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                                                                   EXHIBIT 99(b)



                          GLENWAY FINANCIAL CORPORATION
                                 REVOCABLE PROXY
                         SPECIAL MEETING OF SHAREHOLDERS
                                FEBRUARY 16, 1999

          THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS.

        The undersigned, as a holder of common stock of Glenway Financial
Corporation ("GFCO"), hereby appoints the Board of Directors of GFCO, or any
successors thereto, as Proxies, with the full power of substitution, to
represent and to vote as designated on the reverse of this card all of the
shares of common stock of GFCO which the undersigned is entitled to vote at the
Special Meeting of Shareholders to be held at Dante's Restaurant, Harrison 
and Rybolt Roads, Cincinnati, Ohio, on February 16, 1999, at 2:00 p.m., 
Eastern Time, or any adjournment thereof.

        THIS PROXY MAY BE REVOKED AT ANY TIME BEFORE IT IS EXERCISED.

        SHARES OF COMMON STOCK OF GFCO WILL BE VOTED AS SPECIFIED. UNLESS
OTHERWISE SPECIFIED, THIS PROXY WILL BE VOTED FOR THE PROPOSAL TO ADOPT AN
AGREEMENT OF MERGER, DATED AS OF SEPTEMBER 28, 1998, BY AND AMONG FIDELITY
FINANCIAL OF OHIO, INC. ("FFOH"), FIDELITY ACQUISITION CORPORATION ("FAC"), A
WHOLLY OWNED SUBSIDIARY OF FFOH, AND GFCO. IF ANY OTHER MATTER IS PROPERLY
PRESENTED AT THE SPECIAL MEETING OF SHAREHOLDERS, THE PROXY WILL BE VOTED IN
ACCORDANCE WITH THE JUDGMENT OF THE PERSONS APPOINTED AS PROXIES.

         IMPORTANT: PLEASE DATE AND SIGN THE PROXY ON THE REVERSE SIDE.


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PLEASE MARK YOUR CHOICE LIKE THIS [X] IN BLUE OR BLACK INK



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

                                                            I plan to attend the
                                                            meeting
                                                                 
                                                                    [ ]

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

Proposal to adopt an Agreement of Merger, dated as of September 28, 1998 (the
"Agreement"), by and among FFOH, FAC, and GFCO, which provides, among other
things, for (i) the merger of GFCO with and into FAC (the "Merger") and (ii) the
conversion of each share of common stock of GFCO outstanding immediately prior
to the Merger (other than any shares held by either FFOH or GFCO) into the right
to receive 1.50 shares of FFOH common stock, plus cash in lieu of any fractional
share interest.


                        FOR              AGAINST              ABSTAIN
 
                        [ ]                [ ]                  [ ]



        THE BOARD OF DIRECTORS OF GFCO RECOMMENDS A VOTE FOR APPROVAL OF THE
AGREEMENT. SUCH VOTES ARE HEREBY SOLICITED BY THE BOARD OF DIRECTORS.



        Dated: ___________________________, 1999

        Signature__________________________________________

        Signature__________________________________________
                               (print name)

        IMPORTANT: Please sign your name exactly as it appears hereon. When
        shares are held as joint tenants, either may sign. When signing as an
        attorney, executor, administrator, trustee or guardian, add such title
        to your signature.

        NOTE: If you receive more than one proxy card, please date and sign each
        card and return all proxy cards in the enclosed envelope.