. In 2002,  substantially  all of
WSFS' $33 million  reverse  mortgage  portfolio was sold,  resulting in a pretax
gain of $101.5 million. Partially offsetting this decrease was credit/debit card
and ATM  income,  which  grew  $1.3  million  during  2003 due to the  continued
expansion  of WSFS' ATM network and card usage.  At  December  31,  2003,  WSFS'
CashConnect division (ATM unit) derived income from 4,716 ATMs compared to 4,251
at December 31, 2002. Of these, WSFS owned and operated 222 ATMs in 2003 and 189
ATMs in 2002. In addition, gains on sales of loans increased $1.1 million during
2003.  This  increase was mainly the result of the  continued  low interest rate
environment.  Because of low interest rates, WSFS originated a higher than usual
amount  of  conforming  mortgage  loans.  Some of these  loans  were sold in the
secondary market  (primarily to the Federal Home Loan Mortgage  Corporation) for
gains.

     Noninterest income of $124.1 million in 2002,  increased $102.9 million, or
487% from  2001.  This  increase  was  largely  attributable  to the sale of the
reverse mortgage portfolio in 2002 resulting in a pretax gain of $101.5 million.
Consistent with 2003 results,  credit/debit  card and ATM income  increased $1.7
million largely  attributable to the continued  expansion of WSFS' ATM servicing
division.  At December 31, 2002, WSFS' CashConnect  division derived income from
4,251 ATMs compared to 2,724 at December 31, 2001.

     Noninterest  Expenses.  Noninterest  expenses  of  $49.4  million  in  2003
decreased $2.2 million,  or 4% from 2002.  This  improvement was mainly due to a
decrease  in data  processing,  professional  fees and  equipment  expenses as a
result  of  the   successful   completion  of  the   Corporation's   Technology,
Organizational and Process  Simplification Plan (TOPS). During the first quarter
of 2003, the  Corporation  completed the previously  announced TOPS program;  an
initiative  designed to simplify the organization,  better integrate  technology
solutions and reengineer certain back office processes.  Salaries,  benefits and
other compensation  expenses of $26.5 million increased $891,000 from 2002. This
increase was a direct result of higher levels of variable  compensation that was
a direct result of profitable mortgage banking activity,  commercial loan growth
and ATM business growth  experienced in 2003.  Included in salaries and benefits
in 2003 and 2002 was $663,000 and $823,000, respectively, of expenses related to
special  management  compensation  and a special  contribution  to the Company's
401(k) plan for all Associates.  These charges were made possible because of the
sale of WF in 2003 and the sale of the reverse mortgage portfolio in 2002. Also,
following the sale of WF in 2003 and the reverse mortgage portfolio in 2002, the
Company  made  contributions  to  the  previously  established  WSFS  charitable
foundation of $660,000 and $1.0 million, respectively. Finally, during 2003, the
CashConnect  division  completed  an  extensive  analysis  of its  reserves  for
business losses.  This analysis indicated that a portion of these reserves could
be reduced,  based on its historical loss  experience.  These pretax  provisions
amounted to $(261,000) in 2003 and $407,000 in 2002.

     Noninterest expenses of $51.6 million in 2002 increased $3.9 million, or 8%
from 2001.  This increase was mainly due to a $2.7 million  increase in salaries
and benefits. Included in salaries and benefits was $823,000 of expenses related
to special management  compensation and a special  contribution to the Company's
401(k) plan for all Associates, which were related to the reverse mortgage sale.
Also  related to the reverse  mortgage  sale in 2002,  the  Company  took a $1.0
million charge for the establishment of a WSFS charitable foundation.  Expenses,
net of cost savings related to the Corporation's TOPS program, were $1.1 million
in 2002 compared to $433,000 in 2001. These net expenses primarily  consisted of
consulting  fees and  severance  charges,  partially  offset by  personnel  cost
savings and reduced technology expenses.

     Income Taxes.  The  Corporation  recorded a $34.9 million tax provision for
the year ended  December 31, 2003 compared to $51.6 million and $8.4 million for
the years ended  December 31, 2002 and 2001,  respectively.  The  effective  tax
rates for continuing  operations for the years ended December 31, 2003, 2002 and
2001 were 34.1%,  33.6% and 32.5%,  respectively.  The  Corporation  expects its
effective tax rate for continuing  operations to be between 33% and 35% in 2004.
The provision for income taxes  includes  federal,  state and local income taxes
that are currently payable or deferred because of temporary  differences between
the  financial  reporting  bases and the tax  reporting  bases of the assets and
liabilities.   In  2002,  the  Internal   Revenue  Service  (IRS)  concluded  an
examination  of the  Corporation's  federal  income  tax  returns  for all years
through  December 31, 2000. The income tax provision for the year ended December
31, 2002 was reduced by $894,000  primarily as a result of the resolution of tax
authority examinations and tax return settlements.


                                       10


     At December 31,  2003,  approximately  $4.5  million in gross  deferred tax
assets of the  Corporation  are related to net operating  losses and tax credits
attributable  to a  former  subsidiary.  Management  has  assessed  a  valuation
allowance on a portion of these deferred tax assets due to  limitations  imposed
by the  Internal  Revenue  Code.  Approximately  $950,000 in gross  deferred tax
assets of the  Corporation  at  December  31,  2003 are related to state tax net
operating losses.  Management has established a valuation allowance on a portion
of these deferred tax assets due to such net operating  losses  expiring  before
being utilized.

     The  Corporation  analyzes its  projection of taxable  income on an ongoing
basis and makes adjustments to its provision for income taxes  accordingly.  For
additional  information  regarding  the  Corporation's  tax  provision  and  net
operating  loss  carryforwards,  see  Note  14  to  the  Consolidated  Financial
Statements.

FINANCIAL CONDITION

     Total  assets  increased  $502.1  million,  or 29.4%,  during  2003 to $2.2
billion. This increase occurred predominantly in mortgage-backed  securities and
loans.  These  increases were partially  offset by decreases of $37.9 million in
net assets of discontinued  operations,  the effect of maturities and repayments
of loans and leases of WCC. Total  liabilities  increased  $509.6 million during
the year to $2.0 billion at December 31, 2003. This increase occurred  primarily
in FHLB advances, which increased $439.8 million.

     Investments.  Between  December  31,  2002 and  December  31,  2003,  total
investments   increased   $23.2   million.    During   that   time   investments
available-for-sale  increased  $94.8 million,  mainly due the purchase of $106.0
million of U.S.  Agency notes.  Partially  offsetting  this increase was federal
funds sold and securities  purchased under  agreements to resell which decreased
$64.0 million in 2003.

     Mortgage-backed  Securities.   Investments  in  mortgage-backed  securities
increased  $382.3  million  during  2003 to $530.6  million.  During  2003,  the
Corporation  purchased $874.6 million in collateralized  mortgage obligations as
it  redeployed  some of its capital into Agency and AAA-rated  securities.  This
increase was  partially  offset by principal  repayments  of $356.3  million and
sales of $124.3 million.

     Loans,  net. Net loans,  including loans  held-for-sale,  increased  $107.8
million  during 2003.  This included  increases of $101.8  million in commercial
real  estate  loans,  $83.3  million in  commercial  loans and $39.0  million in
residential loans. Partially offsetting these increases were loans of businesses
held-for-sale  that decreased $117.6 million.  This decrease was due to the sale
of WF during 2003.

     Retail  Deposits.  Retail  deposits  increased $11.0 million during 2003 to
$883.1 million. Core deposit  relationships  (demand deposits,  money market and
savings accounts) increased $65.8 million during the year. However,  retail time
deposits  (CDs)  decreased  $54.8  million in 2003.  These  changes  reflect the
Corporation's  continuing  strategy  to allow more  price-sensitive  deposits to
run-off  in favor of both  attracting  core  deposits  and  utilizing  wholesale
funding  which  can be less  costly on an  incremental  basis.  The table  below
depicts the changes in retail deposits over the last three years:

                                             Year Ended  December 31,
                                    ----------------------------------------
                                      2003          2002           2001
                                      ----          ----           ----
                                                (In Millions)

Beginning balance................   $  872.1      $ 1,125.7      $   961.1
Interest credited................        6.4           16.3           30.6
Deposits sold....................         --         (348.6)            --
Deposit inflows, net.............        4.6           78.7(1)       134.0
                                    --------      ---------       --------
Ending balance...................   $  883.1      $   872.1      $ 1,125.7
                                    ========      =========      =========

(1)  Includes  $45.1  million  in  deposit  increases  at C1FN that were sold in
     November 2002.

     Borrowings.  Total borrowings  increased by $565.1 million between December
31, 2002 and December 31, 2003 to fund the aforementioned asset growth. Advances
from  the  FHLB  increased  $439.8  million  and  federal  funds  purchased  and
securities sold under  agreements to repurchase  increased  $122.5  million.  In
addition, $2.8 million in sweep repurchases were added during the year.

     Stockholders' Equity. Stockholders' equity increased $5.3 million to $188.0
million at December 31, 2003. This included $63.0 million in net income and $4.9
million in proceeds from the exercise of stock options.  This was offset in part
by the  acquisition of 1,601,600  shares of treasury stock for $58.4 million and
dividends of $1.6 million paid to stockholders. In addition, other comprehensive
income decreased by $2.7 million.

                                       11


ASSET/LIABILITY MANAGEMENT

     The  primary   asset/liability   management  goal  of  the  Corporation  is
maximizing  its net interest  income  opportunities  within the  constraints  of
managing interest rate risk, while ensuring  adequate  liquidity and funding and
maintaining a strong capital base.

     In  general,  interest  rate risk is  mitigated  by  closely  matching  the
maturities or repricing periods of interest-sensitive  assets and liabilities to
ensure a  favorable  interest  rate  spread.  Management  regularly  reviews the
Corporation's  interest-rate  sensitivity,  and uses a variety of  strategies as
needed to adjust that sensitivity within acceptable tolerance ranges established
by management and the Board of Directors.  Changing the relative  proportions of
fixed-rate  and  adjustable-rate  assets and  liabilities  is one of the primary
strategies utilized by the Corporation to accomplish this objective.

     The matching of 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-sensitivity  gap. An  interest-sensitivity
gap is considered  positive when the amount of  interest-rate  sensitive  assets
exceeds the amount of  interest-rate  sensitive  liabilities  repricing within a
defined  period,  and is considered  negative  when the amount of  interest-rate
sensitive  liabilities  exceeds  the amount of  interest-rate  sensitive  assets
repricing within a defined period.

     The repricing and maturities of the Corporation's  interest-rate  sensitive
assets and  interest-rate  sensitive  liabilities  at December  31, 2003 are set
forth in the following table:


                                                         Less than      One to         Over
                                                         One Year     Five Years    Five Years        Total
                                                         ---------    ----------    ----------        -----
                                                                       (Dollars in Thousands)
                                                                                      
Interest-rate sensitive assets (1):
   Real estate loans (2) ...........................   $   330,681   $   322,584   $   194,017    $   847,282
   Commercial loans ................................       225,835        27,763        38,372        291,970
   Consumer loans ..................................        64,178        56,983        64,972        186,133
   Mortgage-backed securities ......................       169,543       360,020           989        530,552
   Loans held-for-sale .............................         1,465            --            --          1,465
   Investment in reverse mortgages .................            44           180           (31)           193
   Investment securities ...........................        43,741       111,155         5,075        159,971
   Other investments ...............................         1,095            --            --          1,095
                                                       -----------   -----------   -----------    -----------
                                                           836,582       878,685       303,394      2,018,661
                                                       -----------   -----------   -----------    -----------
Interest-rate sensitive liabilities:
   Money market and interest-bearing demand deposits        32,900            --        85,251        118,151
   Savings deposits ................................       106,540            --       210,436        316,976
   Retail time deposits ............................       161,417        66,859         3,541        231,817
   Jumbo certificates of deposit-nonretail .........        39,122         1,448            --         40,570
   FHLB advances (1) ...............................       460,000       230,000       138,296        828,296
   Trust preferred borrowings and interest rate cap         50,000            --            --         50,000
   Other borrowed funds ............................       162,164            --        25,598        187,762
                                                       -----------   -----------   -----------    -----------
                                                         1,012,143       298,307       463,122      1,773,572
                                                       -----------   -----------   -----------    -----------
(Deficiency) excess of interest-rate sensitive
   assets over interest-rate sensitive liabilities
   ("interest-rate sensitive gap") .................   $  (175,561)   $   580,378   $  (159,728)   $   245,089
                                                       ===========    ===========   ===========    ===========

Interest-rate sensitive assets/interest-rate
  sensitive liabilities ............................        82.65%
Interest-rate sensitive gap as a percent of
  total assets .....................................       (7.95)%

(1)  Interest-sensitive  assets of discontinued  operations are excluded as well
     as the interest-sensitive funding of discontinued operations of $15 million
     in FHLB advances as of December 31, 2003.
(2)  Includes commercial mortgage, construction, and residential mortgage loans.


                                       12

     Generally,  during a period of rising  interest rates, a positive gap would
result  in an  increase  in net  interest  income  while a  negative  gap  would
adversely  affect net interest  income.  Conversely,  during a period of falling
rates, a positive gap would result in a decrease in net interest  income while a
negative   gap   would    augment   net   interest    income.    However,    the
interest-sensitivity  table does not provide a comprehensive  representation  of
the impact of interest  rate changes on net interest  income.  Each  category of
assets or liabilities will not be affected equally or  simultaneously by changes
in the  general  level of interest  rates.  Even  assets and  liabilities  which
contractually  reprice  within the rate period may not, in fact,  reprice at the
same price or the same time or with the same frequency.  It is also important to
consider  that the table  represents a specific  point in time.  Variations  can
occur as the Company adjusts its  interest-sensitivity  position  throughout the
year.

     To  provide a more  accurate  one-year  gap  position  of the  Corporation,
certain  deposit  classifications  are  based  on  the  interest-rate  sensitive
attributes  and  not on  the  contractual  repricing  characteristics  of  these
deposits.  Management  estimates,  based on  historical  trends of WSFS' deposit
accounts,  that 35% of money market and 25% of interest-bearing  demand deposits
are sensitive to interest  rate changes and that 22% to 44% of savings  deposits
are sensitive to interest rate changes.  Accordingly,  these  interest-sensitive
portions are classified in the less than one-year category with the remainder in
the over five-year category.

     Deposit rates other than time deposit  rates are  variable,  and changes in
deposit rates are generally  subject to local market conditions and management's
discretion and are not indexed to any particular rate.

     In 1998, the Corporation purchased a ten-year interest rate cap in order to
limit its exposure on $50 million of variable  rate trust  preferred  securities
issued in 1998. This derivative  instrument caps the three-month LIBOR rate (the
base rate of the Trust  Preferred  borrowings)  at  6.00%.  The Trust  Preferred
borrowings  are  classified in the less than one-year  category  reflecting  the
ability to adjust  upward for the balance of the term of the interest  rate cap.
If the  three-month  LIBOR rate  equals or exceeds  6.00%,  the Trust  Preferred
borrowing  takes on a fixed  characteristic  and  therefore is classified in the
period corresponding to the cap's maturity.

INVESTMENT IN REVERSE MORTGAGES

     Reverse  mortgage  loans are  contracts  that  require  the  lender to make
monthly advances throughout the borrower's life or until the borrower relocates,
prepays or the home is sold,  at which time the loan  becomes  due and  payable.
Since reverse  mortgages are  nonrecourse  obligations,  the loan repayments are
generally limited to the net sale proceeds of the borrower's residence,  and the
mortgage balance consists of cash advanced, interest compounded over the life of
the loan and a premium which represents a portion of the shared  appreciation in
the home's value, if any, or a percentage of the value of the residence.

     In 1993, the Corporation acquired a pool of reverse mortgages from the FDIC
and another lender. In 1994, the Corporation purchased  Providential Home Income
Plan, Inc., a California-based  reverse mortgage lender, for approximately $24.4
million.  Providential's  assets at acquisition  primarily consisted of cash and
its investment in reverse mortgages.  Providential's  results have been included
in the Corporation's  consolidated statement of operations since the acquisition
date.

     Capitalizing on the robust housing and interest rate markets, substantially
all of WSFS' $33 million reverse mortgage portfolio was sold,  effective October
1, 2002,  for a pretax gain of $101.5  million.  The  Corporation  received $128
million in cash, $10 million in BBB-rated mortgage-backed  securities classified
as trading and options to acquire up to 49.9% of Class "O"  certificates  issued
in connection with mortgage-backed  security SASCO RM-1 2002. Since this was the
sale of a financial  asset,  results are shown in  continuing  operations in the
accompanying  Financial  Statements,  in accordance with  accounting  principles
generally accepted in the United States of America.  Included in the net gain on
sale of reverse  mortgages in 2002 are amounts for  transaction  costs and other
estimates of costs of future obligations,  including an estimated future payment
due to a  participant  in the value  received  for  certain of the sold  reverse
mortgages,  under a  pre-existing  agreement.  On December 31, 2003, the Company
entered into a settlement  agreement in which the Company  agreed to pay a final
settlement  of $2.5  million for all  amounts,  current and future,  due to that
participant  under the pre-existing  agreement.  This amount had been previously
reserved.  The remaining investment in reverse mortgages of $193,000 at December
31, 2003 represents a participation in reverse  mortgages with a third party and
was not part of the previously mentioned sale.

                                       13


     The  Corporation  accounted  for its  investment  in reverse  mortgages  in
accordance  with the  instructions  provided by the staff of the  Securities and
Exchange   Commission   (SEC)  entitled   "Accounting  for  Pools  of  Uninsured
Residential  Reverse Mortgage  Contracts" which requires grouping the individual
reverse  mortgages  into "pools" and  recognizing  income based on the estimated
effective yield of the pool. In computing the effective  yield,  the Corporation
projected  the  cash  inflows  and  outflows  of the  pool  including  actuarial
projections of the life expectancy of the individual contract holder and changes
in the  collateral  values  of the  residence.  At each  reporting  date,  a new
economic  forecast  was made of the cash  inflows  and  outflows of each pool of
reverse mortgages;  the effective yield of each pool was recomputed,  and income
was  adjusted  retroactively  and  prospectively  to reflect the revised rate of
return.  Accordingly,  because of this quasi-market-value based accounting,  the
recorded value of reverse  mortgage assets included  significant risk associated
with estimations,  and as a result,  along with the sale of reverse mortgages in
2002, income varied significantly from reporting period to reporting period. For
the year ended December 31, 2003, the Corporation  earned  ($24,000) in interest
income on  reverse  mortgages  as  compared  to $13.1  million in 2002 and $10.2
million in 2001.  The yield on the  portfolio  was (3.64%) in 2003,  compared to
49.73% in 2002 and 29.54% in 2001.  The  negative  yield in 2003 was a result of
the  quasi-market-value  based accounting on the  participation in the remaining
reverse mortgages that were not part of the previously mentioned sale.

     In  addition,  on January 1, 2002,  the  Corporation  adopted  Statement of
Financial Accounting Standards (SFAS) 142, Goodwill and Other Intangible Assets.
Statement 142 addresses financial accounting and reporting for acquired goodwill
and other intangible  assets and supersedes APB Opinion 17,  Intangible  Assets.
Under this  Standard,  goodwill can no longer be  amortized  but instead must be
tested for impairment and its value adjusted  accordingly.  Negative goodwill is
required to be taken into earnings  immediately  upon adoption.  The Corporation
had $1.2  million in  negative  goodwill  associated  with the 1994  purchase of
Providential  Home Income Plan, Inc. As a result of adopting this standard,  the
Corporation  recognized  income of  $703,000  in the first  quarter of 2002 as a
cumulative effect of a change in accounting principle, net of $469,000 in income
tax.

DISCONTINUED OPERATIONS

     In 2000, the  Corporation  approved plans to discontinue  the operations of
WCC. WCC,  which had 483 lease  contracts and 542 loan contracts at December 31,
2003, no longer accepts new  applications  but will continue to service existing
loans and leases until their maturity.  Management  estimates that substantially
all loan and lease contracts will mature by the end of 2004.

     In accordance with APB 30, which was the authoritative  literature in 2000,
accounting  for  discontinued  operations  of a  business  segment  at that time
required that the Company forecast  operating  results over the wind-down period
and accrue any expected net losses.  The historic  results of WCC's  operations,
the accrual of expected losses to be incurred over the wind-down period, and the
future  reported  results of WCC are  required  to be  treated  as  Discontinued
Operations of a Business  Segment,  and shown in a summary form  separately from
the  Company's  results of  continuing  operations  in  reported  results of the
Corporation.  Prior periods are restated,  as required by accounting  principles
generally accepted in the United States of America.

     As a result,  at December  31,  2000,  a $6.2  million  pretax  reserve was
established  to absorb  expected  future losses,  primarily  related to residual
value losses on leases.  Consequently,  the Corporation  recognized an after tax
charge of $2.2  million,  net of $4.0  million  in tax  benefits  related to net
operating loss carryforwards, for the expected loss over the projected wind-down
period.

     During 2002 and 2001,  because of the heavy  incenting of new car purchases
by manufacturers  and other factors,  both used car prices and WSFS' exposure to
residual values on its outstanding leases continued to deteriorate. As a result,
management  recorded  additional  pretax  provisions for residual losses of $2.0
million and $3.1 million in 2002 and 2001,  respectively.  Extensive analysis of
remaining  leases as of December 31, 2003 indicated that no additional  reserves
were  needed  for the  expected  losses in the  business  during  the  remaining
wind-down period.

     At December  31, 2003,  there were $3.0 million in indirect  loans and $6.6
million in indirect leases,  net, still outstanding.  At December 31, 2003, WSFS
had  exposure to $7.5  million in  remaining  used car  residuals,  for which it
estimates a loss of $1.3 million.  Management  has provided for this loss in the
Financial  Statements.  Due to the provision for this estimated  exposure in the
financial statements,  the loss on the wind-down of discontinued operations, net
of tax,  was  zero  in  2003.  Based  on the  scheduled  maturities  of  leases,
management  estimates  by  December  31,  2004  its  residual  exposure  will be
negligible.  At  December  31,  2002,  WSFS had  exposure  to $42.3  million  in
remaining used car residuals for which it estimated a loss of $8.9 million.

     Due to the uncertainty of a number of factors,  including  residual values,
interest rates, operating costs and credit quality, the reserve for discontinued
operations  will  be  reevaluated  quarterly  with  adjustments,  if  necessary,
recorded as income/losses on wind-down of discontinued operations.

                                       14


BUSINESSES HELD-FOR-SALE

     In September 2002, WSFS sold its United Asian Bank Division (UAB). The sale
resulted in an after tax gain of $737,000, and included $8.6 million in deposits
and $15.8  million in loans in  addition  to branch  fixed  assets and the lease
obligations.

     In November  2002, the  Corporation  completed the sale of C1FN and related
interests in its Everbank Division.  Everbank was started with C1FN in 1999 as a
joint initiative in Internet and branchless banking.  Consistent with the manner
in which the  segment  was  managed  and  operated,  information  in this report
labeled "C1FN"  generally  represents the pro forma combined results of C1FN and
WSFS' Everbank  Division (the  C1FN/Everbank  segment).  The sale included total
assets of $342.8 million and deposits of $340.1 million.  WSFS recorded an after
tax gain of $187,000 on the sale.

     Under a provision of the agreement between sellers and buyers, certain sale
consideration   was  withheld  in  two  separate  escrow  accounts  pending  the
resolution  of certain  events.  WSFS' portion of these escrow  amounts  totaled
approximately  $786,000.  These  amounts were not  recognized by WSFS in 2002 as
their  receipt was not assured  beyond a reasonable  doubt.  During  2003,  WSFS
received the entire amount held in escrow. As a result, the Company recorded the
$786,000   ($517,000   after  taxes)  as  a  gain  on  the  sale  of  businesses
held-for-sale.  Indemnifications  are  more  fully  discussed  in Note 16 to the
Financial Statements.

     Also in November 2002,  WSFS signed a definitive  agreement for the sale of
WSFS'  majority-owned  subsidiary,   Wilmington  Finance,  Inc.  This  sale  was
completed in January 2003.  In 2003,  WSFS  recognized an after-tax  gain on the
sale of $41.3  million or $5.01 per  diluted  share.  The sale  included  $148.2
million in assets,  of which $117.6  million  were  residential  mortgage  loans
held-for-sale.

     In accordance with SFAS No. 144,  Accounting for the Impairment or Disposal
of  Long-Lived  Assets,  the major classes of assets and  liabilities  of WF are
presented  separately on the statement of condition as of December 31, 2002. The
income (losses) from the operation of these three businesses (UAB, C1FN/Everbank
and WF) have been presented as income (losses) of businesses held-for-sale,  and
presented separately for all periods presented.

     The gains on the sale of UAB, C1FN and WF are  presented  separately on the
statement of operations, net of tax. The average balance sheet is presented with
total assets and liabilities of businesses held-for-sale displayed separately.

     The completion of these  divestiture  transactions  was consistent with the
Company's  strategic  direction  to focus  resources  and  capital on WSFS' core
community bank network in and around Delaware.

MARKET RISK

     Market risk is the risk of loss from adverse  changes in market  prices and
rates.  The  Company's  market risk arises  primarily  from  interest  rate risk
inherent  in its  lending,  investing  and  funding  activities.  To  that  end,
management  actively  monitors and manages its interest rate risk exposure.  One
measure   required  to  be  performed  by  the  Office  of  Thrift   Supervision
(OTS)-regulated  institutions  is the test specified by OTS Thrift  Bulletin No.
13A,  "Management of Interest Rate Risk,  Investment  Securities and Derivatives
Activities."  This test  measures  the impact on the net  portfolio  value of an
immediate change in interest rates in 100 basis point increments.  Net portfolio
value is  defined  as the net  present  value of the  estimated  cash flows from
assets and  liabilities as a percentage of the net present value of assets.  The
following table is the estimated  impact of immediate  changes in interest rates
on the  Company's net interest  margin and net portfolio  value at the specified
levels at  December  31, 2003 and 2002,  calculated  in  compliance  with Thrift
Bulletin No. 13A:



                                                     December 31,
                        --------------------------------------------------------------------
                                      2003                                2002
                        -------------------------------      -------------------------------
Change in Interest      % Change in                          % Change in
       Rate             Net Interest      Net Portfolio      Net Interest      Net Portfolio
  (Basis Points)         Margin (1)          Value (2)        Margin (1)          Value (2)
  --------------         ----------       -------------      ------------      -------------

                                                                     
       +300                  -7%              8.41%               9%               12.86%
       +200                  -4%              8.74%               6%               12.77%
       +100                  -2%              8.99%               3%               12.62%
          0                   0%              9.21%               0%               12.32%
       -100                  -2%              9.08%               -5%              11.60%
       -200 (3)              -9%              9.04%              -12%              10.67%
       -300 (3)             -21%              9.75%              -21%              10.79%


(1)  The percentage  difference between net interest margin in a stable interest
     rate  environment  and net interest  margin as projected  under the various
     rate environment changes.
(2)  The  net  portfolio  value  of  the  Company  in  a  stable  interest  rate
     environment and the net portfolio value as projected under the various rate
     environment changes.
(3)  Sensitivity  indicated by a decrease of 200 and 300 basis points may not be
     particularly   meaningful   at  December   31,  2003  and  2002  given  the
     historically low absolute level of interest rates at these dates.

                                       15


     The  Company's  primary  objective  in  managing  interest  rate risk is to
minimize the adverse  impact of changes in interest  rates on the  Company's net
interest  income and capital,  while  maximizing  the  yield/cost  spread on the
Company's  asset/liability  structure.  The  Company  relies  primarily  on  its
asset/liability structure to control interest rate risk.

     The Company also engages in other business activities that are sensitive to
changes in interest rates.  For example,  mortgage banking revenues and expenses
can fluctuate with changing interest rates.  These fluctuations are difficult to
model and estimate.

NONPERFORMING ASSETS

     Nonperforming  assets, which include nonaccruing loans,  nonperforming real
estate  investments  and assets  acquired  through  foreclosure,  can negatively
affect the Corporation's  results of operations.  Nonaccruing loans are those on
which the accrual of interest has ceased.  Loans are placed on nonaccrual status
immediately  if, in the opinion of management,  collection is doubtful,  or when
principal  or  interest  is  past  due 90 days or  more  and  the  value  of the
collateral is insufficient to cover principal and interest. Interest accrued but
not collected at the date a loan is placed on nonaccrual  status is reversed and
charged against interest income.  In addition,  the amortization of net deferred
loan fees is suspended  when a loan is placed on nonaccrual  status.  Subsequent
cash  receipts  are  applied  either to the  outstanding  principal  balance  or
recorded  as  interest  income,  depending  on  management's  assessment  of the
ultimate collectibility of principal and interest. Past due loans are defined as
loans  contractually  past  due 90  days or more  as to  principal  or  interest
payments but which remain in accrual  status  because they are  considered  well
secured and in the process of collection.

     The following table sets forth the Corporation's  non-performing assets and
past due loans at the dates indicated:



                                                                          December 31,
                                                      --------------------------------------------------
                                                       2003       2002       2001       2000       1999
                                                       ----       ----       ----       ----       ----
                                                                    (Dollars in Thousands)
                                                                                 
Nonaccruing loans:
     Commercial ...................................   $1,549     $2,242     $1,330     $2,766     $2,630
     Consumer .....................................      240        516        306        383        251
     Commercial mortgages .........................      941        326      1,928      2,272      1,808
     Residential mortgages ........................    2,513      3,246      3,618      2,704      2,617
     Construction .................................       --        199        351        210         --
                                                      ------     ------     ------     ------     ------
Total nonaccruing loans ...........................    5,243      6,529      7,533      8,335      7,306
Nonperforming investments in real estate...........       --         --         --         --         --
Assets acquired through foreclosure ...............      301        904        432        630        853
                                                      ------     ------     ------     ------     ------
Total nonperforming assets ........................   $5,544     $7,433     $7,965     $8,965     $8,159
                                                      ======     ======     ======     ======     ======

Past due loans:
     Residential mortgages ........................   $  915     $  346     $   88     $  449     $  333
     Commercial and commercial mortgages...........      129         95        767        790        504
     Consumer .....................................      148         88        244        199        197
                                                      ------     ------     ------     ------     ------
Total past due loans ..............................   $1,192     $  529     $1,099     $1,438     $1,034
                                                      ======     ======     ======     ======     ======

Ratio of nonaccruing loans to total
     loans (1).....................................     0.40%     0.60%       0.72%      0.87%      0.85%
Ratio of allowance for loan losses to gross
     loans(1)......................................     1.69%     1.95%       2.05%      2.22%      2.58%
Ratio of nonperforming assets to total assets......     0.25%     0.44%       0.42%      0.52%      0.47%
Ratio of loan loss allowance to nonaccruing
     loans (2).....................................   421.91%   324.49%     277.77%    248.81%    294.16%
Ratio of loan loss and foreclosed asset
     allowance to total nonperforming assets (2)...   399.01%   285.03%     265.48%    234.01%    266.52%


(1) Total loans exclude loans held-for-sale.
(2) The applicable allowance represents general valuation allowances only.

     Non-performing  assets  decreased  by $1.9  million for the 12 months ended
December  31,  2003.  The  decline  was a direct  result of $7.3  million of new
non-performing  assets being offset by $7.0 million of collections,  $945,000 of
loans  transferred  to  accrual  and $1.3  million  of  charge-offs/write-downs.
Non-accruing loans declined in all loan categories, except commercial mortgages,
which  increased  $615,000  due to the addition of various  commercial  mortgage
loans.  Foreclosed assets declined by $603,000 primarily as a result of the sale
of one commercial property with a carrying balance of $513,000.

                                       16


     An analysis of the change in the balance of nonperforming assets during the
last three years is presented below:



                                                                         Year Ended December 31,
                                                               -----------------------------------------
                                                                 2003             2002           2001
                                                                 ----             ----           ----
                                                                             (In Thousands)

                                                                                    
Beginning balance.......................................       $  7,433         $  7,965       $  8,965
      Additions.........................................          7,299            8,442          7,386
      Collections  .....................................         (6,992)          (4,854)        (5,596)
      Transfers to accrual/restructured status..........           (945)          (1,762)        (1,542)
      Charge-offs/write-downs...........................         (1,251)          (2,358)        (1,248)
                                                               --------        ---------       --------
 Ending balance.........................................       $  5,544         $  7,433       $  7,965
                                                               ========         ========-      ========


     The ratio of nonaccruing  loans to total loans decreased from 0.60% in 2002
to 0.40% in 2003. The decrease was due to a reduction in nonaccruing  loans,  as
well as an  increase  in total  loans for the year.  The ratio of  nonperforming
assets  to total  assets  decreased  from  0.44%  in 2002 to 0.25% in 2003.  The
decrease was due to the reduction in nonaccruing loans and a reduction in assets
acquired through foreclosure.

     Allowance for Loan Losses. The Corporation  maintains allowances for credit
losses and charges losses to these allowances when such losses are realized. The
determination of the allowance for loan losses requires  significant  management
judgment  reflecting  management's best estimate of probable loan losses related
to  specifically  identified  loans  as  well as  probable  loan  losses  in the
remaining  loan  portfolio.  Management's  evaluation is based upon a continuing
review of these portfolios,  with consideration given to examinations  performed
by regulatory authorities.

     Management   establishes   the  loan  loss  allowance  in  accordance  with
accounting principles generally accepted in the United States of America and the
guidance provided in the Securities and Exchange  Commission's  Staff Accounting
Bulletin 102 (SAB 102). Its methodology for assessing the appropriateness of the
allowance  consists of several key elements which include:  specific  allowances
for identified  problem loans;  formula allowances for commercial and commercial
real estate loans; and allowances for pooled homogenous loans.

     Specific  reserves  are  established  for  certain  loans  in  cases  where
management has identified  significant  conditions or circumstances related to a
specific credit that management  believes  indicate the probability  that a loss
has been incurred.

     The formula  allowances for commercial and commercial real estate loans are
calculated by applying loss factors to  outstanding  loans in each case based on
the internal risk grade of loans.  Changes in risk grades of both performing and
nonperforming loans affect the amount of the formula allowance.  Loss factors by
risk grade have a basis in WSFS'  historical  loss experience for such loans and
may be adjusted for significant factors that, in management's  judgment,  affect
the  collectability  of  the  portfolio  as of  the  evaluation  date.  See  the
discussion of historical loss adjustment factors below.

     Pooled  loans are loans that are usually  smaller,  not-individually-graded
and homogenous in nature,  such as consumer  installment  loans and  residential
mortgages.  Pooled loan loss  allowances are based on historical net charge-offs
for six years which management believes approximates the average business cycle.
The  average  loss  allowance  per  homogenous  pool is based on the  product of
average annual  historical loss rate and the average  estimated  duration of the
pool  multiplied  by the pool  balances.  These  separate  risk  pools  are then
assigned a reserve for losses based upon this  historical loss  information,  as
adjusted for historical  loss  adjustment  factors.  Historical  loss adjustment
factors are based upon  management's  evaluation of various current  conditions.
The  evaluation  of the  inherent  loss  with  respect  to  these  more  current
conditions  is subject to a higher  degree of  uncertainty  because they are not
identified  with  specific  credits.  The more current  conditions,  analyzed in
connection with the adjustment factors, include an evaluation of the following:

     o    General economic and business  conditions  affecting WSFS' key lending
          areas,
     o    Credit  quality  trends  (including  trends  in  nonperforming   loans
          expected to result from existing conditions),
     o    Recent loss experience in particular segments of the portfolio,
     o    Collateral values and loan-to-value ratios,
     o    Loan volumes and concentrations, including changes in mix,
     o    Seasoning of the loan portfolio,
     o    Specific industry conditions within portfolio segments,
     o    Bank regulatory examination results, and
     o    Other factors,  including  changes in quality of the loan origination,
          servicing and risk management processes.

                                       17


     WSFS' loan  officers and risk  managers  meet monthly to discuss and review
these  conditions  and  risks  associated  with  individual  problem  loans.  By
assessing  the probable  estimated  losses  inherent in the loan  portfolio on a
monthly basis, management is able to adjust specific and inherent loss estimates
based upon the  availability of more recent  information.  In addition,  various
regulatory  agencies,   as  an  integral  part  of  their  examination  process,
periodically  review the  Corporation's  allowance for such losses.  The Company
also gives consideration to the results of these regulatory agency examinations.

     The table below  represents a summary of changes in the  allowance for loan
losses during the periods indicated:


                                                                              Year Ended December 31,
                                                               --------------------------------------------------------
                                                                 2003       2002       2001       2000        1999
                                                                 ----       ----       ----       ----        ----
                                                                                        (Dollars in Thousands)

                                                                                           
Beginning balance ..........................................   $ 21,452   $ 21,597    $ 21,423   $ 22,223   $ 22,732
Provision for loan losses ..................................      2,550      2,243       1,865        864      1,004
Provision for loan losses - business held-for-sale..........         --        211         347         30         --
Sale of businesses held-for-sale ...........................         --       (269)         --         --         --
Balance at acquisition of credit card portfolio ............         --         --          --        175         --

Charge-offs:
    Residential real estate ................................        329        725         106        133        172
    Commercial real estate (1) .............................         --        333         195        376        692
    Commercial .............................................        827        895       1,000        998        437
    Consumer ...............................................        860      1,551       1,031      1,002        720
                                                               --------   --------    --------   --------   --------
Total charge-offs ..........................................      2,016      3,504       2,332      2,509      2,021
                                                               --------   --------    --------   --------   --------

Recoveries:
    Residential real estate ................................         --         76           1          6         --
    Commercial real estate (1) .............................        202        181          61        252        271
    Commercial .............................................         79        483         100         70        116
    Consumer ...............................................        119        434         132        312        121
                                                               --------   --------    --------   --------   --------
Total recoveries ...........................................        400      1,174         294        640        508
                                                               --------   --------    --------   --------   --------

Net charge-offs ............................................      1,616      2,330       2,038      1,869      1,513
                                                               --------   --------    --------   --------   --------
Ending balance .............................................   $ 22,386   $ 21,452    $ 21,597   $ 21,423   $ 22,223
                                                               ========   ========    ========   ========   ========

Net charge-offs to average gross loans outstanding,
    net of unearned income..................................       0.13%      0.22%       0.20%      0.20%      0.19%
                                                               ========   ========    ========   ========   ========


(1)  Includes commercial mortgage and construction loans.

                                       18


     For the year ended December 31, 2003, the Corporation provided $2.6 million
for loan losses,  which was greater than the amounts  provided in 2002 and 2001.
This increase  reflects,  among other things,  the Company's strong loan growth,
particularly in commercial loans,  partially offset by an overall improvement in
credit quality of the Corporation's loan portfolio.

     The  allowance  for losses is allocated by major  portfolio  type. As these
portfolios  have  seasoned,  they  have  become a source of  historical  data in
projecting  loss exposure;  however,  such  allocations may not be indicative of
where future losses will occur.  The allocation of the allowance for loan losses
by  portfolio  type at the end of each of the last five  fiscal  years,  and the
percentage of loan outstandings in each category to total gross  outstandings at
such dates follow:


                                                                             December 31,
                          ---------------------------------------------------------------------------------------------
                                            2003            2002                2001            2000            1999
                                            ----            ----                ----            ----            ----
                           Amount   Percent   Amount   Percent  Amount(1)  Percent   Amount   Percent   Amount   Percent
                           ------   -------   ------   -------  ---------  -------   ------   -------   ------   -------
                                                                             (Dollars in Thousands)

                                                                                 
Residential real estate   $ 2,736    34.6%   $ 3,620    38.2%   $ 4,039     38.2%   $ 1,754    43.2%   $ 1,389    42.7%
Commercial real estate      8,338    29.3      7,208    26.2      6,927     24.3      3,187    22.9      8,240    25.9
Commercial ............     8,368    22.0      7,375    19.1      6,963     18.7     13,985    15.7      9,983    13.4
Consumer ..............     2,944    14.1      3,249    16.5      3,668     18.8      2,497    18.2      2,611    18.0
                          -------   -----    -------   -----    -------    -----    -------   -----    -------   -----
Total .................   $22,386   100.0%   $21,452   100.0%   $21,597    100.0%   $21,423   100.0%   $22,223   100.0%
                          =======   =====    =======   =====    =======    =====    =======   =====    =======   =====

(1)  The  implementation  of SAB 102 in 2001 led to a change  in the  allocation
     methodologies for anticipated loan losses.

LIQUIDITY

     In accordance with Thrift Bulletin 77, the OTS requires  institutions  such
as WSFS to maintain adequate liquidity to assure safe and sound operation. WSFS'
liquidity ratio of cash and qualified  assets to net  withdrawable  deposits and
borrowings due within one year was 6.1% at December 31, 2003,  compared to 13.3%
at December 31, 2002.  The December 31, 2002 liquidity was unusually high due to
the sale of the reverse  mortgage  portfolio,  from which cash proceeds  totaled
$128  million.  The decrease in liquidity is due  primarily to the  extension of
maturities  in the  investment  securities  portfolio  and the  increase in FHLB
borrowings  maturing in less than one year. The  Corporation's  primary  funding
sources are operating  earnings,  deposits,  repayments of loans and  investment
securities,  sales of loans  and  other  borrowings.  The  Corporation  also has
substantial  unused  borrowing  capacity at the FHLB of Pittsburgh and unpledged
securities  that could be used as collateral for  repurchase  agreements or that
could be sold. Management believes that these sources are sufficient to maintain
the required  and prudent  levels of  liquidity.  At December 31, 2003 and 2002,
WSFS had  outstanding  advances  from  the FHLB of  $843.3  million  and  $403.5
million,  respectively. At December 31, 2003, WSFS had the capacity to borrow up
to $957 million.

     During  2003,  operating  activities  used  $28.3  million in cash and cash
equivalents,   investing   activities  used  $597.6  million,   while  financing
activities provided $522.1 million.  The cash from financing activities resulted
primarily from additional FHLB  borrowings and repurchase  agreements.  The cash
used  in  investing   activities   went   primarily  to  increased   volumes  of
mortgage-backed securities and loans.

     During 2002,  investing  activities provided $41.9 million in cash and cash
equivalents,  while  operating and financing  activities  used $46.9 million and
$7.2 million,  respectively.  The cash provided by investing activities resulted
primarily  from the sales of  businesses  held-for-sale,  as well as the sale of
loans, investment securities,  mortgage-backed securities and reverse mortgages.
This cash was used  primarily to repay  borrowings  and invest in investment and
mortgage-backed securities.

     The  Corporation has not used and has no intention of using any significant
off-balance-sheet  financing arrangement for liquidity management purposes.  The
Corporation's  financial instruments with  off-balance-sheet risk are limited to
obligations to fund loans to customers  pursuant to existing  commitments and an
interest  rate cap which  limits the  interest  rate  exposure on $50 million of
trust-preferred  floating  rate debt.  In addition,  WSFS has not had and has no
intention  to  have  any   significant   transactions,   arrangements  or  other
relationships  with any  unconsolidated,  limited  purpose  entities  that could
materially  affect its  liquidity or capital  resources.  Finally,  WSFS has not
traded in, and does not intend to trade in commodity contracts.

     In January 2004,  the  Corporation  purchased  $50 million (cash  surrender
value) of Bank-Owned  Life  Insurance  (BOLI) which insures the lives of certain
senior  Associates of the Company,  for the Company and provides tax-free income
to the Company over the life of the insurance contract.  The Corporation intends
to use the  proceeds to help defray the rapidly  increasing  costs of  Associate
benefits.  The Corporation  paid a single premium of $50 million to purchase the
BOLI  through  the  liquidation  of  mortgage-backed  securities.  Proceeds  are
returned to the Corporation as life insurance  death  benefits,  but substantial
amounts may not be returned  for  periods of 20 years or more  depending  on the
mortality of the insured Associates. The Corporation may terminate the insurance
contracts  early, but that event would result in payments of taxes and penalties
on accumulated earnings.

                                       19


CAPITAL RESOURCES

     Federal  laws,  among other  things,  require the OTS to mandate  uniformly
applicable  capital  standards  for all savings  institutions.  These  standards
currently  require  institutions  such as WSFS to maintain a "tangible"  capital
ratio equal to 1.5% of adjusted  total assets,  "core" (or  "leverage")  capital
equal  to 4.0% of  adjusted  total  assets,  "Tier 1"  capital  equal to 4.0% of
"risk-weighted" assets and total "risk-based" capital (a combination of core and
"supplementary" capital) equal to 8.0% of "risk-weighted" assets.

     The Federal Deposit Insurance Corporation Improvement Act (FDICIA), as well
as  other  requirements,   established  five  capital  tiers:  well-capitalized,
adequately capitalized,  under capitalized,  significantly under capitalized and
critically under capitalized.  A depository  institution's  capital tier depends
upon its capital levels in relation to various relevant capital measures,  which
include  leverage and  risk-based  capital  measures and certain other  factors.
Depository  institutions that are not classified as well-capitalized are subject
to various restrictions regarding capital  distributions,  payment of management
fees, acceptance of brokered deposits and other operating activities.

     At December 31, 2003,  WSFS is  classified  as  well-capitalized  and is in
compliance with all regulatory capital requirements.  For additional information
concerning  WSFS'  regulatory  capital  compliance  see Note 12 to the Financial
Statements.

     As part of its capital  management  strategy,  the Corporation from time to
time purchases its own shares of common stock to be included as treasury shares.
Since  1996,  the Board of  Directors  has  approved  several  stock  repurchase
programs to acquire common stock  outstanding.  As part of these  programs,  the
Corporation acquired approximately 1.6 million shares in 2003 and 490,000 shares
in 2002. At December 31, 2003,  the  Corporation  held 7.8 million shares of its
common  stock  as  treasury   shares.   The  Corporation   intends  to  continue
repurchasing  shares in 2004 in amounts depending on stock price and alternative
uses of capital.

OFF BALANCE SHEET ARRANGEMENTS

     The Corporation has no off balance sheet  arrangements that currently have,
or are reasonably  likely to have a material future effect on the  Corporation's
financial  condition,  changes in  financial  condition,  revenues or  expenses,
results of operations, liquidity, capital expenditures or capital resources. See
Note 16 to the Financial Statements for additional information.

CONTRACTUAL OBLIGATIONS

     At December 31, 2003, the Corporation had contractual  obligations relating
to operating  leases,  long-term debt,  data processing and credit  obligations.
These obligations are summarized below. See Notes 9, 11, and 16 to the Financial
Statements for further discussion.



                                            Less than                             More than
                                Total        1 year     1-3 Years    3-5 Years    5 Years
                              ----------   ----------   ----------   ----------   ----------
                                                            (Amounts in Thousands)
                                                                 
Operating lease obligations   $   11,451   $    1,873   $    3,176   $    1,937   $    4,465
Long-term debt obligations       843,296      475,000      180,000       50,000      138,296
Data processing contracts .       16,093        3,340        5,572        4,372        2,809
Credit obligations ........      271,604      271,604           --           --           --
                              ----------   ----------   ----------   ----------   ----------
Total .....................   $1,142,444   $  751,817   $  188,748   $   56,309   $  145,570
                              ==========   ==========   ==========   ==========   ==========



IMPACT OF INFLATION AND CHANGING PRICES

     The Corporation's  Consolidated  Financial Statements have been prepared in
accordance with accounting principles generally accepted in the United States of
America,  which  require the  measurement  of financial  position and  operating
results in terms of historical  dollars without  consideration of the changes in
the relative purchasing power of money over time due to inflation. The impact of
inflation is reflected in the increased costs of the  Corporation's  operations.
Unlike most industrial  companies,  nearly all the assets and liabilities of the
Corporation are monetary.  As a result,  interest rates have a greater impact on
the  Corporation's  performance  than  do  the  effects  of  general  levels  of
inflation.  Interest rates do not necessarily  move in the same direction or the
same extent as the price of goods and services.

RECENT LEGISLATION

     On July 30, 2002,  President Bush signed into law the Sarbanes-Oxley Act of
2002 (the "Act"). The SEC promulgated  certain  regulations  pursuant to the Act
and will continue to propose additional  implementing or clarifying  regulations
as necessary in furtherance of the Act.

     The passage of the Act and the regulations implemented by the SEC subjected
publicly-traded   companies  to  additional  and  more  comprehensive  reporting
regulations and disclosure. These new regulations, which are intended to curtail
corporate fraud, require the chief executive officer and chief financial officer
of  the  Company  to  personally  certify  certain  SEC  filings  and  Financial
Statements  and to  certify  as to the  existence  of  disclosure  controls  and
procedures  within the Company are designed to ensure that information  required
to be disclosed by the Company in its SEC filings is processed,  summarized  and
reported accurately.

                                       20


     The Act and  regulations  promulgated  thereunder  by the SEC  also  impose
additional measures to be taken by the Company's officers, directors and outside
auditors and impose accelerated reporting requirements by officers and directors
of the Company in connection  with certain  changes in their equity  holdings of
the Company.  Implementation  of and compliance  with the Act and  corresponding
regulations will likely increase the Company's operating expenses.

CRITICAL ACCOUNTING POLICIES

     The  discussion  and  analysis of the  financial  condition  and results of
operations  are  based  on the  Consolidated  Financial  Statements,  which  are
prepared in conformity  with  accounting  principles  generally  accepted in the
United States of America. The preparation of these Financial Statements requires
management to make estimates and assumptions  affecting the reported  amounts of
assets, liabilities,  revenue and expenses. Management evaluates these estimates
and  assumptions on an ongoing basis,  including  those related to the allowance
for loan losses,  investment in reverse mortgages,  the reserve for discontinued
operations,  contingencies  (including  indemnifications),  and deferred  taxes.
Management  bases its  estimates  on  historical  experience  and various  other
factors  and  assumptions   that  are  believed  to  be  reasonable   under  the
circumstances.  These form the bases for making  judgments on the carrying value
of assets and  liabilities  that are not readily  apparent  from other  sources.
Actual results may differ from these estimates  under  different  assumptions or
conditions.

     The   following  are  critical   accounting   policies  that  involve  more
significant judgments and estimates:

     Allowance for Loan Losses

     The Corporation  maintains  allowances for credit losses and charges losses
to these allowances when realized.  The  determination of the allowance for loan
losses requires  significant  judgment reflecting  management's best estimate of
probable loan losses related to specifically  identified loans, as well as those
in the  remaining  loan  portfolio.  Management's  evaluation  is  based  upon a
continuing review of these portfolios,  with consideration  given to evaluations
resulting from examinations performed by regulatory authorities.

     Investment in Reverse Mortgages

     The  Corporation  accounts  for its  investment  in  reverse  mortgages  in
accordance  with the  instructions  provided  by the  staff of the SEC  entitled
"Accounting for Pools of Uninsured Residential Reverse Mortgage Contracts" which
requires grouping the individual  reverse mortgages into "pools" and recognizing
income based on the  estimated  effective  yield of the pool.  In computing  the
effective  yield,  the Corporation must project the cash inflows and outflows of
the  pool,  including  actuarial  projections  of  the  life  expectancy  of the
individual contract holder and changes in the collateral value of the residence.
At each reporting date, a new economic  forecast is made of the cash inflows and
outflows of each pool of reverse mortgages;  the effective yield of each pool is
recomputed,  and income is adjusted  retroactively  and prospectively to reflect
the  revised  rate of return.  Accordingly,  because of this  quasi-market-value
based  accounting,  the  recorded  value  of  reverse  mortgage  assets  include
significant  risk  associated with  estimations and income  recognition can vary
significantly from reporting period to reporting period.

     Reserve for Discontinued Operations

     The Corporation  discontinued  the operations of WCC in 2000. In accordance
with APB 30, which was the  authoritative  literature  in 2000,  accounting  for
discontinued operations of a business segment required that the Company forecast
operating  results over the wind-down period and accrue any expected net losses.
As a result, the Corporation has established a reserve to absorb expected future
net losses of WCC.  Due to the  uncertainty  of a number of  factors,  including
residual  values,  interest  rates,  credit  quality and operating  costs,  this
reserve is re-evaluated  quarterly with adjustments,  if necessary,  recorded as
income/losses on wind-down of discontinued operations.

     Contingencies (Including Indemnifications)

     In  the  ordinary  course  of  business,  the  Corporation,  Bank  and  its
subsidiaries  are subject to legal  actions  which  involve  claims for monetary
relief.  Based upon information  presently  available to the Corporation and its
counsel,  it  is  the  Corporation's   opinion  that  any  legal  and  financial
responsibility  arising from such claims will not have a material adverse effect
on the Corporation's results of operations.

     The Bank, as successor to originators of reverse mortgages, is from time to
time involved in arbitration or litigation  with the various  parties  including
borrowers  or with the  heirs of  borrowers.  Because  reverse  mortgages  are a
relatively new and uncommon  product,  there can be no assurances  regarding how
the  courts  or  arbitrators   may  apply  existing  legal   principles  to  the
interpretation and enforcement of the terms and conditions of the Bank's reverse
mortgage obligations.

     Deferred Taxes

     The  Corporation  accounts  for income taxes in  accordance  with SFAS 109,
which  requires the recording of deferred  income taxes that reflect the net tax
effects of  temporary  differences  between the  carrying  amounts of assets and
liabilities for financial reporting purposes and the amounts used for income tax
purposes. Management has assessed the Company's valuation allowances on deferred
income taxes resulting from, among other things, limitations imposed by Internal
Revenue  Code  and  uncertainties,   including  the  timing  of  settlement  and
realization of these differences.

                                       21


RECENT ACCOUNTING PRONOUNCEMENTS

     In January 2003, the FASB issued  Interpretation  No. 46,  Consolidation of
Variable  Interest  Entities and subsequently  revised it in December 2003. This
Interpretation  clarifies the application of Accounting Research Bulletin No. 51
and applies  immediately to any variable interest entities created after January
31, 2003 and to variable interest entities which interest is obtained after that
date.  The  application  of this  Interpretation  did not have an  impact on the
Corporation's earnings, financial condition, or equity.

     In April 2003,  the FASB issued  Statement No. 149,  Amendment of Statement
133 on Derivative  Instruments in Hedging Activities.  This Statement amends and
clarifies  financial  accounting  and  reporting  for  derivative   instruments,
including   certain   derivative   instruments   embedded  in  other   contracts
(collectively  referred to as derivatives) and for hedging activities under FASB
Statement No. 133, Accounting for Derivative Instruments and Hedging Activities.
With some exceptions,  this Statement is effective for contracts entered into or
modified  after  September 30, 2003. The adoption of this Statement did not have
an impact on the Corporation's earnings, financial condition, or equity.

     In May 2003,  the FASB issued  Statement  No. 150,  Accounting  for Certain
Financial  Instruments with Characteristics of both Liabilities and Equity. This
Statement  establishes  standards  for how an  issuer  classifies  and  measures
certain  financial  instruments  with  characteristics  of both  liabilities and
equity.  It  requires  that an issuer  classify a financial  instrument  that is
within  its  scope as a  liability  (or an asset  in some  circumstances).  This
Statement is effective for financial  instruments entered into or modified after
May 31, 2003,  and  otherwise is effective at the beginning of the first interim
period  beginning  after  June  15,  2003,  except  for  mandatorily  redeemable
financial instruments of nonpublic entities.  The adoption of this Statement did
not have an  impact  on the  Corporation's  earnings,  financial  condition,  or
equity.

FORWARD-LOOKING STATEMENTS

     Within this annual report and financial statements, management has included
certain  "forward-looking  statements"  concerning the future  operations of the
Corporation.  It is  management's  desire to take advantage of the "safe harbor"
provisions  of the  Private  Securities  Litigation  Reform  Act of  1995.  This
statement  is for  the  express  purpose  of  availing  the  Corporation  of the
protections of such safe harbor with respect to all "forward-looking statements"
contained in its  financial  statements.  Management  has used  "forward-looking
statements" to describe the future plans and strategies  including  expectations
of the Corporation's  future financial results.  Management's ability to predict
results or the effect of future  plans and  strategy  is  inherently  uncertain.
Factors that could affect results include interest rate trends, competition, the
general economic climate in Delaware,  mid-Atlantic  region and the country as a
whole, loan delinquency  rates,  operating risk, and uncertainty of estimates in
general, and changes in federal and state regulation, among other factors. These
factors should be considered in evaluating the "forward-looking statements," and
undue  reliance  should not be placed on such  statements.  Actual  results  may
differ materially from management expectations.  WSFS Financial Corporation does
not undertake and specifically  disclaims any obligation to publicly release the
result of any revisions  that may be made to any  forward-looking  statements to
reflect the occurrence of anticipated or  unanticipated  events or circumstances
after the date of such  statements.

                                       22


MARKET FOR  REGISTRANT'S  COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

     WSFS  Financial  Corporation's  Common  Stock is traded on The Nasdaq Stock
MarketSM under the symbol WSFS. At December 31, 2003, the  Corporation had 1,574
registered  common  stockholders  of record.  The following table sets forth the
range of high and low sales prices for the Common Stock for each full  quarterly
period  within  the two  most  recent  fiscal  years  as  well as the  quarterly
dividends paid.

     The  closing  market  price of the common  stock at  December  31, 2003 was
$44.85.


                             Stock Price Range
                          -----------------------
                           Low              High            Dividends
                           ---              ----            ---------

2003         4th          $41.61           $46.98           $ 0.05
             3rd           38.00            45.41             0.05
             2nd           31.25            39.19             0.05
             1st           30.85            33.40             0.05
                                                            ------
                                                            $ 0.20
                                                            ======

2002         4th          $26.05           $34.12           $ 0.05
             3rd           20.65            32.00             0.05
             2nd           18.10            25.19             0.05
             1st           16.95            18.90             0.04
                                                            ------
                                                            $ 0.19
                                                            ======


                                       23


INDEPENDENT AUDITORS' REPORT

To the Board of Directors and Stockholders of WSFS Financial Corporation

     We have  audited the  accompanying  consolidated  statement of condition of
WSFS Financial Corporation and subsidiaries (the Corporation) as of December 31,
2003 and 2002, and the related consolidated statements of operations, changes in
stockholders'  equity,  and cash  flows for each of the years in the  three-year
period ended December 31, 2003. These consolidated  financial statements are the
responsibility of the Corporation's management. Our responsibility is to express
an opinion on these consolidated financial statements based on our audits.

     We conducted our audits in accordance  with  auditing  standards  generally
accepted in the United States of America.  Those standards  require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

     In our opinion,  the consolidated  financial  statements  referred to above
present  fairly,  in all  material  respects,  the  financial  position  of WSFS
Financial Corporation and subsidiaries as of December 31, 2003 and 2002, and the
results  of their  operations  and their cash flows for each of the years in the
three-year  period  ended  December  31,  2003  in  conformity  with  accounting
principles generally accepted in the United States of America.

     As discussed in Note 6 to the  Financial  Statements,  the Company  adopted
Statement 142, "Goodwill and Other Intangible Assets," in 2002.





/s/ KPMG LLP

February 27, 2004
Philadelphia, Pennsylvania




                                       24




MANAGEMENT'S STATEMENT ON FINANCIAL REPORTING




To Our Stockholders:

     The  management  of  WSFS  Financial   Corporation  (the   Corporation)  is
responsible for  establishing  and maintaining  effective  internal control over
financial reporting presented in conformity with accounting principles generally
accepted  in  the  United  States  of  America,   including  controls  over  the
safeguarding of assets.  This internal control contains  monitoring  mechanisms,
and actions are taken to correct deficiencies identified.

     There are inherent  limitations  in any  internal  control,  including  the
possibility  of human error and the  circumvention  or  overriding  of controls.
Accordingly,  even  effective  internal  control  can  provide  only  reasonable
assurance with respect to financial statement preparation.  Further,  because of
changes in conditions, the effectiveness of internal control may vary over time.

     Management  assessed the  Corporation's  internal  control  over  financial
reporting presented in conformity with accounting  principles generally accepted
in the United States of America,  including  controls over the  safeguarding  of
assets,  as of December  31,  2003.  This  assessment  was based on criteria for
effective  internal  control over financial  reporting  established in "Internal
Control-Integrated   Framework"   issued   by  the   Committee   of   Sponsoring
Organizations of the Treadway Commission.  Based on this assessment,  management
believes, as of December 31, 2003 the Corporation  maintained effective internal
control over  financial  reporting,  presented  in  conformity  with  accounting
principles  generally  accepted  in the  United  States  of  America,  including
controls over the safeguarding of assets.

     Management is also  responsible  for  compliance  with the federal laws and
regulations concerning dividend restrictions and loans to insiders designated by
the Office of Thrift Supervision as safety and soundness laws and regulations.

     The  Corporation  assessed  its  compliance  with the  designated  laws and
regulations  relating  to  safety  and  soundness.  Based  on  this  assessment,
management  believes that the Corporation  complied,  in all material  respects,
with the designated laws and regulations related to safety and soundness for the
year ended December 31, 2003.



/s/ Marvin N. Schoenhals                           /s/ Mark A. Turner
Marvin N. Schoenhals                               Mark A. Turner
Chairman and President                             Chief Operating Officer
                                                   and Chief Financial Officer




                                       25


CONSOLIDATED STATEMENT OF OPERATIONS



                                                                                          Year Ended December 31,
                                                                              ----------------------------------------------
                                                                                 2003              2002              2001
                                                                              ----------        ----------        ----------
                                                                              (Dollars in Thousands, Except Per Share Data)

                                                                                                       
Interest income:
Interest and fees on loans ................................................   $  72,001         $  72,018         $  77,526
Interest on mortgage-backed securities ....................................      14,874             7,608             9,956
Interest and dividends on investment securities ...........................       1,503               890             1,191
Interest on investments in reverse mortgages ..............................         (24)           13,092            10,155
Other interest income .....................................................         945             1,095             2,510
                                                                              ---------         ---------         ---------
                                                                                 89,299            94,703           101,338
                                                                              ---------         ---------         ---------
Interest expense:
Interest on deposits ......................................................       8,189            12,040            25,554
Interest on Federal Home Loan Bank advances ...............................      19,918            18,166            15,923
Interest on federal funds purchased and securities sold under
  agreements to repurchase ................................................         927               542             1,572
Interest on trust preferred borrowings ....................................       1,963             2,599             3,365
Interest on other borrowings ..............................................         304                87               183
                                                                              ---------         ---------         ---------
                                                                                 31,301            33,434            46,597
                                                                              ---------         ---------         ---------
Net interest income .......................................................      57,998            61,269            54,741
Provision for loan losses .................................................       2,550             2,243             1,865
                                                                              ---------         ---------         ---------
Net interest income after provision for loan losses .......................      55,448            59,026            52,876
                                                                              ---------         ---------         ---------

Noninterest income:
Loan servicing fee income .................................................       2,850             3,025             3,149
Deposit service charges ...................................................       9,119             8,568             8,626
Credit/debit card and ATM income ..........................................       9,749             8,489             6,754
Securities gains ..........................................................         515                23                 4
Gain on sale of reverse mortgages .........................................          --           101,518                --
Gain on sale of loans .....................................................       1,517               443               420
Other income ..............................................................       2,416             1,994             2,172
                                                                              ---------         ---------         ---------
                                                                                 26,166           124,060            21,125
                                                                              ---------         ---------         ---------
Noninterest expenses:
Salaries, benefits and other compensation .................................      26,544            25,653            22,987
Equipment expense .........................................................       3,777             4,185             3,594
Data processing and operations expense ....................................       2,812             3,815             3,648
Occupancy expense .........................................................       4,040             3,794             4,307
Marketing expense .........................................................       1,602             1,427             1,391
Professional fees .........................................................       2,673             3,621             1,901
Other operating expenses ..................................................       7,969             9,122             9,861
                                                                              ---------         ---------         ---------
                                                                                 49,417            51,617            47,689
                                                                              ---------         ---------         ---------
Income from continuing operations before taxes and cumulative effect of
  change in accounting principle ..........................................      32,197           131,469            26,312
Income tax provision ......................................................      10,964            44,154             8,550
                                                                              ---------         ---------         ---------
Income from continuing operations before cumulative effect of change in
  accounting principle ....................................................      21,233            87,315            17,762
Cumulative effect of change in accounting principle, net of taxes .........          --               703                --
                                                                              ---------         ---------         ---------
Income from continuing operations .........................................      21,233            88,018            17,762
Loss on wind-down of discontinued operations, net of taxes ................          --            (2,766)           (2,026)
Income on discontinued operations of businesses held-for-sale, net of taxes          --            14,965             1,347
Gain on sale of businesses held-for-sale, net of taxes ....................      41,789               924                --
                                                                              ---------         ---------         ---------
Net income ................................................................   $  63,022         $ 101,141         $  17,083
                                                                              =========         =========         =========


                                       26


CONSOLIDATED STATEMENT OF OPERATIONS (continued)



                                                                                             Year Ended December 31,
                                                                                 ----------------------------------------------
                                                                                     2003            2002              2001
                                                                                  ----------      ----------        ----------
                                                                                 (Dollars in Thousands, Except Per Share Data)
                                                                                                            
Earnings per share:
  Basic:
     Income from continuing operations before cumulative effect of change in
        accounting principle ...............................................     $ 2.73             $ 9.61             $ 1.85
     Cumulative effect of change in accounting principle,  net of taxes ....         --               0.08                 --
                                                                                 ------             ------             ------
     Income from continuing operations .....................................       2.73               9.69               1.85
     Loss on wind-down of discontinued operations, net of taxes ............         --              (0.30)             (0.21)
     Income on businesses held-for-sale ....................................         --               1.64               0.14
     Gain on sale of businesses held-for-sale ..............................       5.38               0.10                 --
                                                                                 ------             ------             ------
         Net income ........................................................     $ 8.11             $11.13             $ 1.78
                                                                                 ======             ======             ======

  Diluted:
     Income from continuing operations before cumulative effect of change in
       accounting principle ................................................     $ 2.58             $ 9.27             $ 1.84
     Cumulative effect of change in accounting principle,  net of taxes ....         --               0.07                 --
                                                                                 ------             ------             ------
     Income from continuing operations .....................................       2.58               9.34               1.84
     Loss on wind-down of discontinued operations, net of taxes ............         --              (0.30)             (0.21)
     Income on businesses held-for-sale ....................................         --               1.59               0.14
     Gain on sale of businesses held-for-sale ..............................       5.07               0.10                 --
                                                                                 ------             ------             ------
         Net income ........................................................     $ 7.65             $10.73             $ 1.77
                                                                                 ======             ======             ======




The accompanying notes are an integral part of these Financial Statements.



                                       27


CONSOLIDATED STATEMENT OF CONDITION



                                                                                                  December 31,
                                                                                          ----------------------------
                                                                                              2003            2002
                                                                                          ------------    ------------
                                                                                                (In Thousands)
                                                                                               
Assets

Cash and due from banks .............................................................   $   160,420    $   162,258
Federal funds sold and securities purchased under agreements to resell ..............            --         64,045
Interest-bearing deposits in other banks ............................................         1,095          7,476
Investment securities held-to-maturity (market value: 2003-$11,231, 2002-$11,797) ...        10,410         10,724
Investment securities available-for-sale ............................................       105,885         11,053
Mortgage-backed securities held-to-maturity (market value: 2003-$1,816, 2002-$40,481)         1,814         39,157
Mortgage-backed securities available-for-sale .......................................       517,211         98,081
Mortgage-backed securities trading ..................................................        11,527         11,000
Investment in reverse mortgages, net ................................................           193          1,131
Loans held-for-sale .................................................................         1,458          3,516
Loans, net of allowance for loan losses of $22,386 at December 31, 2003 and
  $21,452 at December 31, 2002 ......................................................     1,303,419      1,075,870
Loans of businesses held-for-sale ...................................................            --        117,646
Stock in Federal Home Loan Bank of Pittsburgh, at cost ..............................        43,676         21,979
Assets acquired through foreclosure .................................................           301            904
Premises and equipment ..............................................................        13,345         13,838
Accrued interest receivable and other assets ........................................        26,849         15,116
Other assets of businesses held-for-sale ............................................            --          3,810
Loans, operating leases and other assets of discontinued operations .................         9,474         47,396
                                                                                        -----------    -----------
Total assets ........................................................................   $ 2,207,077    $ 1,705,000
                                                                                        ===========    ===========

Liabilities and Stockholders' Equity

Liabilities:

Deposits:
  Noninterest-bearing demand ........................................................   $   215,819    $   182,957
  Money market and interest-bearing demand ..........................................       118,151        109,259
  Savings ...........................................................................       316,976        292,917
  Time ..............................................................................       192,037        236,793
  Jumbo certificates of deposit - retail ............................................        40,076         50,146
                                                                                        -----------    -----------
       Total retail deposits ........................................................       883,059        872,072
  Jumbo certificates of deposit - nonretail .........................................        40,274         26,324
                                                                                        -----------    -----------
        Total deposits ..............................................................       923,333        898,396

Federal funds purchased and securities sold under agreements to repurchase ..........       148,381         25,925
Federal Home Loan Bank advances .....................................................       843,296        403,500
Trust preferred borrowings ..........................................................        50,000         50,000
Other borrowed funds ................................................................        39,381         36,581
Accrued expenses and other liabilities ..............................................        14,694         37,219
Other liabilities of businesses held-for-sale .......................................            --         57,862
                                                                                        -----------    -----------
Total liabilities ...................................................................     2,019,085      1,509,483
                                                                                        -----------    -----------

Commitments and contingencies (see Note 16)

Minority Interest ...................................................................            --         12,845

Stockholders' Equity:

Serial preferred stock $.01 par value, 7,500,000 shares authorized;
  none issued and outstanding .......................................................            --             --
Common stock $.01 par value, 20,000,000 shares authorized; issued 15,080,162
  at December 31, 2003 and 14,859,721 at December 31, 2002 ..........................           151            149
Capital in excess of par value ......................................................        64,738         59,789
Accumulated other comprehensive (loss) income .......................................        (1,748)           904
Retained earnings ...................................................................       268,797        207,358
Treasury stock at cost, 7,758,869 shares at December 31, 2003 and 6,162,269
  shares at December 31, 2002 .......................................................      (143,946)       (85,528)
                                                                                        -----------    -----------
Total stockholders' equity ..........................................................       187,992        182,672
                                                                                        -----------    -----------
Total liabilities, minority interest and stockholders' equity .......................   $ 2,207,077    $ 1,705,000
                                                                                        ===========    ===========


The accompanying notes are an integral part of these Financial Statements.

                                       28


CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY



                                                                          Accumulated
                                                             Capital         Other                                   Total
                                                 Common     in Excess    Comprehensive    Retained    Treasury    Stockholders'
                                                 Stock     of Par Value  (Loss) Income    Earnings     Stock         Equity
(In Thousands)

                                                                                               
Balance, January 1, 2001 ....................   $   148     $   58,985    $     197      $  92,409    $ (54,593)   $   97,146
Comprehensive income:
   Net income ...............................        --             --           --         17,083           --        17,083
   Other comprehensive income (1) ...........        --             --        2,949             --           --         2,949
                                                                                                                   ----------
Total comprehensive income ..................                                                                          20,032
                                                                                                                   ----------
Cash dividend, $0.16 per share ..............        --             --           --         (1,542)          --        (1,542)
Exercise of common stock options ............        --             88           --             --           --            88
Treasury stock at cost, 1,047,400
  shares (2) ................................        --              6           --             --      (15,727)      (15,721)
                                                -------     ----------    ---------      ---------    ---------    ----------
Balance, December 31, 2001 ..................   $   148     $   59,079    $   3,146      $ 107,950    $ (70,320)   $  100,003
                                                =======     ==========    =========      =========    =========    ==========

Comprehensive income:
   Net income ...............................        --             --           --        101,141           --       101,141
   Other comprehensive loss (1) .............        --             --       (2,242)            --           --        (2,242)
                                                                                                                   ----------
Total comprehensive income ..................                                                                          98,899
                                                                                                                   ----------
Cash dividend, $0.19 per share ..............        --             --           --         (1,733)          --        (1,733)
Exercise of common stock options ............         1            517           --             --           --           518
Treasury stock at cost, 485,100 shares (3) ..        --             26           --             --      (15,208)      (15,182)
Tax benefit from exercises of common
  stock options..............................        --            167           --             --           --           167
                                                -------     ----------    ---------      ---------    ---------    ----------
Balance, December 31, 2002 ..................   $   149     $   59,789    $     904      $ 207,358    $ (85,528)   $  182,672
                                                =======     ==========    =========      =========    =========    ==========

Comprehensive income:
   Net income ...............................        --             --           --         63,022           --        63,022
   Other comprehensive loss (1) .............        --             --       (2,652)            --           --        (2,652)
                                                                                                                   ----------
Total comprehensive income ..................                                                                          60,370
                                                                                                                   ------ ---
Cash dividend, $0.20 per share ..............        --             --           --         (1,583)          --        (1,583)
Exercise of common stock options ............         2          3,054           --             --           --         3,056
Treasury stock at cost, 1,596,600 shares(4)..        --             93           --             --      (58,418)      (58,325)
Tax benefit from exercises of common
  stock options..............................        --          1,802           --             --           --         1,802
                                                -------     ----------    ---------      ---------    ---------    ----------
Balance, December 31, 2003 ..................   $   151     $   64,738    $  (1,748)     $ 268,797    $(143,946)   $  187,992
                                                =======     ==========    =========      =========    =========    ==========




(1)  Other Comprehensive Income:                                      2003         2002        2001
                                                                      ----         ----       -----
                                                                                
     Net unrealized holding (losses) gains on securities
         available-for-sale arising during the period
         net of taxes (2003 - $(1.5) million,
         2002 - $(1.5) million, 2001 - $1.7 million).........      $ (2,374)   $ (2,511)   $   2,743

     Net unrealized holding gains (losses) arising during
         the period on derivatives used for cash flow hedge,
         net of taxes (2003 - $22,000, 2002 - $(415,000),
         2001 - $31,000).....................................            41        (771)         257

     Reclassification for (gains) losses included in
         income,  net of taxes (2003 - $(196,000),
         2002 - $637,000, 2001 - $(31,000))..................          (319)       1,040          (51)
                                                                   --------    ---------    ---------

     Total other comprehensive (loss) income.................      $ (2,652)   $  (2,242)     $  2,949
                                                                   =========   ==========     ========

(2)  Net of reissuance of 5,000 shares.
(3)  Net of reissuance of 5,000 shares.
(4)  Net of reissuance of 5,000 shares.

The accompanying notes are an integral part of these Financial Statements.


                                       29


CONSOLIDATED STATEMENT OF CASH FLOWS



                                                                              Year Ended December 31,
                                                                   ------------------------------------------
                                                                      2003           2002           2001
                                                                      ----           ----           ----
                                                                              (In Thousands)
                                                                                      
Operating activities:

Net income .....................................................   $    63,022    $   101,141    $    17,083
Adjustments to reconcile net income to net cash provided by
  (used for) operating activities:
     Provision for loan losses .................................         2,550          2,243          2,212
     Depreciation, accretion and amortization ..................        11,562          8,891          4,983
     (Increase) decrease in accrued interest receivable
       and other assets ........................................       (10,060)         5,363         (3,022)
     Origination of loans held-for-sale ........................       (73,679)    (1,946,047)      (624,481)
     Proceeds from sales of loans held-for-sale ................        68,338      1,857,789        567,106
     Gain on sale of loans held-for-sale .......................          (751)          (443)          (420)
     Gain on sale of investments ...............................          (515)           (23)            (4)
     Gain on sale of reverse mortgage ..........................            --       (101,518)            --
     Gain on businesses held-for-sale ..........................       (65,689)        (1,516)            --
     Gain on sale of assets acquired through foreclosure .......           (99)           (73)          (100)
     (Decrease) increase in accrued interest payable
       and other liabilities ...................................       (22,526)        26,792         (5,568)
     Decrease (increase) in capitalized interest, net ..........          (502)       (16,184)       (10,003)
     Minority interest in net income ...........................            --         16,731           (189)
                                                                   -----------    -----------    -----------
Net cash used for operating activities .........................       (28,349)       (46,854)       (52,403)
                                                                   -----------    -----------    -----------


Investing activities:

     Net decrease (increase) of interest-bearing deposits
       in other banks ..........................................         6,381       (176,987)       (21,042)
     Maturities of investment securities .......................           500        182,467         90,349
     Sales of investment securities available-for-sale .........        21,292          1,788            644
     Sales of mortgage-backed securities available-for-sale ....       109,502        128,316          4,095
     Sales of mortgage-backed securities held-to-maturity ......        14,772             --             --
     Purchases of investment securities available-for-sale .....      (116,088)      (241,110)       (75,246)
     Repayments of mortgage-backed securities held-to-maturity .        22,809         30,747         37,116
     Repayments of mortgage-backed securities available-for-sale       333,460        253,860        220,076
     Purchases of mortgage-backed securities available-for-sale       (874,560)      (261,658)      (280,969)
     Purchases of mortgage-backed securities trading ...........            --         (1,000)            --
     Repayments on reverse mortgages ...........................         1,789         23,641         17,304
     Disbursements for reverse mortgages .......................          (877)        (5,536)        (7,413)
     Sale of reverse mortgages .................................            --        127,580             --
     Sale of loans .............................................        47,174          5,986             --
     Purchase of loans .........................................       (14,370)       (32,077)       (24,512)
     Gain on sale of loans .....................................          (766)            --             --
     Sale of businesses held-for-sale ..........................       129,283         14,332             --
     Net (increase) decrease in loans ..........................      (254,676)        71,767        (72,146)
     Net increase in loans of businesses held-for-sale .........            --        (83,397)            --
     Net (increase) decrease in stock of Federal Home Loan Bank
       of Pittsburgh ...........................................       (21,697)         6,771           (250)
     Receipts from investments in real estate ..................            --             --            270
     Sales of assets acquired through foreclosure, net .........         1,322          1,116            766
     Premises and equipment, net ...............................        (2,800)        (4,750)        (1,992)
                                                                   -----------    -----------    -----------

Net cash (used for) provided by investing activities ...........      (597,550)        41,856       (112,950)
                                                                   -----------    -----------    -----------


                                                        (Continued on next page)


                                       30


CONSOLIDATED STATEMENT OF CASH FLOWS (Continued)




                                                                                   Year Ended December 31,
                                                                        -------------------------------------------
                                                                            2003           2002           2001
                                                                            ----           ----           ----
                                                                                      (In Thousands)

                                                                                           
Financing activities:

     Net increase in demand and savings deposits ....................   $    68,612    $    10,733    $   147,319
     Net (decrease) increase in time deposits .......................       (40,876)        93,768       (115,715)
     Receipts from FHLB borrowings ..................................     5,240,359        825,356        370,000
     Repayments of FHLB borrowings ..................................    (4,800,562)      (941,856)      (201,000)
     Receipts from reverse repurchase agreements ....................       835,601        257,063             --
     Repayments of reverse repurchase agreements ....................      (763,145)      (276,138)       (24,300)
     Net decrease in federal funds purchased ........................        50,000             --             --
     Increase of other borrowing of businesses held-for-sale ........            --         50,000             --
     Net decrease in obligations under capital lease ................            --           (199)          (125)
     Dividends paid on common stock .................................        (1,583)        (1,733)        (1,542)
     Issuance of common stock and exercise of employee stock options          4,951            711             94
     Purchase of treasury stock, net of reissuance ..................       (58,418)       (15,208)       (15,727)
     Minority interest ..............................................       (12,845)        (9,687)           114
                                                                        -----------    -----------    -----------
     Net cash provided by (used for) financing activities ...........       522,094         (7,190)       159,118
                                                                        -----------    -----------    -----------
     Decrease in cash and cash equivalents from continuing operations      (103,805)       (12,188)        (6,235)
     Change in net assets from discontinued operations ..............        37,922         67,899         85,478
     Cash and cash equivalents at beginning of period ...............       226,303        170,592         91,349
                                                                        -----------    -----------    -----------
     Cash and cash equivalents at end of period .....................   $   160,420    $   226,303    $   170,592
                                                                        ===========    ===========    ===========

Supplemental Disclosure of Cash Flow Information:

     Cash paid for interest during the year .........................   $    31,617    $    39,119    $    62,977
     Cash paid for income taxes, net ................................        63,071         21,701          8,874
     Loans transferred to assets acquired through foreclosure .......           620          1,262            648
     Net change in other comprehensive income .......................        (2,652)        (2,242)         2,949
     Transfer of loans held-for-sale to loans .......................         8,150             --             --
     Loans, net of allowance, of businesses held-for-sale ...........            --        117,646             --
     Other assets transferred to businesses held-for-sale ...........            --          3,810             --
     Other liabilities transferred to businesses held-for-sale ......            --          7,862             --





The accompanying notes are an integral part of these Financial Statements.


                                       31


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
- --------------------------------------------------------------------------------

     WSFS Financial  Corporation  (Company or  Corporation)  is a thrift holding
company  organized  under the laws of the State of Delaware.  The  Corporation's
principal  wholly-owned  subsidiary,  Wilmington Savings Fund Society,  FSB (the
Bank or WSFS),  is a federal savings bank organized under the laws of the United
States which at December 31, 2003 serves  customers  from its main office and 23
retail  banking   offices   located  in  northern   Delaware  and   southeastern
Pennsylvania.

     In  preparing  the  Financial  Statements,  management  is required to make
estimates  and  assumptions   that  affect  the  reported   amounts  of  assets,
liabilities, revenues and expenses. The material estimates that are particularly
susceptible to significant  changes in the near term relate to the allowance for
loan  losses,  investment  in reverse  mortgages,  the reserve for  discontinued
operations, contingencies (including indemnifications) and deferred tax assets.

     Basis of Presentation

     The consolidated  Financial  Statements  include the accounts of the parent
company,  Montchanin  Capital  Management,  Inc.  (Montchanin),   WSFS  and  its
wholly-owned subsidiaries, WSFS Investment Group, Inc., WSFS Reit, Inc. and WSFS
Credit Corporation (WCC), as well as not wholly-owned,  but majority  controlled
and consolidated  subsidiaries,  Wilmington  Finance,  Inc. (WF) and CustomerOne
Financial Network,  Inc. (C1FN).  C1FN was sold in November 2002 and WF was sold
in January 2003. These subsidiaries were classified as businesses  held-for-sale
and the  statement  of  operations  was  retroactively  restated for all periods
presented.  WF was  classified as a business  held-for-sale  on the statement of
condition at December  31,  2002.  See Note 3 of the  Financial  Statements  for
further  discussion of Businesses  Held-for-Sale . As discussed in Note 2 of the
Financial  Statements,  the  results  of  WCC,  the  Corporation's  wholly-owned
indirect  auto  financing  and  leasing   subsidiary,   are  also  presented  as
discontinued operations.

     WSFS Capital Trust I is an unconsolidated  affiliate of the Company and was
formed in 1998 to sell Trust Preferred Securities. The Trust invested all of the
proceeds from the sale of the Trust Preferred  Securities in Junior Subordinated
Debentures of the Corporation. The Corporation used the proceeds from the Junior
Subordinated Debentures for general corporate purposes, including the redemption
of higher rate debt. WSFS Investment  Group,  Inc.  markets various  third-party
insurance and securities products to Bank customers through WSFS' retail banking
system. WSFS Reit, Inc. is a real estate investment trust formed in 2002 to hold
qualifying  real  estate  assets  and may be used in the  future as a vehicle to
raise capital. Montchanin Capital Management, Inc. was formed in 2003 to provide
asset management products and services to customers in the Bank's primary market
area.

     Certain  reclassifications  have been made to the  prior  years'  Financial
Statements to conform them to the current year's  presentation.  All significant
intercompany transactions are eliminated in consolidation.

     Cash and Cash Equivalents

     For purposes of reporting  cash flows,  cash and cash  equivalents  include
cash,  due from  banks,  federal  funds  sold  and  securities  purchased  under
agreements  to  resell.  Generally,  federal  funds are  purchased  and sold for
periods ranging up to 90 days.

     Debt and Equity Securities

     Investments  in equity  securities  that have a readily  determinable  fair
value and investments in debt  securities are classified  into three  categories
and accounted for as follows:

     o    Debt  securities  with the positive  intention to hold to maturity are
          classified as "held-to-maturity" and reported at amortized cost.
     o    Debt and equity  securities  purchased  with the  intention of selling
          them in the near future are classified as "trading securities" and are
          reported at fair value,  with unrealized  gains and losses included in
          earnings.
     o    Debt and equity  securities  not classified in either of the above are
          classified  as  "available-for-sale  securities"  and reported at fair
          value,  with  unrealized  gains and losses  excluded from earnings and
          reported, net of tax, as a separate component of stockholders' equity.

     Debt and equity securities include  mortgage-backed  securities,  corporate
and municipal bonds,  U.S.  Government and agency  securities and certain equity
securities.   Premiums   and   discounts   on   debt   and   equity   securities
held-to-maturity and  available-for-sale are recognized in interest income using
a level yield  method over the period to  expected  maturity.  The fair value of
debt and equity  securities  is  primarily  obtained  from  third-party  pricing
services.   Implicit  in  the  valuation  are  estimated  prepayments  based  on
historical and current market conditions.

                                       32


     Declines   in  the  fair   value   of   individual   held-to-maturity   and
available-for-sale  securities  below their cost that are other than  temporary,
result in  write-downs  of the  individual  securities to their fair value.  The
related  write-downs are included in earnings as realized  losses.  The specific
identification method is used to determine realized gains and losses on sales of
investment and mortgage-backed securities. All sales are made without recourse.

     Investment in Reverse Mortgages

     The  Corporation  accounts  for its  investment  in  reverse  mortgages  in
accordance  with the  instructions  provided by the staff of the  Securities and
Exchange  Commission  entitled  "Accounting  for Pools of Uninsured  Residential
Reverse  Mortgage  Contracts"  which requires  grouping the  individual  reverse
mortgages into "pools" and recognizing  income based on the estimated  effective
yield of the pool.  In computing  the  effective  yield,  the  Corporation  must
project  the  cash  inflows  and  outflows  of  the  pool  including   actuarial
projections of the life expectancy of the individual contract holder and changes
in the collateral value of the residence. At each reporting date, a new economic
forecast  is made of the cash  inflows  and  outflows  of each  pool of  reverse
mortgages;  the  effective  yield of each  pool is  recomputed,  and  income  is
adjusted  retroactively and prospectively to reflect the revised rate of return.
Accordingly,  because of this  quasi-market-value  based accounting the recorded
value of reverse  mortgage  assets  include  significant  risk  associated  with
estimations and income  recognition can vary significantly from reporting period
to reporting period.

     Loans

     Loans are stated net of  deferred  fees and costs and  unearned  discounts.
Loan  interest  income is accrued  using  various  methods  that  approximate  a
constant yield. Loan origination and commitment fees and direct loan origination
costs are deferred  and  recognized  over the life of the related  loans using a
level yield method over the period to maturity.

     Impaired loans are measured  based on the present value of expected  future
discounted  cash  flows,  the market  price of the loan or the fair value of the
underlying  collateral  if the  loan is  collateral  dependent.  Impaired  loans
include  loans  within the  Corporation's  commercial,  commercial  mortgage and
commercial  construction  portfolios.  The Company's  policy for  recognition of
interest income on impaired loans is the same as for nonaccrual  loans discussed
below.


     Nonaccrual Loans

     Nonaccrual  loans are those on which the  accrual of  interest  has ceased.
Loans  are  placed on  nonaccrual  status  immediately  if,  in the  opinion  of
management, collection is doubtful, or when principal or interest is past due 90
days or more and  collateral is  insufficient  to cover  principal and interest.
Interest  accrued but not  collected at the date a loan is placed on  nonaccrual
status is  reversed  and charged  against  interest  income.  In  addition,  the
amortization  of net deferred  loan fees is  suspended  when a loan is placed on
nonaccrual   status.   Subsequent  cash  receipts  are  applied  either  to  the
outstanding principal or recorded as interest income,  depending on management's
assessment  of ultimate  collectibility  of principal  and  interest.  Loans are
returned  to an accrual  status  when the  borrower's  ability to make  periodic
principal and interest  payments has returned to normal (i.e. - brought  current
with respect to principal or interest or  restructured)  and the paying capacity
of the borrower and/or the underlying  collateral is deemed  sufficient to cover
principal  and  interest  in  accordance  with  the   Corporation's   previously
established loan-to-value policies.

     Allowances for Loan Losses

     The Corporation  maintains  allowances for credit losses and charges losses
to these  allowances  when such losses are realized.  The  determination  of the
allowance for loan losses requires  significant  management judgement reflecting
management's  best  estimate of probable  loan  losses  related to  specifically
identified  loans  as  well  as  probable  loan  losses  in the  remaining  loan
portfolio.  Management's  evaluation is based upon a continuing  review of these
portfolios.

     Management  establishes the loan loss allowance in accordance with guidance
provided in the Securities and Exchange  Commission's Staff Accounting  Bulletin
102  (SAB  102).  Its  methodology  for  assessing  the  appropriateness  of the
allowance consists of several key elements,  which include:  specific allowances
for identified  problem loans;  formula allowances for commercial and commercial
real estate loans; and allowances for pooled homogenous loans.

     Specific  reserves  are  established  for  certain  loans,  in cases  where
management has identified  significant  conditions or circumstances related to a
specific credit that management  believes  indicate the probability  that a loss
has been incurred.

     The formula  allowances for commercial and commercial real estate loans are
calculated by applying loss factors to  outstanding  loans in each case based on
the internal risk grade of loans.  Changes in risk grades of both performing and
nonperforming loans affect the amount of the formula allowance.  Loss factors by
risk grade have a basis in WSFS'  historical  loss experience for such loans and
may be adjusted for significant factors that, in management's  judgment,  affect
the collectability of the portfolio as of the evaluation date. See discussion of
historical loss adjustment factors below.

                                       33


     Pooled  loans are loans that are usually  smaller,  not-individually-graded
and homogenous in nature,  such as consumer  installment  loans and  residential
mortgages.  Pooled loan loss  allowances are based on historical net charge-offs
for six years which management believes  approximates an average business cycle.
The  average  loss  allowance  per  homogenous  pool is based on the  product of
average annual  historical loss rate and the average  estimated  duration of the
pool  multiplied  by the pool  balances.  These  separate  risk  pools  are then
assigned a reserve for losses based upon this  historical loss  information,  as
adjusted for historical  loss  adjustment  factors.  Historical  loss adjustment
factors are based upon  management's  evaluation of various current  conditions.
The  evaluation  of the  inherent  loss  with  respect  to  these  more  current
conditions  is subject to a higher  degree of  uncertainty  because they are not
identified  with specific  credits.  The more current  conditions,  evaluated in
connection with the adjustment factors, include an evaluation of the following:

     o    General economic and business  conditions  affecting WSFS' key lending
          areas,
     o    Credit  quality  trends  (including  trends  in  nonperforming   loans
          expected to result from existing conditions),
     o    Recent loss experience in particular segments of the portfolio,
     o    Collateral values and loan-to-value ratios,
     o    Loan volumes and concentrations, including changes in mix,
     o    Seasoning of the loan portfolio,
     o    Specific industry conditions within portfolio segments,
     o    Bank regulatory examination results, and
     o    Other factors,  including  changes in quality of the loan origination,
          servicing and risk management processes.

     WSFS' loan  officers and risk  managers  meet monthly to discuss and review
these  conditions,  and also risks associated with individual  problem loans. By
assessing  the probable  estimated  losses  inherent in the loan  portfolio on a
monthly basis, management is able to adjust specific and inherent loss estimates
based upon the  availability of more recent  information.  In addition,  various
regulatory  agencies,   as  an  integral  part  of  their  examination  process,
periodically  review the  Corporation's  allowance for loan losses.  The Company
also gives consideration to the results of these regulatory agency examinations.

     Allowances  for estimated  losses on  investments in real estate and assets
acquired through foreclosure are provided if the carrying value exceeds the fair
value less estimated disposal costs.

     Assets Held-for-Sale

     Assets  held-for-sale  include loans  held-for-sale  and are carried at the
lower of cost or market of the  aggregate  or in some cases  individual  assets.
Vehicles  that have been  returned to the Company upon the  expiration  of their
lease terms have been included in the net assets of discontinued operations.

     Assets Acquired Through Foreclosure

     Assets  acquired  through  foreclosure  are  recorded  at the  lower of the
recorded  investment in the loan or fair value less  estimated  disposal  costs.
Costs  subsequently  incurred to improve the assets are included in the carrying
value provided that the resultant carrying value does not exceed fair value less
estimated  disposal  costs.  Costs relating to holding the assets are charged to
expense in the current  period.  An allowance for  estimated  losses is provided
when declines in fair value below the carrying value are  identified.  Net costs
of assets acquired through  foreclosure  includes costs of holding and operating
the assets, net gains or losses on sales of the assets and provisions for losses
to reduce such assets to fair value less estimated disposal costs.

     Premises and Equipment

     Premises and equipment are stated at cost less accumulated depreciation and
amortization.  Costs of  major  replacements,  improvements  and  additions  are
capitalized.  Depreciation  expense is computed on the straight-line  basis over
the estimated  useful lives of the assets or, for leasehold  improvements,  over
the  life of the  related  lease if less  than the  estimated  useful  life.  In
general,  computer equipment,  furniture and equipment and building  renovations
are  depreciated  over  three,  five and ten  years,  respectively.  Accelerated
methods are used in depreciating certain assets for income tax purposes.

     Federal Funds Purchased and Securities Sold Under Agreements to Repurchase

     The  Corporation  enters  into  sales of  securities  under  agreements  to
repurchase.  Reverse repurchase  agreements are treated as financings,  with the
obligation  to  repurchase  securities  sold  reflected  as a  liability  in the
Consolidated  Statement of Condition.  The securities  underlying the agreements
remain in the asset accounts.

     Income Taxes

     The provision  for income taxes  includes  federal,  state and local income
taxes  currently  payable and those  deferred  because of temporary  differences
between the financial statement basis and tax basis of assets and liabilities.

                                       34


     Earnings Per Share

     The  following  table  sets  forth the  computation  of basic  and  diluted
earnings per share:



                                                                                   2003         2002         2001
                                                                                   ----         ----         ----
                                                                               (In Thousands, Except Per Share Data)
                                                                                               
  Numerator:
     Income from continuing operations before cumulative effect
       of change in accounting principle, net of tax benefit ...............    $  21,233    $  87,315    $  17,762
     Cumulative effect of change in accounting principle, net of tax benefit           --          703           --
                                                                                ---------    ---------    ---------
     Income from continuing operations .....................................       21,233       88,018       17,762
     Loss on wind-down of discontinued operations, net of tax ..............           --       (2,766)      (2,026)
     Income from discontinued operations of businesses held-for-sale,
         net of taxes ......................................................           --       14,965        1,347
     Gain on sale of businesses held-for-sale, net of tax ..................       41,789          924           --
                                                                                ---------    ---------    ---------
     Net income ............................................................    $  63,022    $ 101,141    $  17,083
                                                                                =========    =========    =========

  Denominator:
    Denominator for basic earnings per share -  weighted average shares ....        7,774        9,086        9,579
    Effect of dilutive employee stock options ..............................          464          336           97
                                                                                ---------    ---------    ---------
    Denominator for diluted earnings per share - adjusted weighted average
      shares and assumed exercise ..........................................        8,238        9,422        9,676
                                                                                =========    =========    =========

Earnings per share:
   Basic:
    Income from continuing operations before cumulative effect
      of change in accounting principle, net of tax benefit ................    $    2.73    $    9.61    $    1.85
    Cumulative effect of change in accounting principle, net of tax benefit            --         0.08           --
                                                                                ---------    ---------    ---------
    Income from continuing operations ......................................         2.73         9.69         1.85
    Loss on wind-down of discontinued operations, net of tax ...............           --        (0.30)       (0.21)
    Income from discontinued operations of businesses held-for-sale,
        net of taxes .......................................................           --         1.64         0.14
    Gain on sale of businesses held-for-sale, net of tax ...................         5.38         0.10          --
                                                                                ---------    ---------    ---------
    Net income .............................................................    $    8.11    $   11.13    $    1.78
                                                                                =========    =========    =========

   Diluted:
    Income from continuing operations before cumulative effect
      of change in accounting principle, net of tax benefit ................    $    2.58    $    9.27    $    1.84
    Cumulative effect of change in accounting principle, net of tax benefit            --         0.07           --
                                                                                ---------    ---------    ---------
    Income from continuing operations ......................................         2.58         9.34         1.84
    Loss on wind-down of discontinued operations, net of tax ...............           --        (0.30)       (0.21)
    Income from discontinued operations of businesses held-for-sale,
        net of taxes .......................................................           --         1.59         0.14
    Gain on sale of businesses held-for-sale, net of tax ...................         5.07         0.10           --
                                                                                ---------    ---------    ---------
    Net income .............................................................    $    7.65    $   10.73    $    1.77
                                                                                =========    =========    =========

    Outstanding common stock equivalents having no dilutive effect,
      in thousands .........................................................            4            4          146


Stock Options

     At  December  31,  2003,  the  Corporation  had  two  stock-based  employee
compensation  plans that are  described  more fully in Note 15 to the  Financial
Statements.  The Corporation  accounts for these plans under the recognition and
measurement  principles  of APB Opinion No. 25,  Accounting  for Stock Issued to
Employees,  and Related  Interpretations.  No stock-based employee  compensation
cost is reflected in the net income,  as all options  granted  under those plans
had an  exercise  price at least  equal to the  market  value of the  underlying
common stock on the date of grant. The following table illustrates the effect on
net  income  and  earnings  per share had the  company  applied  the fair  value
recognition  provision of FASB  Statement No. 123,  Accounting  for  Stock-Based
Compensation, to stock-based employee compensation.

                                       35



                                                                                         2003         2002          2001
                                                                                         ----         ----          ----
                                                                                      (In Thousands, Except Per Share Data)

                                                                                                      
  Income from continuing operations, as reported .................................   $   21,233    $   88,018    $   17,762
       Less: Total stock-based employee compensation expense determined
       under fair value based methods for all awards, net of related tax effects .         (729)         (739)         (783)
                                                                                     ----------    ----------    ----------
  Pro forma income from continuing operations ....................................   $   20,504    $   87,279    $   16,979
                                                                                     ==========    ==========    ==========

Earnings per share:
  Basic:
    Income from continuing operations ............................................   $     2.73    $     9.69    $     1.85
    Less: Total stock-based employee compensation expense determined
       under fair value based methods for all awards, net of related tax effects .        (0.09)        (0.08)        (0.08)
                                                                                     ----------    ----------    ----------
    Pro forma income from continuing operations ..................................   $     2.64    $     9.61    $     1.77
                                                                                     ==========    ==========    ==========

  Diluted:
    Income from continuing operations ............................................   $     2.58    $     9.34    $     1.84
    Less: Total stock-based employee compensation expense determined
       under fair value based methods for all awards, net of related tax effects .        (0.09)        (0.08)        (0.09)
                                                                                     ----------    ----------    ----------
    Pro forma income from continuing operations ..................................   $     2.49    $     9.26    $     1.75
                                                                                     ==========    ==========    ==========


2.   Discontinued Operations of a Business Segment
- --------------------------------------------------------------------------------

     In 2000, the Board of Directors approved  management's plans to discontinue
the operations of WCC. WCC, which had 483 lease contracts and 542 loan contracts
at December 31, 2003, no longer  accepts new  applications  but will continue to
service existing loans and leases until their maturities.  Management  estimates
that substantially all loan and lease contracts will mature by the end of 2004.

     In accordance with APB 30, which was the authoritative  literature in 2000,
accounting  for  discontinued  operations  of a  business  segment  at that time
required that the Company forecast  operating  results over the wind-down period
and accrue any expected net losses.  The historic  results of WCC's  operations,
the accrual of expected losses to be incurred over the wind-down period, and the
future  reported  results of WCC are  required  to be  treated  as  Discontinued
Operations of a Business Segment,  and shown in summary form separately from the
Company's   results  of  continuing   operations  in  reported  results  of  the
Corporation.

     In 2000, a $6.2 million pretax reserve was  established to absorb  expected
future   losses,   primarily   related  to  residual  value  losses  on  leases.
Consequently,  the  Corporation  recognized an after tax charge of $2.2 million,
net of $4.0 million in tax benefits related to net operating loss carryforwards,
for the expected loss over the projected wind-down period.

     During 2002 and 2001,  because of the heavy  incenting of new car purchases
by manufacturers  and other factors,  both used car prices and WSFS' exposure to
residual values on its outstanding leases continued to deteriorate. As a result,
management recorded additional provisions for residual losses of $2.0 million in
2002 and $3.1  million in 2001.  Extensive  analyses of  remaining  leases as of
December 31, 2003,  indicated  that no  additional  reserves were needed for the
expected  losses in the  business  during its  remaining  wind-down  period.  At
December 31, 2003, there were $3.0 million in indirect loans and $6.6 million in
indirect leases, net, still outstanding. At December 31, 2003, WSFS had exposure
to $7.5 million in remaining used car  residuals,  for which it estimates a loss
of $1.3  million.  Management  has  provided  for  this  loss  in the  Financial
Statements.  Due to the provision for this  estimated  exposure in the financial
statements,  the loss on the wind-down of discontinued  operations,  net of tax,
was zero in 2003.  Based  on the  scheduled  maturities  of  leases,  management
estimates by December  31, 2004 its residual  exposure  will be  negligible.  At
December 31,  2002,  WSFS had  exposure to $42.3  million in remaining  used car
residuals, for which it estimated a loss of $8.9 million.

     Due to the uncertainty of a number of factors,  including  residual values,
interest rates, operating costs and credit quality, the reserve for discontinued
operations  will  be  reevaluated  quarterly  with  adjustments,  if  necessary,
recorded as income/losses on wind-down of discontinued operations.

                                       36


     The following  table depicts  loans,  operating  leases and other assets of
discontinued operations at December 31, 2003 and 2002:


                                                            At December 31,
                                                       -----------------------
                                                        2003            2002
                                                        ----            ----
                                                            (In Thousands)

 Vehicles under operating leases, net.............     $ 6,542        $ 44,693
 Net loans........................................       2,359           7,285
 Other non-cash assets                                     573           2,367
 Less:
     Reserve for losses of discontinued
     operations...................................          --           6,949
                                                       -------        --------
 Loans, operating leases and other assets of
   discontinued operatins.........................     $ 9,474        $ 47,396
                                                       =======        ========

     The following table depicts the net loss from  discontinued  operations for
the years ended December 31, 2003, 2002 and 2001:



                                                             Year Ended December 31,
                                                          -----------------------------
                                                           2003        2002       2001
                                                           ----        ----       ----
                                                                  (In Thousands)

                                                                     
Interest income .......................................   $   422    $   974    $ 1,870
Allocated interest expense (1) ........................       987      2,470      9,271
                                                          -------    -------    -------

Net interest expense ..................................      (565)    (1,496)    (7,401)

Loan and lease servicing fee income ...................       292        379        301
Rental income on operating leases, net ................      (529)     2,229      7,730
Other income ..........................................         2          7         14
                                                          -------    -------    -------
  Net revenues ........................................      (800)     1,119        644

Noninterest expenses ..................................       557      1,234      2,066
                                                          -------    -------    -------


Loss before taxes .....................................    (1,357)      (115)    (1,422)
Charges against the reserve for discontinued operations     1,357        115      1,422
Income tax provision ..................................        --         --         --
                                                          -------    -------    -------

Income from discontinued operations ...................   $    --    $    --    $    --
Loss on wind-down of discontinued operations ..........        --     (2,766)    (2,026)
                                                          -------    -------    -------
  Total ...............................................   $    --    $(2,766)   $(2,026)
                                                          =======    =======    =======

(1)  The  allocated  interest  expense  for  2003  and 2002 is based on a direct
     matched-maturity  funding  of  the  net  non-cash  assets  of  discontinued
     operations. The average funding rate for 2003 and 2002 was 3.51% and 2.87%,
     respectively,  on average net assets of $28.1  million  and $86.0  million,
     respectively.  Allocated  interest expense for 2001 was 5.65% and was based
     on  the  Company's   annual  average   wholesale   borrowing  rate,   which
     approximated a marginal funding cost of this business segment.


3.   BUSINESSES HELD-FOR-SALE
- --------------------------------------------------------------------------------

     In September 2002, WSFS sold its United Asian Bank Division (UAB). The sale
resulted in an after tax gain of $737,000, and included $8.6 million in deposits
and $15.8  million in loans in  addition  to branch  fixed  assets and the lease
obligations.

     In November  2002, the  Corporation  completed the sale of C1FN and related
interests in its Everbank Division.  Everbank was started with C1FN in 1999 as a
joint initiative in Internet and branchless banking.  Consistent with the manner
in which the  segment  was  managed  and  operated,  information  in this report
labeled "C1FN"  generally  represents the profoma  combined  results of C1FN and
WSFS' Everbank  Division (the  C1FN/Everbank  segment).  The sale included total
assets of $342.8  million  and  deposits  of $340.1  million.  WSFS  recorded an
after-tax gain of $187,000 on this sale.

     Under a provision of the agreement between sellers and buyers, certain sale
consideration   was  withheld  in  two  separate  escrow  accounts  pending  the
resolution  of certain  events.  WSFS' portion of these escrow  amounts  totaled
approximately  $786,000.  These amounts were not  recognized by WSFS in 2002, as
their  receipt was not assured  beyond a reasonable  doubt.  During  2003,  WSFS
received the entire amount held in escrow. As a result, the Company recorded the
$786,000   ($517,000   after  taxes)  as  a  gain  on  the  sale  of  businesses
held-for-sale.  Indemnifications  are  more  fully  discussed  in Note 16 to the
Financial Statements.


                                       37


     Also in November 2002,  WSFS signed a definitive  agreement for the sale of
WSFS'  majority-owned  subsidiary,  Wilmington Finance,  Inc. (WF). The sale was
completed in January 2003 and WSFS  recognized an after-tax  gain on the sale of
$41.3 million or $5.01 per diluted  share.  The sale included  $148.2 million in
assets, of which $117.6 million were residential  mortgage loans  held-for-sale.
Under a provision of the agreement between the sellers and buyers,  certain sale
consideration  was withheld in a separate  escrow account pending the resolution
of certain events.  During 2003, WSFS received the entire amount held in escrow.
As a result,  the Company recorded $325,000  ($208,000 after taxes) as a gain on
sale of businesses  held-for-sale  and is included in the total recorded gain on
sale of $41.3 million.

     In accordance with Statement of Financial  Accounting  Standards (SFAS) No.
144,  Accounting for the Impairment or Disposal of Long-Lived  Assets, the major
classes  of  assets  and  liabilities  of WF  are  presented  separately  on the
statement of condition as of December  31, 2002.  The income  (losses)  from the
operation  of these  three  businesses  (UAB,  C1FN/Everbank  and WF) have  been
presented as income/losses of businesses held-for-sale, and presented separately
for all periods presented.

     The  gains  realized  on the  sale  of  UAB,  C1FN,  and  WF are  presented
separately on the statement of operations, net of tax. The average balance sheet
is  presented  with total assets and  liabilities  of  businesses  held-for-sale
displayed separately.

     The following  tables present the net income from businesses  held-for-sale
for the years ended December 31, 2002 and 2001. No activity was recorded  during
2003 other than the above referenced gains on sales of WF and C1FN.



                                                For the Year Ended December 31, 2002
                                            -------------------------------------------

                                               WF(1)     C1FN         UAB        Total
                                               -----     ----         ---        -----
                                                          (In Thousands)
                                                                 
Net interest income .....................   $  6,835   $  3,738    $    863    $ 11,436
Provision for loan losses ...............         --        154          57         211
                                            --------   --------    --------    --------
Net interest income after provision .....      6,835      3,584         806      11,225
Noninterest income ......................     74,163      5,797          51      80,011
                                            --------   --------    --------    --------
Total revenues ..........................     80,998      9,381         857      91,236
Noninterest expenses ....................     40,113     10,842       1,059      52,014
                                            --------   --------    --------    --------

Income before taxes and minority interest     40,885     (1,461)       (202)     39,222
Minority interest .......................     20,111     (3,380)         --      16,731
                                            --------   --------    --------    --------
Income before taxes .....................     20,774      1,919        (202)     22,491
Provision for income taxes ..............      7,997       (391)        (80)      7,526
                                            --------   --------    --------    --------

Income from businesses held-for-sale ....   $ 12,777   $  2,310    $   (122)   $ 14,965
                                            ========   ========    ========    ========

Gain on sale of businesses held-for-sale         N/A   $    187    $    737    $    924
                                            ========   ========    ========    ========


(1)  Includes $2.6 million in interest expense allocated to fund the average net
     assets of $97.0 million of businesses  held-for-sale.  The rate of 2.68% is
     based  on  the  weighted   average  rate  on  other  borrowed  funds  which
     approximates the marginal funding rate for this niche business.



                                               For the Year Ended December 31, 2001
                                            -------------------------------------------
                                               WF(1)     C1FN         UAB        Total
                                               -----     ----         ---        -----
                                                           (In Thousands)
                                                                 
Net interest income .....................   $  1,773   $  5,016    $    760    $  7,549
Provision for loan losses ...............         --        329          18         347
                                            --------   --------    --------    --------
Net interest income after provision .....      1,773      4,687         742       7,202
Noninterest income ......................     19,671      3,224         111      23,006
                                            --------   --------    --------    --------
Total revenues ..........................     21,444      7,911         853      30,208
Noninterest expenses ....................     16,252     10,669       1,218      28,139
                                            --------   --------    --------    --------

Income before taxes and minority interest      5,192     (2,758)       (365)      2,069
Minority interest .......................      2,119     (2,308)         --        (189)
                                            --------   --------    --------    --------
Income before taxes .....................      3,073       (450)       (365)      2,258
Provision for income taxes ..............      1,245       (188)       (146)        911
                                            --------   --------    --------    --------


Income from businesses held-for-sale ....   $  1,828   $   (262)   $   (219)   $  1,347
                                            ========   ========    ========    ========

(1)  Includes $2.0 million in interest expense allocated to fund the average net
     assets of $37.4 million of businesses  held-for-sale.  The rate of 5.32% is
     based  on  the  weighted   average  rate  on  other  borrowed  funds  which
     approximates the marginal funding rate for this niche business.

                                       38


4.   INVESTMENT SECURITIES
- --------------------------------------------------------------------------------


                                                        Gross         Gross
                                         Amortized    Unrealized    Unrealized     Fair
                                           Cost         Gains         Losses       Value
                                         ----------   ----------    ----------     ------
                                                         (In Thousands)
                                                                   
Available-for-sale securities:

     December 31, 2003:
       U.S. Government and agencies ...   $105,761     $    256     $    132     $105,885
                                          ========     ========     ========     ========

     December 31, 2002:
       U.S. Government and agencies ...   $ 10,880     $    173     $     --     $ 11,053
                                          ========     ========     ========     ========


Held-to-maturity:

    December 31, 2003:
       Corporate bonds ................   $    310     $     26     $     --     $    336
       State and political subdivisions     10,100          806           11       10,895
                                          --------     --------     --------     --------
                                          $ 10,410     $    832     $     11     $ 11,231
                                          ========     ========     ========     ========

     December 31, 2002:
       Corporate bonds ................   $    310     $      8     $      1     $    317
       State and political subdivisions     10,414        1,123           57       11,480
                                          --------     --------     --------     --------
                                          $ 10,724     $  1,131     $     58     $ 11,797
                                          ========     ========     ========     ========


     Securities with book values aggregating $110.3 million at December 31, 2003
were  pledged as  collateral  for WSFS'  Treasury  Tax and Loan account with the
Federal Reserve Bank,  securities sold under agreement to repurchase and certain
municipal  deposits  which  require  collateral.   Accrued  interest  receivable
relating to investment securities was $956,000 and $227,000 at December 31, 2003
and 2002, respectively.

     The  scheduled  maturities of investment  securities  held-to-maturity  and
securities available-for-sale at December 31, 2003 were as follows :

                                       Held-to-Maturity     Available-for-Sale
                                      -------------------   --------------------
                                      Amortized     Fair     Amortized    Fair
                                         Cost       Value       Cost      Value
                                      ---------     -----     --------    ------
                                                    (In Thousands)
Within one year ....................   $     --   $     --   $     --   $     --
After one year but within five years      4,636      5,159    105,761    105,885
After five but within ten years ....      1,517      1,794         --         --
After ten years ....................      4,257      4,278         --         --
                                                  --------   --------   --------
                                       $ 10,410   $ 11,231   $105,761   $105,885
                                       ========   ========   ========   ========


     During 2003, proceeds from the sale of investment  securities classified as
available-for-sale  were $21.3 million,  with a gain of $200,000 realized on the
sales.  Municipal bonds totaling  $395,000 were called by the issuers.  Proceeds
from  the  sale of  investments  during  2002 and 2001  were  $1.8  million  and
$644,000,  respectively.  There was a net loss of $15,000  realized  on sales in
2002 and no net gain or loss  realized on sales in 2001.  The cost basis for all
investment security sales was based on the specific identification method. There
were no sales of investment securities classified as held-to-maturity.

                                       39


     At December 31, 2003,  the Company  owned  investment  securities  totaling
$26.6  million  where the  amortized  cost  basis  exceeded  fair  value.  Total
unrealized  losses on those  securities were $143,000 at December 31, 2003. This
temporary impairment is the result of changes in market interest rates since the
purchase of the  securities.  Only one  security  amounting  to $64,000 has been
impaired  for 12 months or longer.  The  Corporation  has  determined  that this
security is not "other than temporarily" impaired. The following table lists the
unrealized losses aggregated by category:



                                               Less than 12 months     12 months or longer           Total
                                               --------------------    -------------------    --------------------
                                               Fair      Unrealized    Fair     Unrealized    Fair      Unrealized
                                               Value        Loss       Value       Loss       Value        Loss
                                              -------    ----------  -------    ----------   -------    ----------
                                                                      (Dollars in Thousands)
                                                                                    
Held-to-maturity
   State and political subdivisions .......   $    70    $     1     $    64    $    10      $   134    $    11

Available-for-sale
  U.S. Government and agencies ............    26,507        132          --         --       26,507        132
                                              -------    -------     -------    -------      -------    -------

     Total temporarily impaired investments   $26,577    $   133     $    64    $    10      $26,641    $   143
                                              =======    =======     =======    =======      =======    =======




5.   MORTGAGE-BACKED SECURITIES
- --------------------------------------------------------------------------------


                                                            Gross        Gross
                                             Amortized    Unrealized   Unrealized     Fair
                                               Cost         Gains        Losses       Value
                                             ---------    -----------  ----------    -------
                                                               (In Thousands)
                                                                      
Available-for-sale securities:

December 31, 2003:
  Collateralized mortgage obligations.....   $390,529     $  2,400     $  2,462     $390,467
  FNMA ...................................     71,597           63        1,315       70,345
  FHLMC ..................................     39,129           --        1,193       37,936
  GNMA ...................................     18,341          122           --       18,463
                                             --------     --------     --------     --------
                                             $519,596     $  2,585     $  4,970     $517,211
                                             ========     ========     ========     ========

  Weighted average yield.................        4.19%

December 31, 2002:
  Collateralized mortgage obligations ...    $ 83,099     $  1,659     $     23     $ 84,735
  FNMA...................................      13,073          273           --       13,346
                                             --------     --------     --------     --------
                                             $ 96,172     $  1,932     $     23     $ 98,081
                                             ========     ========     ========     ========

  Weighted average yield.................        4.69%


Held-to-maturity securities:

December 31, 2003:
  Collateralized mortgage obligations....    $  1,785     $      1     $     --     $  1,786
  FNMA...................................          --           --           --           --
  FHLMC..................................          29            1           --           30
                                             --------     --------     --------     --------
                                             $  1,814     $      2     $     --     $  1,816
                                             ========     ========     ========     ========

  Weighted average yield.................        6.18%

December 31, 2002:
  Collateralized mortgage obligations....    $ 13,881     $    345     $     --     $ 14,226
  FNMA...................................      11,614          387           --       12,001
  FHLMC..................................      13,662          595            3       14,254
                                             ---------    --------     --------     --------
                                             $ 39,157     $  1,327     $      3     $ 40,481
                                             ========     ========     ========     ========

  Weighted average yield.................        5.90%


Trading securities:

December 31, 2003:
  Collateralized mortgage obligations....    $ 11,527     $     --     $     --     $ 11,527
                                             --------     --------     --------     --------
                                             $ 11,527     $     --     $     --     $ 11,527
                                             ========     ========     ========     ========

  Weighted average yield.................        4.14%

December 31, 2002:
  Collateralized mortgage obligations....    $ 11,000     $     --     $     --     $ 11,000
                                             ---------    --------     --------     --------
                                             $ 11,000     $     --     $     --     $ 11,000
                                             ========     ========     ========     ========

  Weighted average yield.................        4.42%


                                       40


     At  December  31,  2003,   mortgage-backed   securities  with  book  values
aggregating  $426.2  million  were  pledged as  collateral  for retail  customer
repurchase  agreements,  municipal deposits and Federal Home Loan Bank advances.
Accrued  interest  receivable  relating to  mortgage-backed  securities was $2.0
million and $715,000 at December 31, 2003 and 2002, respectively.  Proceeds from
the sale of mortgage-backed securities available-for-sale were $109.5 million in
2003, resulting in a loss of $109,000. Proceeds from the sale of mortgage-backed
securities classified as held-to-maturity (HTM) were $14.8 million, resulting in
a net gain of $424,000.  These HTM  securities  were sold after the  Corporation
collected more than 85% of the principal outstanding at the time of acquisition,
and therefore these sales are considered  maturities in accordance with SFAS No.
115, Accounting for Certain  Investments in Debt and Equity Securities.  In 2002
proceeds   from   the  sale  of   mortgage-backed   securities   classified   as
available-for-sale were $128.3 million resulting in a gain of $1.7 million. Also
in 2002, proceeds from the sale of mortgage-backed  securities classified as HTM
were $569,000  resulting in a gain of $36,000.  This sale was also  considered a
maturity  consistent  with  SFAS  115.  The cost  bases  of all  mortgage-backed
securities sales are based on specific identification method.

     The Corporation owns $11.5 million of SASCO RM-1 2002 securities, including
accrued interest, classified as "trading." $10.0 million was received as partial
consideration  for  the  sale  of  the  reverse  mortgage  portfolio,  while  an
additional $1.0 million was purchased at par at the time of the  securitization.
These  floating rate notes  represent  the BBB traunche of the reverse  mortgage
securitization  underwritten  by  Lehman  Brothers  and  carry a coupon  rate of
one-month  LIBOR  plus 300 basis  points.  For a further  discussion  of reverse
mortgages,  see the Investment in Reverse  Mortgages  discussion in Management's
Discussion and Analysis and Note 6 to the Financial Statements.

     At the time of the acquisition of these securities it was the Corporation's
intent to sell  these  securities  in the near term.  Therefore,  based on rules
promulgated  under SFAS 115, the  securities  were  classified  as "trading." An
active market for these securities has not developed since the issuance,  but it
continues to be the intent of the  Corporation  to sell these  securities if and
when an  active  market  develops.  Since  there is no active  market  for these
securities,  the  Corporation  has used the guidance under SFAS 115 to provide a
reasonable estimate of fair value. The Corporation utilized matrix pricing and a
fundamental  analysis  of  the  actual  cash  flows  of the  underlying  reverse
mortgages  to estimate a  reasonable  fair value as of December  31,  2003.  The
Corporation  also obtained a fair value estimate from an independent  securities
dealer.

     At December 31, 2003, the Company owned mortgage-backed securities totaling
$271.9  million  where the  amortized  cost basis  exceeded  fair  value.  Total
unrealized  losses on those  securities  were $5.0 million at December 31, 2003.
This  temporary  impairment  is the result of changes in market  interest  rates
since the  purchase of the  securities.  No security  has been  impaired  for 12
months or longer.  The following table lists the unrealized losses aggregated by
category:



                                             Less than 12 months    12 months or longer            Total
                                             --------------------   ---------------------   ---------------------
                                              Fair     Unrealized     Fair     Unrealized    Fair      Unrealized
                                              Value       Loss        Value       Loss       Value        Loss
                                             --------   ---------   --------   ----------   --------   ----------
                                                                    (Dollars in Thousands)
                                                                                   
Available-for-Sale
   Collateralized mortgage obligations....   $163,561   $  2,462    $     --   $     --     $163,561   $  2,462
   FNMA ..................................     69,204      1,315          --         --       69,204      1,315
   FHLMC .................................     39,129      1,193          --         --       39,129      1,193
                                             --------   --------    --------   --------     --------   --------
     Total temporarily impaired MBS ......   $271,894   $  4,970    $     --   $     --     $271,894   $  4,970
                                             ========   ========    ========   ========     ========   ========


                                       41

6.   INVESTMENT IN AND ACQUISITION OF REVERSE MORTGAGES
- --------------------------------------------------------------------------------

     Reverse  mortgage  loans are  contracts  that  require  the  lender to make
monthly advances throughout the borrower's life or until the borrower relocates,
prepays or the home is sold,  at which time the loan  becomes  due and  payable.
Since reverse  mortgages are  nonrecourse  obligations,  the loan repayments are
generally  limited to the sale  proceeds of the  borrower's  residence,  and the
mortgage balance consists of cash advanced, interest compounded over the life of
the loan and a premium which represents a portion of the shared  appreciation in
the home's value, if any, or a percentage of the value of the residence.

     In 1993, the Corporation acquired a pool of reverse mortgages from the FDIC
and another lender. In 1994, the Corporation purchased  Providential Home Income
Plan, Inc., a California-based  reverse mortgage lender, for approximately $24.4
million.  Providential's  assets at acquisition  primarily consisted of cash and
its investment in reverse mortgages.  Providential's  results have been included
in the Corporation's  consolidated statement of operations since the acquisition
date.

     On  November  22,  2002,  substantially  all of WSFS' $33  million  reverse
mortgage  portfolio was sold,  effective  October 1, 2002,  for a pretax gain of
$101.5 million. The Corporation received $128 million in cash and $10 million in
BBB-rated  mortgage-backed  securities  classified  as  trading  and  options to
acquire  up to 49.9% of the Class "O"  certificates  issued in  connection  with
mortgage-backed security SASCO RM-1 2002. These mortgage-backed  securities were
part of a larger  issuance of  securities  backed,  in part, by the sold reverse
mortgages.  Since this was the sale of a financial  asset,  results are shown in
continuing operations in the accompanying  Financial  Statements,  in accordance
with accounting  principles  generally accepted in the United States of America.
The Corporation  has retained the servicing of these sold reverse  mortgages and
receives $35 per loan per month,  or $244,000 in 2003 and an estimated  $183,000
for 2004. No excess servicing rights were assigned.  Included in the net gain on
sale of reverse  mortgages in 2002 are amounts for  transaction  costs and other
estimates of costs of future obligations,  including an estimated future payment
due to a  participant  in the value  received  for  certain of the sold  reverse
mortgages,  under a  pre-existing  agreement.  On December  31, 2003 the Company
entered into a settlement  agreement in which the Company  agreed to pay a final
settlement  of $2.5  million for all  amounts,  current and future,  due to that
participant  under  the  pre-existing  agreement.  The  Corporation's  remaining
investment  in reverse  mortgages of $193,000 at December 31, 2003  represents a
participation  in reverse  mortgages  with a third party and was not part of the
previously mentioned sale.

     The  Corporation  accounted  for its  investment  in reverse  mortgages  in
accordance  with the  instructions  provided by the staff of the  Securities and
Exchange  Commission  entitled  "Accounting  for Pools of Uninsured  Residential
Reverse  Mortgage  Contracts"  which requires  grouping the  individual  reverse
mortgages into "pools" and recognizing  income based on the estimated  effective
yield of the pool. In computing the effective yield,  the Corporation  projected
the cash inflows and outflows of the pool including actuarial projections of the
life expectancy of the individual  contract holder and changes in the collateral
values of the  residence.  At each reporting  date, a new economic  forecast was
made of the cash  inflows and  outflows of each pool of reverse  mortgages;  the
effective  yield  of  each  pool  was   recomputed,   and  income  was  adjusted
retroactively   and  prospectively  to  reflect  the  revised  rate  of  return.
Accordingly,  because of this quasi-market-value based accounting,  the recorded
value of reverse  mortgage  assets  included  significant  risk  associated with
estimations,  and income varied significantly from reporting period to reporting
period.  For the year ended December 31, 2003, the Corporation  earned $(24,000)
in interest  income on reverse  mortgages  compared to $13.1 million in 2002 and
$10.2 million in 2001. The yield on the portfolio was (3.64)% in 2003,  compared
to 49.73% in 2002 and 29.54% in 2001. The negative yield in 2003 was a result of
the  quasi-market-value  based accounting on the  participation in the remaining
reverse mortgages that were not part of the previously mentioned sale.

     In addition, on January 1, 2002, the Corporation adopted SFAS 142, Goodwill
and Other Intangible Assets.  Statement 142 addresses  financial  accounting and
reporting for acquired  goodwill and other intangible  assets and supersedes APB
Opinion 17, Intangible  Assets. It also addresses how intangible assets that are
acquired  individually or with a group of other assets (i.e.  those not acquired
in a business  combination) should be accounted for in Financial Statements upon
their  acquisition.   Statement  142  also  addresses  how  goodwill  and  other
intangible  assets  should  be  accounted  for after  they  have been  initially
recognized in the Financial  Statements.  Under this Statement,  goodwill can no
longer be  amortized  but instead  must be tested for  impairment  and its value
adjusted  accordingly.  Negative  goodwill is required to be taken into earnings
immediately upon adoption. The Corporation had $1.2 million in negative goodwill
associated  with the 1994 purchase of  Providential  Home Income Plan, Inc. As a
result of adopting this Statement, the Corporation recognized income of $703,000
in 2002 as a  cumulative  effect of a change  in  accounting  principle,  net of
$469,000 in income tax.


                                       42


7.  LOANS
- --------------------------------------------------------------------------------

                                                           December 31,
                                                       2003           2002
                                                       ----           ----
                                                         (In Thousands)
Real estate mortgage loans:
     Residential (1-4 family) .............       $   456,943      $   420,116
     Other ................................           343,270          229,482
Real estate construction loans ............            64,406           67,251
Commercial loans ..........................           293,807          211,437
Consumer loans ............................           186,133          181,851
                                                  -----------      -----------
                                                    1,344,559        1,110,137
Less:
Loans in process ..........................            19,175           10,959
(Deferred fees) unearned income ...........              (421)           1,856
Allowance for loan losses .................            22,386           21,452
                                                  -----------      -----------
     Net loans ............................       $ 1,303,419      $ 1,075,870
                                                  ===========      ===========


     The  Corporation  had  impaired  loans of  approximately  $5.2  million  at
December 31, 2003  compared to $6.5  million at December  31, 2002.  The average
recorded  investment in impaired  loans was $6.1 million,  $7.5 million and $8.1
million during 2003,  2002 and 2001,  respectively.  The allowance for losses on
impaired  loans was $516,000 at December  31,  2003,  as compared to $749,000 at
December 31, 2002. There was no interest income recognized on impaired loans.

     The total amount of loans  serviced for others was $244.7  million,  $234.1
million and $262.2 million at December 31, 2003, 2002 and 2001, respectively.

     Accrued  interest  receivable  on loans  outstanding  was $4.8  million  at
December 31, 2003 and $5.0 million at December 31, 2002 and 2001.

     Nonaccruing loans aggregated $5.2 million, $6.5 million and $7.5 million at
December 31, 2003,  2002 and 2001,  respectively.  If interest on all such loans
had been recorded in accordance  with  contractual  terms,  net interest  income
would have increased by $218,000 in 2003, $599,000 in 2002 and $939,000 in 2001.

     A summary of changes in the allowance for loan losses follows:



                                                                          Year Ended December 31,
                                                                 -----------------------------------------
                                                                     2003        2002         2001
                                                                     ----        ----         ----
                                                                             (In Thousands)
                                                                                
Beginning balance ............................................   $ 21,452     $ 21,597     $ 21,423
     Provision for loan losses ...............................      2,550        2,243        1,865
     Provision for loan losses - businesses held-for-sale.....         --          211          347
     Sale of business held-for-sale ..........................         --         (269)          --
     Loans charged-off .......................................     (2,016)      (3,504)      (2,332)
     Recoveries ..............................................        400        1,174          294
                                                                 --------     --------     --------
Ending balance ...............................................   $ 22,386     $ 21,452     $ 21,597
                                                                 ========     ========     ========


                                       43


8.   ASSETS ACQUIRED THROUGH FORECLOSURE
- --------------------------------------------------------------------------------

                                             December 31,
                                           ---------------
                                           2003       2002
                                           ----       ----
                                            (In Thousands)

Real estate ............................   $301       $904
Less allowance for losses...............     --         --
                                           ----       ----
Ending balance .........................   $301       $904
                                           ====       ====


A summary of changes in the allowance for foreclosed assets follows:

                                                  Year Ended December 31,
                                               ----------------------------
                                                 2003       2002      2001
                                                 ----       ----      ----
                                                       (In Thousands)

Beginning balance........................      $    --    $   253   $   273
Net charge-offs .........................           --        253        20
                                               -------    -------   -------
Ending balance ..........................      $    --    $    --   $   253
                                               =======    =======   =======

9.  PREMISES AND EQUIPMENT
- --------------------------------------------------------------------------------


                                      December 31,
                                 ---------------------
                                  2003          2002
                                  ----          ----
                                    (In Thousands)


Land ........................    $ 1,086       $ 1,086
Buildings ...................      8,614         8,465
Leasehold improvements ......      8,106         6,399
Furniture and equipment......     19,683        19,088
Renovations-in-process ......        386           262
                                 -------       -------
                                  37,875        35,300
Less:
Accumulated depreciation.....     24,530        21,462
                                 -------       -------
                                 $13,345       $13,838
                                 =======       =======

     The Corporation  occupies certain  premises and operates certain  equipment
under  noncancelable  leases with terms ranging from 1 to 25 years. These leases
are accounted for as operating leases. Accordingly,  lease costs are expensed as
incurred.  Rent expense was $1.8 million in 2003, $2.0 million in 2002, and $2.2
million in 2001. Future minimum payments under these leases at December 31, 2003
are as follows:

                                                        (In Thousands)

2004     ...........................................      $   1,873
2005     ...........................................          1,665
2006     ...........................................          1,511
2007     ...........................................          1,208
2008     ...........................................            729
Thereafter .........................................          4,465
                                                          ---------
         Total future minimum lease payments .......      $  11,451
                                                          =========



                                       44


10.  DEPOSITS
- --------------------------------------------------------------------------------

      The following is a summary of deposits by category, including a summary of
the remaining time to maturity for time deposits:

                                                             December 31,
                                                         -------------------
                                                           2003       2002
                                                           ----       ----
                                                           (In Thousands)

Money market and demand:
    Noninterest-bearing demand .......................   $215,819   $182,957
    Money market and interest-bearing demand .........    118,151    109,259
                                                         --------   --------
       Total money market and demand .................    333,970    292,216
                                                         --------   --------

Savings ..............................................    316,976    292,917
                                                         --------   --------

Retail certificates of deposits by maturity:
    Less than one year ...............................    134,114    168,547
    One year to two years ............................     47,582     36,668
    Two years to three years .........................      5,314     26,445
    Three years to four years ........................      2,086      2,721
    Four years to five years .........................      2,195      2,097
    Over five years ..................................        746        315
                                                         --------   --------
       Total retail time certificates ................    192,037    236,793
                                                         --------   --------

Jumbo certificates of deposit-retail, by maturity:
    Less than one year ...............................     30,518     40,441
    One year to two years ............................      8,773      3,879
    Two years to three years .........................        480      5,530
    Three years to four years ........................         --        159
    Four years to five years .........................        163         --
    Over five years ..................................        142        137
                                                         --------   --------
      Total jumbo certificates of deposit-retail .....     40,076     50,146
                                                         --------   --------
Subtotal retail deposits .............................    883,059    872,072
                                                         --------   --------

Jumbo certificates of deposit non-retail, by maturity:
    Less than one year ...............................     39,024     24,734
    One year to two years ............................         --      1,490
    Two years to three years .........................         --         --
    Three years to four years ........................      1,250         --
    Four years to five years .........................         --        100
                                                         --------   --------
       Total jumbo time certificates, non-retail .....     40,274     26,324
                                                         --------   --------

Total deposits .......................................   $923,333   $898,396
                                                         ========   ========

     Time deposits include  certificates of deposit in denominations of $100,000
or more,  which  aggregated $80.3 million and $76.5 million at December 31, 2003
and 2002, respectively. Interest expense, restated for continuing operations, by
category follows:

                                                    Year Ended December 31,
                                                -------------------------------
                                                 2003         2002       2001
                                                 ----         ----       ----
                                                        (In Thousands)

Money market and interest-bearing demand.....   $   315     $   430     $   910
Savings .....................................     1,627       2,914       7,417
Retail time deposits ........................     5,785       8,267      13,197
                                                -------     -------     -------
      Total retail interest expense .........     7,727      11,611      21,524
                                                -------     -------     -------

Jumbo certificates of deposit-non-retail.....       462         419       1,106
Brokered certificates of deposit ............        --          10       2,924
                                                -------     -------     -------

      Total interest expense on deposits        $ 8,189     $12,040     $25,554
                                                =======     =======     =======



                                       45


11.  BORROWED FUNDS
- --------------------------------------------------------------------------------

The following is a summary of borrowed funds by type:



                                                                                           Maximum
                                                                                           Amount                      Weighted
                                                                                         Outstanding     Average       Average
                                                                            Weighted      at Month        Amount       Interest
                                                              Balance at    Average         End         Outstanding      Rate
                                                                End of      Interest     During the     During the    During the
                                                                Period        Rate         Period         Period       Period
                                                              ----------    --------     -----------    -----------   ----------
                                                                                   (Dollars in Thousands)
          2003
          ----

                                                                                                      
FHLB advances............................................     $843,296        2.61%       $843,296      $678,680       3.04%
Trust preferred borrowings...............................       50,000        3.67          50,000        50,000       3.87
Federal funds purchased and securities
  sold under agreements to repurchase ...................      148,381        1.08         158,645        80,152       1.17
Other borrowed funds ....................................       39,381        0.40          48,087        42,307       0.72


          2002
          ----

FHLB advances............................................     $403,500        4.70%       $480,000      $448,103       4.56%
Trust preferred borrowings...............................       50,000        3.97          50,000        50,000       5.13
Federal funds purchased and securities
  sold under agreements to repurchase ...................       25,925        1.34         121,138        79,714       3.37
Other borrowed funds ....................................       36,581        1.00          42,640        36,026       1.27



Federal Home Loan Bank Advances

     Advances  from the Federal Home Loan Bank (FHLB) of  Pittsburgh  with fixed
rates ranging from 1.15% to 5.01% at December 31, 2003 are due as follows:

                                                                   Weighted
                                                                   Average
                                                     Amount         Rate
                                                     ------        --------
                                                     (Dollars in Thousands)

       2004..................................      $  475,000        1.87%
       2005..................................         150,000        2.25
       2006..................................          30,000        2.50
       2012 - 2013...........................          43,296        4.27
                                                   ----------
                                                   $  698,296
                                                   ==========

     Four advances are outstanding at December 31, 2003 totaling $145.0 million,
with a weighted  average  rate of 4.96%  maturing in 2008 and  beyond.  They are
convertible  on a quarterly  basis (at the discretion of the FHLB) to a variable
rate advance based upon the three-month LIBOR rate, after an initial fixed term.
WSFS has the option to prepay  these four  advances  at  predetermined  times or
rates.  Pursuant to collateral agreements with the FHLB, advances are secured by
qualifying first mortgage loans, collateralized mortgage obligations, FHLB stock
and an interest-bearing demand deposit account with the FHLB.

         As a member of the FHLB of Pittsburgh, WSFS is required to acquire and
hold shares of capital stock in the FHLB of Pittsburgh in an amount at least
equal to 5% of its advances (borrowings) from the FHLB of Pittsburgh, plus 0.7%
of the unused borrowing capacity. WSFS was in compliance with this requirement
with an investment in FHLB of Pittsburgh stock at December 31, 2003, of $43.7
million.

     Trust Preferred Borrowings

     On  November  20,  1998,  the  Corporation  issued  $50.0  million of Trust
Preferred securities,  due on December 1, 2028, pursuant to a shelf registration
under the Securities  Act of 1933.  These  securities  were issued at a floating
rate of 250 basis  points  over  three-month  LIBOR,  repricing  quarterly.  The
maturity  date on these  securities  may be shortened to a date not earlier than
December 1, 2003 if certain conditions are met.

     The  Trust  Preferred  securities  were  issued  by  a  subsidiary  of  the
Corporation,  a Delaware  statutory trust, which invested the proceeds in junior
subordinated  debentures  issued by the  Corporation.  The net proceeds from the
sale of Trust Preferred securities were used primarily as replacement  financing
for the early  retirement of other  Corporation  debt. The Corporation  benefits
from reduced  long-term  financing  costs and the flexibility of additional Bank
regulatory capital.

     At the same time, the  Corporation  also entered into an agreement to limit
the interest  rate exposure in the Trust  Preferred  securities by purchasing an
interest rate cap, which  provides a ceiling on  three-month  LIBOR of 6.00% for
the first ten years (expires

                                       46


November  2008).  This limits the net interest rate coupon (or cash paid) on the
Trust  Preferred  securities  to no more than 8.50% through the first ten years.
The  cost of this  interest  rate  cap was  $2.4  million,  which,  prior to the
adoption  of SFAS  133,  was to be  amortized  as a yield  adjustment  over  the
ten-year period. On January 1, 2000, the Corporation  adopted SFAS No. 133 which
changed  the  accounting  treatment  of the cap.  See  Note 19 to the  Financial
Statements for a further discussion.  The effective accounting rate of the Trust
Preferred securities  including  amortization of transactional costs and certain
changes in value of the cap was 3.67% and 3.97% at  December  31, 2003 and 2002,
respectively. The Corporation received payments from the cap of $92,000 in 2001.
The Corporation did not receive any payments in 2002 or 2003.

     Federal Funds Purchased and Securities Sold Under Agreements to Repurchase

     During 2003, WSFS purchased  federal funds as a short-term  funding source.
At December 31, 2003,  WSFS had  purchased  $50.0  million in federal funds at a
rate of 1.03%. At December 31, 2002, WSFS had no federal funds purchased.

     During 2003,  WSFS sold  securities  under  agreements  to  repurchase as a
short-term  funding  source.  At  December  31,  2003,   securities  sold  under
agreements  to  repurchase  had fixed  rates  ranging  from 1.07% to 1.13%.  The
underlying securities are U.S. Government agency securities with a book value of
$99.7  million  at  December  31,  2003.  Securities  sold under  agreements  to
repurchase with the  corresponding  carrying and market values of the underlying
securities are due as follows:



                                                                                   Collateral
                                                                    -----------------------------------------
                                          Borrowing                  Carrying        Market          Accrued
                                           Amount        Rate         Value          Value          Interest
                                          ---------    ---------    ----------     ----------      ----------
                                                                                  
                                                               (Dollars in Thousands)
2003
- ----

Up to 30 days....................         $  98,381       1.11%     $  99,739      $  98,867       $     792
                                          =========                 =========      =========       =========

2002
- ----

Up to 30 days....................         $  25,925       1.34%     $  28,291      $  28,291       $     151
                                          =========                  =========      =========      =========

     Other Borrowed Funds

     Included in other  borrowed  funds are  collateralized  borrowings of $39.4
million  and  $36.6  million  at  December  31,  2003  and  2002,  respectively,
consisting of outstanding retail repurchase agreements, contractual arrangements
under which  portions of certain  securities  are sold on an overnight  basis to
retail   customers  under   agreements  to  repurchase.   Such  borrowings  were
collateralized  by  mortgaged-backed  securities.  The  average  rates  on these
borrowings were .40% and 1.00% at December 31, 2003 and 2002, respectively.

12.  STOCKHOLDERS' EQUITY
- --------------------------------------------------------------------------------

     Under  Office of Thrift  Supervision  (OTS)  capital  regulations,  savings
institutions  such as WSFS,  must maintain  "tangible"  capital equal to 1.5% of
adjusted  total assets,  "core"  capital equal to 4.0% of adjusted total assets,
"Tier  1"  capital  equal  to  4.0%  of  risk-weighted  assets  and  "total"  or
"risk-based"  capital (a combination of core and "supplementary"  capital) equal
to 8.0% of risk-weighted  assets.  Failure to meet minimum capital  requirements
can initiate certain mandatory - and possibly additional discretionary - actions
by regulators that, if undertaken,  could have a direct material effect on WSFS'
Financial Statements. At December 31, 2003 and 2002, WSFS was in compliance with
regulatory capital requirements and was deemed a "well-capitalized" institution.

     The following  table presents  WSFS'  consolidated  capital  position as of
December 31, 2003 and 2002:


                                                                                                      To Be Well-Capitalized
                                                        Consolidated             For Capital          Under Prompt Corrective
                                                        Bank Capital          Adequacy Purposes          Action Provisions
                                                     -------------------     --------------------     -----------------------
                                                     Amount      Percent     Amount      Percent      Amount         Percent
                                                     ------      -------     ------      -------      ------         -------
                                                                            (Dollars in Thousands)
                                                                                                  
 As of December 31, 2003:
   Total Capital (to risk-weighted assets)......    $246,967     17.94%      $110,103      8.00%      $ 137,629       10.00%
   Core Capital (to adjusted tangible assets)...     235,019     10.63         88,413      4.00         110,516        5.00
   Tangible Capital (to tangible assets)........     235,019     10.63         33,155      1.50             N/A         N/A
   Tier 1 Capital (to risk-weighted assets).....     235,019     17.08         55,051      4.00          82,577        6.00

 As of December 31, 2002:
   Total Capital (to risk-weighted assets).....    $ 245,470     20.12%      $ 97,583      8.00%      $ 121,978       10.00%
   Core Capital (to adjusted tangible assets)..      235,868     13.74         68,665      4.00          85,831        5.00
   Tangible Capital (to tangible assets).......      235,868     13.74         25,749      1.50             N/A         N/A
   Tier 1 Capital (to risk-weighted assets)....      235,868     19.34         48,791      4.00          73,187        6.00



                                       47


     The Corporation has a simple capital structure with one class of $ 0.01 par
common stock  outstanding,  each share having equal voting rights.  In addition,
the Corporation has authorized 7,500,000 shares of $0.01 par preferred stock. No
preferred  stock was  outstanding  at  December  31,  2003 and  2002.  The Trust
Preferred  securities  issued  in  1998  qualify  as  Tier 1  capital.  WSFS  is
prohibited from paying any dividend or making any other capital distribution if,
after making the distribution, WSFS would be undercapitalized within the meaning
of the OTS  Prompt  Corrective  Action  regulations.  Since  1996,  the Board of
Directors has approved  several stock  repurchase  programs to reacquire  common
shares.  As part of  these  programs,  the  Corporation  acquired  approximately
1,601,600  shares in 2003 and 490,000  shares in 2002. At December 31, 2003, the
Corporation held 7.8 million shares of its common stock in the treasury.

     The Holding Company

     Although the holding company does not have significant  assets or engage in
significant  operations  separate from WSFS, the Corporation has agreed to cause
WSFS' required  regulatory capital level to be maintained by infusing sufficient
additional  capital as necessary.  In November 1998, the Corporation  issued $50
million of Trust Preferred  securities at a variable  interest rate of 250 basis
points over the three-month LIBOR rate. At December 31, 2003, the coupon rate on
these  securities  was 3.67% with a scheduled  maturity of December 1, 2028. The
Corporation  purchased an interest rate cap that effectively  limits three-month
LIBOR to 6.00% until 2008.  The effective  rate of these  securities,  including
amortization  of issuance  costs and the cost of the interest rate cap was 3.93%
at December 31, 2003. The effective rate will vary, however, due to fluctuations
in  interest  rates.  See  Note  19 to  the  Financial  Statements  for  further
discussion  of the  interest  rate cap.  These  securities  were  issued by WSFS
Financial  Corporation's  unconsolidated  affiliate,  WSFS Capital  Trust I. The
proceeds from the issue were invested in Junior  Subordinated  Debentures issued
by WSFS Financial  Corporation.  These securities are treated as borrowings with
the  interest  included in interest  expense on the  consolidated  statement  of
operations.  See  Notes 11 and 19 to the  Financial  Statements  for  additional
information. The proceeds were used primarily to extinguish higher rate debt and
for general corporate purposes.

     Pursuant  to  federal  laws and  regulations,  WSFS'  ability  to engage in
transactions with affiliated corporations is limited, and WSFS generally may not
lend funds to nor guarantee indebtedness of the Corporation.

13.  ASSOCIATE (EMPLOYEE) BENEFIT PLANS
- --------------------------------------------------------------------------------

Associate 401(k) Savings Plan

     Certain  subsidiaries of the Corporation maintain a qualified plan in which
Associates  may  participate.  Participants  in the plan may  elect to  direct a
portion of their wages into  investment  accounts  that  include  professionally
managed  mutual  and money  market  funds and the  Corporation's  common  stock.
Generally,  the principal and earnings thereon are tax deferred until withdrawn.
The Company matches a portion of the Associates'  contributions and periodically
makes discretionary contributions based on Company performance into the plan for
the benefit of  Associates.  To that end,  in each of December  2002 and January
2003,  the  Corporation  set aside  $343,000  of its gain on the sale of reverse
mortgages  and WF as special  contributions  to the Associate  401(k) plan.  The
Corporation's  total cash  contributions to the plan on behalf of its Associates
resulted in a cash expenditure of $1.3 million,  $848,000 and $892,000 for 2003,
2002 and 2001, respectively. The plan purchased 56,000, 72,000 and 91,000 shares
of common stock of the Corporation during 2003, 2002 and 2001, respectively.

     All Company  contributions are made in the form of the Corporation's common
stock that Associates may transfer to various other investment  vehicles without
any significant restrictions.

     Postretirement Benefits

     The Corporation shares certain costs of providing health and life insurance
benefits to retired  Associates (and their eligible  dependents).  Substantially
all  Associates  may become  eligible  for these  benefits if they reach  normal
retirement age while working for the Corporation.

     The Corporation  accounts for its obligations  under the provisions of SFAS
No. 106, Employers' Accounting for Postretirement  Benefits Other Than Pensions.
SFAS 106  requires  that  the  costs of these  benefits  be  recognized  over an
Associate's  active working career.  Disclosures are in accordance with SFAS No.
132,  Employer's  Disclosure About Pensions and Other  Postretirement  Benefits,
that standardized the applicable disclosure requirements.

     On  December  8,  2003,   President  Bush  signed  into  law  the  Medicare
Prescription  Drug,  Improvement and Modernization Act of 2003 (the "Act").  The
Act expanded Medicare to include,  for the first time, coverage for prescription
drugs. The Corporation  sponsors a retiree medical program and expects that this
legislation will eventually reduce its costs for this program.

                                       48


     At this point,  the  Corporation's  investigation  into its response to the
legislation  is  preliminary,   as  management   awaits  guidance  from  various
governmental and regulatory  agencies  concerning the requirements  that must be
met to obtain these cost  reductions as well as the manner in which such savings
should be  measured.  Based on this  preliminary  analysis,  it appears that the
Corporation's  retiree  medical plan will need to be changed in order to qualify
for beneficial treatment under the Act.

     Because of the uncertainties related to the Corporation's  response to this
legislation  and the  appropriate  accounting  methodology  for this event,  the
Corporation has elected to defer financial recognition of this legislation until
the FASB issues final  accounting  guidance.  When issued,  that guidance  could
require the Corporation to change previously reported information. This deferral
election is permitted under FASB Staff Position FAS 106-1.

The following  disclosures  are in  accordance  with SFAS No. 132 (as revised in
2003) and were measured at January 1, 2004:



                                                         2003       2002       2001
                                                         ----       ----       ----
                                                           (Dollars in Thousands)
                                                                  
Change in benefit obligation:
Benefit obligation at beginning of year ............   $ 1,815    $ 1,430    $ 1,086
Service Cost .......................................        74         59         37
Interest cost ......................................       119        100         78
Actuarial loss .....................................       169        298        364
Benefits paid ......................................       (94)       (72)      (135)
                                                       -------    -------    -------
      Benefit obligation at end of year ............   $ 2,083    $ 1,815    $ 1,430
                                                       =======    =======    =======

Change in plan assets:
Fair value of plan assets at beginning of year......   $    --    $    --    $    --
Employer contributions .............................        94         72        135
Benefits paid ......................................       (94)       (72)      (135)
                                                       -------    -------    -------
      Fair value of plan assets at end of year......   $    --    $    --    $    --
                                                       =======    =======    =======

Funded status:
Funded status ......................................   $(2,083)   $(1,815)   $(1,430)
Unrecognized transition obligation .................       552        613        675
Unrecognized net loss ..............................       563        407        109
                                                       -------    -------    -------
      Net amount recognized ........................   $  (968)   $  (795)   $  (646)
                                                       =======    =======    =======

Components of net periodic benefit cost:
Service cost .......................................   $    97    $    74    $    60
Interest cost .....................................        122        119        100
Amortization of transition obligation ..............        61         61         61
Net loss recognition ...............................        21         13         --
                                                       -------    -------    -------
      Net periodic benefit cost ....................   $   301    $   267    $   221
                                                       =======    =======    =======

Sensitivity analysis of healthcare cost trends:
Effect of +1% on service cost plus interest cost.....  $     2    $     2    $    --
Effect of -1% on service cost plus interest cost.....       --         (1)        --
Effect of +1% on APBO................................       15          9          5
Effect of -1% on APBO................................       (8)        (3)        (2)


Assumptions used to value the Accumulated
  Postretirement Benefit Obligation (APBO):
       Discount rate.................................     6.00%      6.75%      7.25%
       Health care cost trend rate...................     5.50%      6.00%      6.50%


     The  Corporation  assumes  that the average  annual  rate of  increase  for
medical  benefits will decrease by one-half of 1% per year and  stabilizes at an
average  increase of 5% per annum.  The costs incurred for retirees' health care
are limited since certain  current and all future  retirees are restricted to an
annual  medical  premium  cap  indexed  (since  1995) by the lesser of 4% or the
actual  increase in medical  premiums paid by the  Corporation.  For 2003,  this
annual  premium cap amounted to $1,972 per retiree.  The  Corporation  estimates
that it will contribute approximately $114,000 to the plan during fiscal 2004.

                                       49

14.  TAXES ON INCOME
- --------------------------------------------------------------------------------

The  Corporation  and its  subsidiaries  file a consolidated  federal income tax
return and separate state income tax returns.  The income tax provision consists
of the following:


                                                            Year Ended December 31,
                                                       ---------------------------------
                                                         2003        2002       2001
                                                         ----        ----       ----
                                                                         (In Thousands)
                                                                    
From current operations:
Current income taxes:
     Federal taxes .................................   $ 11,212    $ 34,635    $  5,017
     State and local taxes .........................      1,695       3,543       1,039
  Deferred income taxes:
     Federal taxes .................................     (1,943)      5,976       2,494
     State and local taxes .........................         --          --          --
                                                       --------    --------    --------
           Subtotal ................................     10,964      44,154       8,550
                                                       --------    --------    --------
From discontinued operations:
Current income taxes:
     Federal taxes .................................     26,826       9,247       4,645
     State and local taxes .........................      2,210         778         174
  Deferred income taxes:
     Federal taxes .................................     (4,258)     (2,494)     (6,307)
     State and local taxes .........................       (878)       (547)      1,308
                                                       --------    --------    --------
           Subtotal ................................     23,900       6,984        (180)
                                                       --------    --------    --------

Current taxes from adoption of accounting principle:
     Federal taxes on SFAS 142 adoption ............         --         469          --
                                                       --------    --------    --------
           Subtotal ................................         --         469          --
                                                       --------    --------    --------
           Total ...................................   $ 34,864    $ 51,607    $  8,370
                                                       ========    ========    ========


     Current  federal income taxes include taxes on income that cannot be offset
by net operating loss carryforwards.

     Deferred income taxes reflect the net tax effects of temporary  differences
between the carrying  amounts of assets and liabilities for financial  reporting
purposes  and the  amounts  used for income tax  purposes.  The  following  is a
summary of the significant  components of the Corporation's  deferred tax assets
and liabilities as of December 31, 2003 and 2002:


                                                                 2003        2002
                                                               --------    ---------
                                                                  (In Thousands)
                                                                   
Deferred tax liabilities:
     Accelerated depreciation ..............................   $(16,453)   $(21,958)
     Other .................................................        (22)        (18)
     Investments in non-wholly owned subsidiaries ..........         --      (4,866)
     Unrealized gains on available-for-sale securities......         --        (583)
                                                               --------    --------
Total deferred tax liabilities .............................    (16,475)    (27,425)
                                                               --------    --------

Deferred tax assets:
     Bad debt deductions ...................................     18,149      16,591
     Tax credit carryforwards ..............................        150         150
     Net operating loss carryforwards ......................      5,020       5,778
     Loan fees .............................................         68          99
     Discontinued operations ...............................      3,154       4,042
     Reserves and other ....................................      1,469       3,201
     Capital loss carryforwards ............................         --       1,438
     Unrealized losses on available-for-sale securities.....      1,046          --
                                                               --------    --------
Total deferred tax assets ..................................     29,056      31,299
                                                               --------    --------

Valuation allowance ........................................     (2,377)     (2,377)
                                                               --------    --------
Net deferred tax asset .....................................   $ 10,204    $  1,497
                                                               ========    ========

                                       50


     Included in the table above is the effect of certain temporary  differences
for which no  deferred  tax  expense  or  benefit  was  recognized.  Such  items
consisted  primarily of unrealized  gains and losses on certain  investments  in
debt and equity securities  accounted for under SFAS 115 and certain adjustments
in  non-wholly  owned  subsidiaries.   A  decrease  in  2002  for  deferred  tax
liabilities  of  investments  in  non-wholly  owned  subsidiaries  for  which no
deferred tax benefit was recognized was $434,000.

     Based on the  Corporation's  history of prior earnings and its expectations
of the future,  it is anticipated that operating income and the reversal pattern
of its  temporary  differences  will,  more likely than not,  be  sufficient  to
realize a net  deferred  tax asset of $10.2  million at December  31,  2003.  No
adjustments  to the valuation  allowance  were made in 2003.  Adjustments to the
valuation  allowance  were made in 2002 to reflect the lapsing of  uncertainties
related to certain tax benefits that were deemed to be realizable as a result of
the closure of an IRS  examination  along with the sale of the reverse  mortgage
portfolio.  Further  adjustments  to the valuation  allowance  were made in 2002
concerning  previously  unrecorded  tax  benefits  related  to  C1FN  that  were
realizable  as a result of the sale of WF.  This was offset by  adjustments  for
benefits  previously  recognized for state tax net operating losses that are not
realizable due to changes in state tax law enacted in 2002.  The  adjustments to
the valuation  allowance in 2001 were based on the  realization of certain state
net operating loss tax benefits  relating to the  discontinuance  of the leasing
company.

     At December 31,  2003,  approximately  $4.5  million in gross  deferred tax
assets of the Corporation  were related to net operating  losses and tax credits
attributable  to a former  subsidiary.  The Corporation has assessed a valuation
allowance  of $2.0  million  on a portion  of these  deferred  tax assets due to
limitations imposed by the Internal Revenue Code.

     Approximately  $950,000 in gross deferred tax assets of the  Corporation at
December 31, 2003 are related to state tax net operating losses. The Company has
assessed a valuation  allowance  of $419,000 on a portion of these  deferred tax
assets due to such net operating losses expiring before being utilized.

     In 2002, the Internal Revenue Service (IRS) concluded an examination of the
Corporation's  federal  income tax returns for all the years ended  December 31,
2000.  The income tax provision for the year ended December 31, 2002 was reduced
by $894,000  primarily as a result of the favorable  resolution of tax authority
examinations and tax return settlements.

     Net operating loss carryforwards (NOLs) of $27.7 million remain at December
31, 2003.  The  expiration  dates and amounts of such  carryforwards  are listed
below:

                                          Federal    State
                                          -------    -----
                                           (In Thousands)

2007...................................   $    --   $11,180
2008...................................     4,879        --
2009...................................     6,755        --
2018...................................        --     4,853
                                          -------   -------
                                          $11,634   $16,033
                                          =======   =======

     The  Corporation's  ability to use its federal NOLs to offset future income
is subject to restrictions  enacted in Section 382 of the Internal Revenue Code.
These  restrictions  limit  a  company's  future  use  of  NOLs  if  there  is a
significant  ownership change in a company's stock (an "Ownership Change").  The
utilization  of  approximately  $11.6  million of  federal  net  operating  loss
carryforwards is limited to approximately  $1.3 million each year as a result of
such Ownership Change in a former subsidiary's stock.

     A  reconciliation  setting forth the differences  between the effective tax
rate of the Corporation and the U.S. Federal statutory tax rate is as follows:

                                             Year Ended December 31,
                                             -----------------------
                                             2003     2002     2001
                                             ----     ----     ----

Statutory federal income tax rate ......     35.0%    35.0%    35.0%
State tax net of federal tax benefit ...      1.2      1.5      5.0
Interest income 50% excludable .........     (0.8)    (0.5)    (2.9)
Utilization of loss carryforwards and
  valuation allowance adjustments.......       --     (1.9)    (3.3)
Other ..................................      0.2     (0.3)    (0.9)
                                             ----     ----     ----
Effective tax rate .....................     35.6%    33.8%    32.9%
                                             ====     ====     ====


                                       51

15.  STOCK OPTION PLANS
- --------------------------------------------------------------------------------

     The Corporation has stock options  outstanding under two stock option plans
(collectively,  "Option  Plans") for officers,  directors and  Associates of the
Corporation  and its  subsidiaries.  The 1986 Stock  Option Plan  ("1986  Plan")
expired in 1996,  on the tenth  anniversary  of its  effective  date.  No future
awards may be granted  under the 1986 Plan.  The 1997 Stock  Option  Plan ("1997
Plan") was approved by  shareholders  to replace the expired 1986 Plan. The 1997
Plan will terminate on the tenth  anniversary of its effective date, after which
no awards may be granted.  The number of shares  reserved for issuance under the
1997 Plan is  1,615,000.  At  December  31,  2003,  there  were  440,805  shares
available for future grants under the 1997 Plan.

     The Option Plans  provide for the granting of  incentive  stock  options as
defined in Section  422 of the  Internal  Revenue  Code as well as  nonincentive
stock options  (collectively,  "Stock Options"),  phantom stock awards and stock
appreciation  rights.  All  awards are to be granted at not less than the market
price of the  Corporation's  common stock on the date of the grant and expire no
later  than ten years  from the grant  date.  All Stock  Options  granted  after
October 1996 are  exercisable one year from grant date and vest in 20% per annum
increments. Generally, all awards become immediately exercisable in the event of
a change in control, as defined within the Option Plans.

     A summary of the status of the  Corporation's  Option  Plans as of December
31, 2003,  2002 and 2001,  and changes  during the years then ended is presented
below:


                                                   2003                          2002                           2001
                                                 ---------                    ----------                      ---------
                                                 Weighted-                     Weighted-                      Weighted-
                                                  Average                       Average                        Average
                                      Shares   Exercise Price     Shares     Exercise Price      Shares     Exercise Price
                                      ------   --------------     ------     --------------      ------     --------------
                                                                                        
Stock Options:
Outstanding at beginning of year    1,080,060      $ 16.33       1,001,605       $ 14.42         826,345      $ 13.85
Granted                                91,455        42.52         125,075         30.83         196,500        16.51
Exercised                            (220,441)       13.86         (36,070)        14.35          (9,360)        9.44
Canceled                              (12,810)       14.55         (10,550)        14.28         (11,880)       13.41
                                    ---------                    ---------                     ---------
Outstanding at end of year            938,264        19.49       1,080,060         16.33       1,001,605        14.42

Exercisable at end of year            436,863        15.70         466,194         14.55         312,589        14.52

Weighted-average fair value
 of awards granted                  $    9.19                    $    8.73                     $    5.73

     The Black-Scholes option-pricing model was used to determine the grant-date
fair-value  of options.  Significant  assumptions  used in the model  included a
weighted-average risk-free rate of return of 3.3% in 2003, 2.6% in 2002 and 4.4%
in 2001;  expected  option life of six years for all awards;  and expected stock
price  volatility of 17% in 2003,  26% in 2002 and 24% in 2001. For the purposes
of this option pricing model 1% was used as the expected dividend yield.

     The Black-Scholes and other  option-pricing  models assume that options are
freely  tradable  and  immediately  vested.  Since  executives'  options are not
transferable,  have long vesting provisions, and are subject to trading blackout
periods imposed by the Company,  the value calculated by the Black-Scholes model
may significantly overstate the true economic value of the options.

     SFAS No. 123, Accounting for Stock-based Compensation, encourages, but does
not require, the adoption of fair-value accounting for stock-based  compensation
to  Associates.  The Company,  as  permitted,  has elected not to adopt the fair
value  accounting  provisions  of SFAS 123,  and has instead  continued to apply
Accounting Principles Board Opinion 25 and related interpretations in accounting
for the Stock Plans and to provide the  required pro forma  disclosures  of SFAS
123. Had the  grant-date  fair-value  provisions of SFAS 123 been  adopted,  the
Corporation would have recognized pretax compensation expense of $1.1 million in
2003, $1.2 million in 2002 and $1.3 million in 2001 related to its Option Plans.
As a result,  pro forma income from  continuing  operations for the  Corporation
would have been $20.5  million in 2003, $ 87.3 million in 2002 and $17.0 million
in 2001. Pro forma diluted  earnings per share from continuing  operations would
have been $2.49 in 2003, $9.26 in 2002 and $1.75 in 2001.

     The  effects  on pro forma net  income and  diluted  earnings  per share of
applying  the  disclosure  requirement  of  SFAS  123 in past  years  may not be
representative  of the future pro forma effects on net income and EPS due to the
vesting  provisions  of the options and future  awards that are  available to be
granted.

                                       52


     The  following   table   summarizes  all  stock  options   outstanding  and
exercisable  for Option  Plans as of December  31,  2003,  segmented by range of
exercise prices:



                                     Outstanding                           Exercisable
                    --------------------------------------------     ----------------------
                                   Weighted-       Weighted-                      Weighted-
                                    Average         Average                        Average
                                    Exercise       Remaining                       Exercise
                    Number           Price     Contractual Life      Number        Price
                    ------         ---------   ----------------      ------       ---------
Stock Options:

                                                                 
$ 8.87-$13.30       214,720        $ 11.34        6.5 years          115,220       $ 11.37
$13.31-$17.74       504,574          15.99        6.5 years          275,788         15.89
$17.75-$22.17        25,100          18.81        3.7 years           25,100         18.81
$31.04-$35.48       111,415          33.27        9.0 years           20,755         33.40
$35.49-$39.91           410          37.77        9.5 years               --            --
$39.92-$44.35        82,045          43.73       10.0 years               --            --
                    -------                                          -------

Total               938,264         $19.49        7.0 years          436,863        $15.70
                    =======                                          =======


16.  COMMITMENTS AND CONTINGENCIES
- --------------------------------------------------------------------------------

     Lending Operations

     At December 31, 2003, the  Corporation  had commitments to extend credit of
$271.6  million.  Consumer  lines of credit totaled $60.4 million of which $50.5
million  was  secured by real  estate.  Outstanding  letters of credit were $7.4
million and outstanding commitments to make or acquire mortgage loans aggregated
$23.3 million.  Approximately  $9.0 million of which were at fixed rates ranging
from 4.63% to 7.25%,  and  approximately  $14.3  million were at variable  rates
ranging  from 3.88% to 6.88%.  All  mortgage  commitments  are  expected to have
closing dates within a six-month period.

     Data Processing Operations

     In  September  2000,  the Company  entered into a five-year  contract  with
MCI/WorldCom  and  Intergraph  Corporation  to manage  network  operations.  The
projected amount (in thousands) of future minimum payments  contractually due is
as follows:


       2004.......................................     $1,280
       2005.......................................      1,344

     In October  2002,  the  Company  entered  into a 7 1/2-year  contract  with
Metavante  Corporation  for data  processing  and other  related  services.  The
projected amount of future minimum payments  contractually due (in thousands) is
as follows:

       2004.......................................     $2,060
       2005.......................................      2,096
       2006.......................................      2,132
       2007.......................................      2,168
       2008.......................................      2,204
       2009.......................................      2,240
       2010.......................................        569

     Legal Proceedings

     In the  ordinary  course of  business,  the  Corporation,  the Bank and its
subsidiaries  are subject to legal  actions  that  involve  claims for  monetary
relief.  Based upon information  presently  available to the Corporation and its
counsel,  it  is  the  Corporation's   opinion  that  any  legal  and  financial
responsibility  arising from such claims will not have a material adverse effect
on the Corporation's results of operations.

     The Bank,  as successor to  originators,  is from time to time  involved in
arbitration or litigation with reverse mortgage loan borrowers or with the heirs
of  borrowers.  Because  reverse  mortgages  are a  relatively  new and uncommon
product,  there can be no assurances regarding how the courts or arbitrators may
apply existing legal  principles to the  interpretation  and  enforcement of the
terms and conditions of the Bank's reverse mortgage rights and obligations.

     Financial Instruments With Off-Balance Sheet Risk

     The Corporation is a party to financial  instruments with off-balance sheet
risk in the normal course of business  primarily to meet the financing  needs of
its customers.  To varying degrees, these financial instruments involve elements
of  credit  risk  that  are not  recognized  in the  Consolidated  Statement  of
Condition.

                                       53


     Exposure to loss for  commitments  to extend credit and standby  letters of
credit written is represented by the  contractual  amount of those  instruments.
The  Corporation   generally  requires  collateral  to  support  such  financial
instruments  in  excess  of the  contractual  amount  of those  instruments  and
essentially  uses the same credit policies in making  commitments as it does for
on-balance sheet instruments.


     The  following   represents  a  summary  of  off-balance   sheet  financial
instruments at year-end:

                                                               December 31,
                                                           -------------------
                                                             2003       2002
                                                             ----       -----
                                                               (In Thousands)
Financial instruments with contract amounts which
   represent potential credit risk:
       Construction loan commitments ....................  $ 40,123   $ 41,412
       Commercial mortgage loan commitments .............    29,691      6,518
       Commercial loan commitments ......................   110,752     42,373
       Commercial standby letters of credit .............     7,338      4,262
       Residential mortgage loan commitments ............    23,299     28,226
       Consumer lines of credit .........................    60,401     66,516

     Commitments  to extend credit are  agreements to lend to a customer as long
as  there  is no  violation  of  any  condition  established  in  the  contract.
Commitments  generally have fixed expiration dates or other termination  clauses
and may require  payment of a fee. Since many of the commitments are expected to
expire without being completely drawn upon, the total commitment  amounts do not
necessarily  represent future cash  requirements.  Standby letters of credit are
conditional  commitments  issued to guarantee the performance of a customer to a
thirdparty.  The  Corporation  evaluates each  customer's  creditworthiness  and
obtains collateral based on management's credit evaluation of the counterparty.

     During 2003,  WSFS entered  into  certain  agreements  that provide for the
assumption  of credit and market risk by WSFS for the benefit of a secured party
in a multi-party swap  transaction.  The agreements  guarantee  payment upon the
occurrence of an event of default by the other party to the  transaction.  WSFS'
obligation  in the  agreements  is in  conjunction  with  its  participation  in
underlying credits. WSFS' exposure under the agreements is defined as the amount
payable to a secured party by the other party, under the swap agreements, if the
swap  agreements  were  terminated  on such date by the secured  party due to an
event of default by the other party.  The terms of the performance  guarantees a
range from three to eleven years.  As of December 31, 2003,  WSFS  estimates the
maximum  undiscounted  exposure  on these  agreements  is  $923,000.  The  total
carrying value of the liabilities  associated with these commitments were $3,500
at December 31,  2003.  The  underlying  credits at December 31, 2003 were $19.8
million.

     Indemnifications

     Secondary Market Loan Sales. In the normal course of business, WSFS and its
subsidiaries  sell loans in the secondary market. As is customary in such sales,
WSFS provides  indemnification  to the buyer under certain  circumstances.  This
indemnification  may  include  the  repurchase  of loans by WSFS.  In most cases
repurchases and losses are rare, and no provision is made for losses at the time
of sale.

     Sale of C1FN/Everbank.  In 2002, the C1FN/Everbank segment of WSFS was sold
by WSFS and other  shareholders  of C1FN.  In  connection  with the  sale,  WSFS
provided an  indemnification  to the buyer for damages,  if any, that may result
from C1FN  shareholders  bringing  claims  against  the buyer as a result of the
Services Agreement and amendments (collectively,  "Services Agreements") between
WSFS and C1FN  over the life of those  arrangements.  This  indemnification  was
provided by WSFS purely to facilitate the timely sale of  C1FN/Everbank,  and is
not specifically  related to a change in an underlying asset or liability.  This
indemnification  extends  for two  years  from the sale  date and is  capped  at
approximately  $8.2  million.  WSFS  is not  aware  of  any  claims  under  this
indemnification,  and given the facts  and  circumstances  surrounding  both the
Services  Agreements  and the  sale of C1FN,  management  of WSFS  believes  the
likelihood of any payments under this separate  indemnification  is very remote.
As  a  result  of  these   circumstances,   and  the   general   nature  of  the
indemnification,  no  provision  for  loss  has  been  made in  WSFS'  financial
statements at December 31, 2003 or 2002.

     Sale of Wilmington  Finance,  Inc. In January 2003, WSFS completed the sale
of its majority-owned subsidiary, Wilmington Finance, Inc. (WF). As is customary
in the sale of a privately held business, certain indemnifications were provided
by WSFS and the other shareholders of WF to the buyer.

     Indemnifications  provided by the sellers to cover damages incurred by, and
successfully  claimed by the buyer,  fall into four separate  categories.  These
include:  (1)  indemnification  for sellers'  ownership,  which  indemnification
extends  indefinitely and is uncapped in amount;  (2)  indemnification  for tax,
environmental,  and benefit plan related issues,  all of which  indemnifications
extend for their  respective  statute of limitations and are uncapped in amount;
(3) breaches of sellers'  representations  and  warranties  and covenants in the
sale agreement (sellers' breaches indemnification),  which extends for 18 months
from the sale date and are  capped at the  purchase  price  (approximately  $123
million); and (4) protection to the buyer in the event of successful third-party
claims that result from the  operation  of the  business  prior to the sale date
(third-party claims  indemnification).  This third-party claims  indemnification
includes the remaining time limits and dollar limits as follows: (i) from months
13

                                       54


through 18 the dollar limit is $52  million;  and (ii) from months 19 through 30
the dollar  limit is $32  million.  Buyer  must incur $2 million of damages  and
exhaust any related  reserves  provided in the closing  balance  sheet before an
initial dollar claim may be made against the sellers for any third-party  claims
and sellers'  breaches  indemnifications.  Dollar  liability is uncapped for the
indemnifying  party if damages  are due to  willful  misconduct,  fraud,  or bad
faith.

     Generally speaking,  WSFS is proportionately liable for its ownership share
of WF (which is 65%,  after the  exercise of its warrant  just prior to sale) of
the related successful claims under indemnification provisions,  except that, in
order to facilitate the sale,  WSFS agreed to assume a portion of the management
shareholders'   indemnification  obligations.  This  additional  indemnification
totals as much as  approximately  $13 million and was assumed in exchange  for a
payment of $225,000 from the management shareholders.  Because such payment acts
like an insurance  premium,  WSFS has deferred this $225,000 and is accreting it
to income over the life of the 30-month arrangement.

     WSFS is not aware of any claims to date made  under the WF  indemnification
provisions that could result in payment.  Further,  indemnifications provided in
the WF sale agreement are general in nature and not specifically  related to the
changes in an underlying  asset or liability.  Any potential  claims  related to
indemnification  on repurchased loans in the normal course of business have been
provided  for in the closing  balance  sheet and are  further  subject to the $2
million indemnification  threshold.  Therefore,  given these circumstances,  any
amounts  that may be paid under  these  indemnification  provisions  are neither
probable nor reasonably estimable,  or have a  probability-weighted  net present
value of zero. As such,  no additional  provision for losses or deferral of sale
consideration,  other than the amount above, are contemplated as of December 31,
2003.

     There  can  be  no   assurances   those   payments,   if  any,   under  all
indemnifications  provided by the Corporation will not be material or exceed any
reserves that the Company may have established for such contingencies.

17.  FAIR VALUE OF FINANCIAL INSTRUMENTS
- --------------------------------------------------------------------------------

     The reported fair values of financial instruments are based on a variety of
factors.  In certain  cases,  fair values  represent  quoted  market  prices for
identical  or  comparable  instruments.  In other  cases,  fair values have been
estimated  based on  assumptions  regarding  the amount and timing of  estimated
future  cash  flows that are  discounted  to reflect  current  market  rates and
varying degrees of risk.  Accordingly,  the fair values may not represent actual
values of the financial instruments that could have been realized as of year-end
or that will be realized in the future.

     The following  methods and assumptions were used to estimate the fair value
of each class of financial  instruments  for which it is practicable to estimate
that value:

     Cash and  Short-Term  Investments:  For cash  and  short-term  investments,
including  due from  banks,  federal  funds  sold,  securities  purchased  under
agreements  to resell  and  interest-bearing  deposits  with  other  banks,  the
carrying amount is a reasonable estimate of fair value.

     Investments and Mortgage-Backed  Securities:  Fair value for investment and
mortgage-backed securities is based on quoted market prices, where available. If
a quoted  market price is not  available,  fair value is estimated  using quoted
prices for similar securities. The fair value of the Corporation's investment in
reverse  mortgages is based on the net present  value of  estimated  cash flows,
which have been updated to reflect recent external  appraisals of the underlying
collateral.

     Loans:  Fair values are  estimated  for  portfolios  of loans with  similar
financial characteristics.  Loans are segregated by type: commercial, commercial
mortgages,  construction,  residential  mortgages and  consumer.  For loans that
reprice  frequently,  the book value  approximates fair value. The fair value of
other type of loans is estimated by  discounting  expected  cash flows using the
current rates at which similar loans would be made to borrowers with  comparable
credit  ratings  and  for  similar  remaining  maturities.  The  fair  value  of
nonperforming  loans is based on recent  external  appraisals of the  underlying
collateral.  Estimated cash flows,  discounted  using a rate  commensurate  with
current  rates  and the risk  associated  with the  estimated  cash  flows,  are
utilized if appraisals are not available.

     Interest   Rate  Cap:  The  fair  value  is  estimated   using  a  standard
sophisticated option model.

     Deposit  Liabilities:  The fair value of deposits with no stated  maturity,
such as noninterest-bearing  demand deposits,  money market and interest-bearing
demand  deposits  and  savings  deposits,  is  assumed to be equal to the amount
payable on demand.  The carrying  value of variable  rate time deposits and time
deposits that reprice frequently also approximates fair value. The fair value of
the remaining time deposits is based on the discounted value of contractual cash
flows.  The discount  rate is estimated  using the rates  currently  offered for
deposits with comparable remaining maturities.

     Borrowed Funds: Rates currently  available to the Corporation for debt with
similar  terms and  remaining  maturities  are used to  estimate  fair  value of
existing debt.


                                       55

     Off-Balance  Sheet  Instruments:   The  fair  value  of  off-balance  sheet
instruments,  including  commitments  to extend  credit and  standby  letters of
credit,  is  estimated  using the fees  currently  charged to enter into similar
agreements   with   comparable   remaining   terms  and   reflects  the  present
creditworthiness of the counterparties.

The  book  value  and  estimated  fair  value  of  the  Corporation's  financial
instruments are as follows:


                                                                        December 31,
                                                     ------------------------------------------------
                                                              2003                      2002
                                                     ---------------------     ----------------------
                                                        Book        Fair         Book         Fair
                                                        Value       Value        Value        Value
                                                     ----------   --------     --------     ---------
                                                                      (In Thousands)
                                                                              
Financial assets:
     Cash and other investments ..................   $  205,384   $  205,384   $  256,889   $  256,889
     Investment securities .......................      116,295      117,116       21,777       22,850
     Mortgage-backed securities ..................      530,552      530,554      148,238      149,562
     Loans, net ..................................    1,304,877    1,322,748    1,079,386    1,100,478
     Interest rate cap ...........................        1,072        1,072        1,012        1,012
     Short-term forward foreign exchange contracts           --           --           --           --

Financial liabilities:
     Deposits ....................................      923,333      926,292      898,396      901,581
     Borrowed funds ..............................    1,081,058    1,109,272      516,006      533,672


      The estimated fair value of the Corporation's off-balance sheet financial
instruments is as follows:

                                                              December 31,
                                                         ----------------------
                                                          2003            2002
                                                          ----            ----
                                                             (In Thousands)
Off-balance sheet instruments:
     Commitments to extend credit.................       $2,038          $1,185
     Standby letters of credit....................           73              43

18.  PARENT COMPANY FINANCIAL INFORMATION
- --------------------------------------------------------------------------------

Condensed Statement of Financial Condition
                                                   December 31,
                                             ----------------------
                                                2003          2002
                                                ----          ----
                                                  (In Thousands)
Assets:
     Cash ................................   $     662    $   4,395
     Investment in subsidiaries ..........     233,473      224,270
     Investment in interest rate cap .....       1,072        1,012
     Investment in Capital Trust I .......       1,547        1,547
     Other assets ........................       1,473        1,703
                                             ---------    ---------
Total assets .............................   $ 238,227    $ 232,927
                                             =========    =========
Liabilities:
     Borrowings ..........................   $  50,000    $  50,000
     Interest payable ....................         163          174
     Other liabilities ...................          72           81
                                             ---------    ---------
     Total liabilities ...................      50,235       50,255
                                             ---------    ---------
Stockholders' equity:
     Common stock ........................         151          149
     Capital in excess of par value ......      64,738       59,789
     Comprehensive (loss) income .........      (1,748)         904
     Retained earnings ...................     268,797      207,358
     Treasury stock ......................    (143,946)     (85,528)
                                             ---------    ---------
     Total stockholders' equity ..........     187,992      182,672
                                             ---------    ---------
Total liabilities and stockholders' equity   $ 238,227    $ 232,927
                                             =========    =========

                                       56



 Condensed Statement of Operations                            Year Ended December 31,
                                                        -----------------------------------
                                                          2003         2002         2001
                                                          ----         ----         -----
                                                                  (In Thousands)
                                                                       
Income:
     Interest income ................................   $     631    $     353    $     362
     Noninterest income .............................         118          144          187
                                                        ---------    ---------    ---------
                                                              749          497          549
                                                        ---------    ---------    ---------
Expenses:
     Interest expense ...............................       2,023        2,667        3,421
     Other operating expenses .......................        (401)        (714)      (1,111)
                                                        ---------    ---------    ---------
                                                            1,622        1,953        2,310
                                                        ---------    ---------    ---------

Loss before equity in undistributed income of WSFS...        (873)      (1,456)      (1,761)
Equity in undistributed income of WSFS ..............      63,895      102,597       18,844
                                                        ---------    ---------    ---------
Net income ..........................................   $  63,022    $ 101,141    $  17,083
                                                        =========    =========    =========


Condensed Statement of Cash Flows



                                                                               Year Ended December 31,
                                                                          ------------------------------------
                                                                            2003         2002         2001
                                                                            ----         ----         ----
                                                                                (In Thousands)
                                                                                         
Operating activities:
Net income ............................................................   $  63,022    $ 101,141    $  17,083
Adjustments to reconcile net income to net cash
  (used for) provided by operating activities:
     Equity in undistributed income of WSFS ...........................     (63,895)    (102,597)     (18,844)
     Amortization .....................................................          50          383          (93)
     Decrease (increase) in other assets ..............................         160         (154)          88
     Decrease in other liabilities ....................................         (20)         (17)        (209)
                                                                          ---------    ---------    ---------
Net cash used for operating activities ................................        (683)      (1,244)      (1,975)
                                                                          ---------    ---------    ---------

Investing activities:
     Decrease in investment in WSFS ...................................      52,000       16,000       22,500
                                                                          ---------    ---------    ---------
Net cash provided by investing activities .............................      52,000       16,000       22,500
                                                                          ---------    ---------    ---------

Financing activities:
     Issuance of common stock .........................................       4,951          711           94
     Dividends paid on common stock ...................................      (1,583)      (1,733)      (1,542)
     Treasury stock, net of reissuance ................................     (58,418)     (15,208)     (15,727)
                                                                          ---------    ---------    ---------
Net cash used for financing activities ................................     (55,050)     (16,230)     (17,175)
                                                                          ---------    ---------    ---------

(Decrease) increase in cash ...........................................      (3,733)      (1,474)       3,350
Cash at beginning of period ...........................................       4,395        5,869        2,519
                                                                          ---------    ---------    ---------
Cash at end of period .................................................   $     662    $   4,395    $   5,869
                                                                          =========    =========    =========



                                       57

19.  ACCOUNTING FOR DERIVATIVE INSTRUMENTS AND HEDGING
- --------------------------------------------------------------------------------

     The  Corporation  has an  interest-rate  cap with a notional  amount of $50
million,  which limits three-month LIBOR to 6% for the ten years ending December
1, 2008.  The cap is being used to hedge the cash flows on $50  million in Trust
Preferred  floating  rate debt.  The cap was recorded at the date of purchase in
other assets, at a cost of $2.4 million.

     At  July  1,  2002,  the  inception  date  of  the   redesignated   hedging
relationship,  the fair value of the interest  rate cap was $1.6  million.  This
amount was allocated to the respective multiple "caplets" on a fair value basis.
The  change  in each  "caplet's"  respective  allocated  fair  value  amount  is
reclassified  out of other  comprehensive  income and into interest expense when
each of the quarterly interest payments is made on the Trust Preferred debt. The
redesignation  of the  cash  flow  hedge  has the  effect  of  providing  a more
systematic  method  for  amortizing  the  cost  of  the  cap  against  earnings.
Management is not aware of any events that would result in the  reclassification
into  earnings of gains and losses that are  currently  reported in  accumulated
other  comprehensive  income except for those discussed above. The fair value of
the interest rate cap at December 31, 2003 was $1.1 million.

     Everbank entered into short-term  forward exchange  contracts to provide an
effective  fair value hedge on the foreign  currency  denominated  deposits from
fluctuations  that may occur in world  currency  markets.  At December  31, 2001
Everbank had entered into such contracts with notional amounts of $60.4 million.
During the years ended December 31, 2002 and 2001, the expense  associated  with
these hedging  contracts was almost entirely offset by changes in the fair value
of the world  currency  denominated  deposits.  There was no material  impact on
noninterest  income. On November 5, 2002, WSFS sold  C1FN/Everbank and therefore
had no foreign exchange contracts at December 31, 2003.

     While not meeting the definition of a derivative under SFAS 133, related to
its sale of reverse  mortgages in November  2002,  the  Corporation  received as
consideration  a series  of  options  to  acquire  up to 49.9% of the  Class "O"
certificates issued in connection with mortgage-backed security SASCO RM-1 2002.
The aggregate  exercise price of the series of options is $1.0 million.  Because
the net present value of the  estimated  cash flows coming from WSFS' options on
the highly illiquid Class "O" certificates is  significantly  less than the $1.0
million  exercise price,  WSFS has valued the option at $0 at December 31, 2003.
The  option  will be  evaluated  quarterly  for  any  changes  in the  estimated
valuation.

     The  following  depicts  the change in fair market  value of the  Company's
derivatives:


                         Carrying Value              Carrying Value                Carrying Value               Carrying Value
                          at January 1,              at December 31,               at December 31,              at December 31,
                              2001       Activity         2001          Activity        2002         Activity        2003
                         --------------  --------    ---------------    --------   ---------------   --------   ---------------
                                                                           (In Thousands)
                                                                                            
Interest rate cap:
  Intrinsic Value
       Dedsignated cap     $   193       $   396          $   589(1)    $  (589)       $    --       $    --       $    --
  Time Value
       Dedsignated cap       1,804           141(2)         1,945        (1,945)            --            --            --
  Redesignated cap              --            --               --         1,012          1,012            60         1,072
                           -------       -------          -------       -------        -------       -------       -------
                           $ 1,997       $   537          $ 2,534       $(1,522)       $ 1,012       $    60       $ 1,072
                           =======       =======          =======       =======        =======       =======       =======

Foreign Exchange
 Contracts
   Time Value              $ 1,385       $(1,780)(3)      $  (395)      $   395            N/A           N/A           N/A
                           ========      =======          =======       =======         ======       =======       =======

(1)  Included in other comprehensive income, net of taxes.
(2)  Included  in  interest   expense  on  the  hedged  item  (Trust   Preferred
     borrowings).
(3)  Included  in  noninterest  income  and offset by  corresponding  changes in
     foreign currency denominated deposits.

                                       58


20.  SEGMENT INFORMATION

     Under the  definition  of SFAS No. 131,  Disclosures  About  Segments of an
Enterprise and Related Information,  the Corporation has two operating segments:
WSFS  and Cash  Connect,  the ATM  division  of WSFS.  WSFS  provides  financial
products through its retail banking offices to commercial and retail  customers.
Cash Connect provides turnkey ATM services through  strategic  partnerships with
several of the largest networks,  manufacturers and service providers in the ATM
industry.

     Reportable  segments are  business  units that are managed  separately  and
offer different  services to distinct customer bases. The Corporation  evaluates
performance  based on pretax  ordinary  income  relative to resources  used, and
allocates  resources based on these results.  Segment  information for the years
ended December 31, 2003, 2002 and 2001 are shown below.

For the year ended December 31, 2003 (in thousands):



                                                    WSFS      CashConnect      Total
                                                 ----------   -----------   ----------

                                                                 
External customer revenues:
    Interest income ...........................  $   89,299   $        --   $   89,299
    Noninterest income ........................      18,386         7,780       26,166
                                                 ----------   -----------   ----------
Total external customer revenues ..............     107,685         7,780      115,465
                                                 ----------   -----------   ----------

Inter-segment revenues:
    Interest income ...........................       1,110            --        1,110
    Noninterest income ........................         662           747        1,409
                                                 ----------   -----------   ----------
Total inter-segment revenues ..................       1,772           747        2,519
                                                 ----------   -----------   ----------

Total revenue .................................     109,457         8,527      117,984
                                                 ----------   -----------   ----------

External customer expenses:
    Interest expense ..........................      31,301            --       31,301
    Noninterest expenses ......................      45,930         2,786       48,716
    Other depreciation and amortization .......       2,931           320        3,251
                                                 ----------   -----------   ----------
Total external customer expenses ..............      80,162         3,106       83,268
                                                 ----------   -----------   ----------

Inter-segment expense:
    Interest expense ..........................          --         1,110        1,110
    Noninterest expenses ......................         747           662        1,409
                                                 ----------   -----------   ----------
Total inter-segment expenses ..................         747         1,772        2,519
                                                 ----------   -----------   ----------

Total expenses ................................      80,909         4,878       85,787
                                                 ----------   -----------   ----------

Income before taxes and extraordinary item.....  $   28,548   $     3,649       32,197

Provision for income taxes ....................                                 10,964
Gain on sale of businesses held-for-sale ......                                 41,789
                                                                            ----------
Consolidated net income .......................                             $   63,022
                                                                            ==========

Segment assets.................................  $2,089,871   $   117,206   $2,207,077

Capital expenditures...........................  $    2,496   $       301   $    2,797



                                       59


For the year ended December 31, 2002 (in thousands):



                                                                             WSFS        CashConnect     Total
                                                                          ----------     -----------    --------

                                                                                           
External customer revenues:
    Interest income ...................................................   $   94,703      $     --      $   94,703
    Noninterest income ................................................      117,518         6,542         124,060
                                                                          ----------      --------      ----------
Total external customer revenues ......................................      212,221         6,542         218,763
                                                                          ----------      --------      ----------

Inter-segment revenues:
    Interest income ...................................................        1,200            --           1,200
    Non interest income ...............................................          644           726           1,370
                                                                          ----------      --------      ----------
Total inter-segment revenues ..........................................        1,844           726           2,570
                                                                          ----------      --------      ----------

Total revenue .........................................................      214,065         7,268         221,333
                                                                          ----------      --------      ----------

External customer expenses:
    Interest expense ..................................................       33,434            --          33,434
    Noninterest expenses ..............................................       47,450         2,823          50,273
    Other depreciation and amortization ...............................        3,049           538           3,587
                                                                          ----------      --------      ----------
Total external customer expenses ......................................       83,933         3,361          87,294
                                                                          ----------      --------      ----------

Inter-segment expense:
    Interest expense ..................................................           --         1,200           1,200
    Noninterest expenses ..............................................          726           644           1,370
                                                                          ----------      --------      ----------
Total inter-segment expenses ..........................................          726         1,844           2,570
                                                                          ----------      --------      ----------

Total expenses ........................................................       84,659         5,205          89,864
                                                                          ----------      --------      ----------

Income before taxes and extraordinary item.............................   $  129,406      $  2,063         131,469

Provision for income taxes ............................................                                     44,154
Cumulative effect of change in accounting principle....................                                        703
Loss on wind-down of discontinued operation............................                                     (2,766)
Income on discontinued operations of businesses held-for-sale..........                                     14,965
Gain on sale of businesses held-for-sale ..............................                                        924
                                                                                                        ----------
Consolidated net income ...............................................                                 $  101,141
                                                                                                        ==========

Segment assets.........................................................   $1,606,974      $ 98,026      $1,705,000

Capital expenditures...................................................   $    3,373      $    164      $    3,537





                                       60


For the year ended December 31, 2001 (in thousands):



                                                                   WSFS         CashConnect      Total
                                                                -----------     -----------    -----------

                                                                                    
External customer revenues:
    Interest income .........................................   $   101,338    $        --     $   101,338
    Noninterest income ......................................        16,200          4,925          21,125
                                                                -----------    -----------     -----------
Total external customer revenues ............................       117,538          4,925         122,463
                                                                -----------    -----------     -----------

Inter-segment revenues:
    Interest income .........................................         1,325             --           1,325
    Non interest income .....................................           485            692           1,177
                                                                -----------    -----------     -----------
Total inter-segment revenues ................................         1,810            692           2,502
                                                                -----------    -----------     -----------

Total revenue ...............................................       119,348          5,617         124,965
                                                                -----------    -----------     -----------

External customer expenses:
    Interest expense ........................................        46,597             --          46,597
    Noninterest expenses ....................................        43,520          2,795          46,315
    Other depreciation and amortization .....................         2,624            615           3,239
                                                                -----------    -----------     -----------
Total external customer expenses ............................        92,741          3,410          96,151
                                                                -----------    -----------     -----------

Inter-segment expense:
    Interest expense ........................................            --          1,325           1,325
    Noninterest expenses ....................................           692            485           1,177
                                                                -----------    -----------     -----------
Total inter-segment expenses ................................           692          1,810           2,502
                                                                -----------    -----------     -----------

Total expenses ..............................................        93,433          5,220          98,653
                                                                -----------    -----------     -----------

Income before taxes and extraordinary item ..................   $    25,915    $       397          26,312

Provision for income taxes ..................................                                        8,550
Loss on wind-down of discontinued operations ................                                       (2,026)
Income on discontinued operations of businesses held-for-sale                                        1,347
                                                                                               -----------
Consolidated net income .....................................                                  $    17,083
                                                                                               ===========

Segment assets ..............................................   $ 1,866,383    $    47,537     $ 1,913,920

Capital expenditures ........................................   $     1,277    $       257     $     1,534



21.  Subsequent Event
- --------------------------------------------------------------------------------

     Effective January 2004, the Corporation, through its subsidiary, Montchanin
Capital Management,  Inc., acquired a 60% interest in Cypress Capital Management
LLC  (Cypress),  a  Delaware-based  investment  advisory firm serving a national
clientele of primarily high net worth  individuals  with assets under management
of  approximately  $350 million at  acquisition.  Balance  sheet  presentations,
operating  results and  accounting  for minority  interests  will be included in
WSFS'  Financial  Statements  beginning in January 2004.  Under the terms of the
purchase  agreement,  the  Corporation  acquired  its  interest  in Cypress  for
approximately $1.2 million in cash and will purchase the remaining interest over
the next three years at a price based on the trailing  financial  performance of
Cypress.




                                       61

QUARTERLY FINANCIAL SUMMARY  (Unaudited)
- --------------------------------------------------------------------------------


                                                                       Three Months Ended
                               -----------------------------------------------------------------------------------------------
                                12/31/03     9/30/03     6/30/03    3/31/03     12/31/02      9/30/02      6/30/02     3/31/02
                               ---------   ---------   ---------   ---------   ---------    ---------    ---------   ---------
                                                            (In Thousands, Except Per Share Data)
                                                                                           
Interest income ............   $  23,745   $  21,177   $  22,470   $  21,907   $  20,051    $  22,303    $  24,913   $  27,436
Interest expense ...........       7,964       7,778       7,867       7,692       8,053        8,239        8,662       8,480
                               ---------   ---------   ---------   ---------   ---------    ---------    ---------   ---------
Net interest income ........      15,781      13,399      14,603      14,215      11,998       14,064       16,251      18,956
Provision for loan losses ..         525         525         725         775         525          507          504         707
                               ---------   ---------   ---------   ---------   ---------    ---------    ---------   ---------
Net interest income after
   provision for loan losses      15,256      12,874      13,878      13,440      11,473       13,557       15,747      18,249

Noninterest income .........       6,514       6,542       7,300       5,810     107,355        5,953        5,728       5,024
Noninterest expenses .......      12,562      11,526      12,359      12,970      14,878       12,401       12,312      12,026
                               ---------   ---------   ---------   ---------   ---------    ---------    ---------   ---------
Income from continuing
  operations before
  minority interest, taxes
  and accounting change ....       9,208       7,890       8,819       6,280     103,950        7,109        9,163      11,247
                               ---------   ---------   ---------   ---------   ---------    ---------    ---------   ---------
Income tax provision .......       3,020       2,562       3,183       2,199      34,545        2,093        3,356       4,160
                               ---------   ---------   ---------   ---------   ---------    ---------    ---------   ---------

Income from continuing
  operations before
  accounting change ........       6,188       5,328       5,636       4,081      69,405        5,016        5,807       7,087
Change in accounting
   principles, net .........          --          --          --          --          --           --           --         703
                               ---------   ---------   ---------   ---------   ---------    ---------    ---------   ---------
Income from continuing
   operations ..............       6,188       5,328       5,636       4,081      69,405        5,016        5,807       7,790
Income from businesses
   held-for-sale, net of tax          --          --          --          --       6,923        4,292        2,114       1,636
                               ---------   ---------   ---------   ---------   ---------    ---------    ---------   ---------
Loss on wind-down of
   discontinued operations .          --          --          --          --      (2,203)        (563)          --          --
Gain on sale of businesses
   held-for-sale ...........         400          --         208      41,181         187          737           --          --
                               ---------   ---------   ---------   ---------   ---------    ---------    ---------   ---------
Net income .................   $   6,588   $   5,328   $   5,844   $  45,262   $  74,312    $   9,482    $   7,921   $   9,426
                               =========   =========   =========   =========   =========    =========    =========   =========

Earnings per share:
  Basic:
Income from continuing
   operations before
   accounting change .......   $    0.84   $    0.70   $    0.73   $    0.49   $    7.69    $    0.55    $    0.64   $    0.77
Change in accounting
  principles, net ..........          --          --          --          --          --           --           --        0.08
                               ---------   ---------   ---------   ---------   ---------    ---------    ---------   ---------
Income from continuing
  operations ...............        0.84        0.70        0.73        0.49        7.69         0.55         0.64        0.85
Income from businesses
  held-for-sale, net of tax           --          --          --          --        0.77         0.47         0.23        0.18
Loss on wind-down of
    discontinued operations           --          --          --          --       (0.25)       (0.06)          --          --
Gain on sale of businesses
    held-for-sale ..........        0.05          --        0.02        4.92        0.02         0.08           --          --
                               ---------   ---------   ---------   ---------   ---------    ---------    ---------   ---------
Net income.................    $    0.89   $    0.70   $    0.75   $    5.41   $    8.23    $    1.04    $    0.87   $    1.03
                               =========   =========   =========   =========   =========    =========    =========   =========
Diluted:

Income from continuing
   operations before
   accounting change ......... $    0.79   $    0.66   $    0.69   $    0.46    $   7.34    $    0.53    $    0.62   $    0.76
Change in accounting
  principles, net ............        --          --          --          --          --           --           --        0.08
                               ---------   ---------   ---------   ---------   ---------    ---------    ---------   ---------
Income from continuing
  operations .................      0.79        0.66        0.69        0.46        7.34         0.53         0.62        0.84
 Income  from businesses
   held-for-sale, net of tax..        --          --          --          --        0.73         0.45         0.22        0.18
Loss on wind-down of
   discontinued operations ...        --          --          --          --       (0.23)       (0.06)          --          --
Gain on sale of businesses
   held-for-sale .............      0.05          --        0.02        4.68        0.02         0.08           --          --
                               ---------   ---------   ---------   ---------   ---------    ---------    ---------   ---------
Net income ................... $    0.84   $    0.66   $    0.71   $    5.14    $   7.86    $    1.00    $   0.84    $    1.02
                               =========   =========   =========   =========   =========    =========    =========   =========

                                       62




                                                         
Corporate Information

  Annual Meeting                                               Stockholders or others seeking information
  The annual meeting of stockholders                           regarding the Company may call or write:
  will be held   Thursday, April 22, 2004                      WSFS Financial Corporation
  at the Hotel du Pont in Wilmington, Delaware.                Investor Relations
                                                               838 Market Street
                                                               Wilmington, Delaware 19801
                                                               302-571-7184
  Transfer Agent
  American Stock Transfer & Trust Company
  6201 15th Avenue                                             Website
  Brooklyn, NY 11219                                           www.wsfsbank.com

  Independent Auditors                                         Operating Subsidiaries
  KPMG LLP                                                     WSFS Credit Corporation
  1601 Market Street                                           30 Blue Hen Drive
  Philadelphia, PA 19013-7212                                  Newark, DE 19713
                                                               302-283-4500
                                                               Mark A. Turner, President
  Stock Listing
  The Nasdaq Stock Market
  Symbol: WSFS                                                 WSFS Investment Group, Inc.
                                                               7450 Lancaster Pike
                                                               Hockessin, DE 19707
  Market Makers                                                302-235-7610
                                                               Paul G. Toub, President
  Boenning Scattergood, Inc.
  BrokerageAmerica, LLC                                        WSFS Reit, Inc.
  Citigroup Global Markets, Inc.                               227 East Main Street
  Crown Financial Group, Inc.                                  Elkton, MD 21921
  F.J. Morrissey & Co., Inc.                                   410-398-7041
  FIG Partners, LLC                                            Marvin N. Schoenhals, President
  Ferris Baker Watts, Inc.
  Friedman Billings Ramsey & Co.                               Montchanin Capital Management, Inc.
  Goldman Sachs & Company                                      838 Market Street
  Keefe, Bruyette & Woods, Inc.                                Wilmington, DE 19801
  Knight Equity Markets, L.P.                                  302-571-7183
  Merrill Lynch, Pierce, Fenner & Smith, Inc.                  Charles A. Burton, President
  Moors & Cabot, Inc.
  Morgan Stanley & Co., Inc.
  Prudential Equity Group, Inc.
  Ryan Beck & Co., LLC
  Sandler O'Neill & Partners, L.P.
  Schwab Capital Markets L.P.
  Susquehanna Capital Group