1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OF 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1999 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT For the transition period from ____________ to ____________ Commission File Number 0-23109 -------- Ohio State Financial Services, Inc. ---------------------------------------------------- (Exact name of registrant as specified in its charter) Ohio 31-1529204 - ----------------------------------- --------------------------------- (State or other jurisdiction of (IRS Employer Identification No.) incorporation or organization) 435 Main Street, Bridgeport, OH 43912 ----------------------------------------- (Address of principal executive offices) (614) 635-0764 ------------------------------------------ (Registrant's telephone number, including area code) Check whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No __ As of May 13, 1999, the latest practicable date, 572,337 shares of the registrant's common stock, without par value, were issued and outstanding. 2 OHIO STATE FINANCIAL SERVICES, INC. INDEX Page Number ------ PART I - FINANCIAL INFORMATION Item 1. Financial Statements Consolidated Statement of Financial Condition (Unaudited) as of March 31, 1999 and December 31, 1998 3 Consolidated Statement of Operations (Unaudited) for the Three Months ended March 31, 1999 and 1998 4 Consolidated Statement of Cash Flows (Unaudited) for the Three Months ended March 31, 1999 and 1998 5 Notes to Unaudited Consolidated Financial Statements 6 - 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 - 11 PART II - OTHER INFORMATION Item 1. Legal Proceedings 12 Item 2. Changes in Securities 12 Item 3. Default Upon Senior Securities 12 Item 4. Submissions of Matters to a Vote of Security Holders 12 Item 5. Other Information 12 Item 6. Exhibits and Reports on Form 8-K 12 SIGNATURES 13 3 OHIO STATE FINANCIAL SERVICES, INC. CONSOLIDATED STATEMENT OF FINANCIAL CONDITION (UNAUDITED) March 31, December 31, 1999 1998 ------------ ------------ ASSETS Cash and cash equivalents: Cash and amounts due from banks $ 590,553 $ 907,682 Interest-bearing deposits with other institutions 2,118,597 4,792,090 ------------ ------------ Total cash and cash equivalents 2,709,150 5,699,772 Interest bearing time deposits 2,700,000 3,100,000 Investment securities: Available for sale (cost approximates market value) 394,900 388,500 Held to maturity (market value of $3,932,774 at 3/31/99; and $1,018,809 at 12/31/98) 3,929,808 967,117 Loans receivable, net 24,235,571 24,594,506 Office properties and equipment, net 468,975 466,335 Accrued interest receivable, loans and investments (net of reserve for uncollected interest of $-0- at 3/31/99; and $-0- at 12/31/98) 155,545 157,227 Other assets 113,294 63,262 ------------ ------------ TOTAL ASSETS $ 34,707,243 $ 35,436,719 ============ ============ LIABILITIES Deposit accounts $ 25,969,021 $ 25,450,404 Short-term notes payable -- 892,543 Advances by borrowers for taxes and insurance 112,778 182,061 Accrued interest payable and other liabilities 138,570 137,798 Deferred federal income taxes 72,264 72,264 ------------ ------------ TOTAL LIABILITIES 26,292,633 26,735,070 ------------ ------------ STOCKHOLDERS' EQUITY Common stock, 3,000,000 shares authorized, no par or stated value; 572,337 shares issued and outstanding at 3/31/99; 598,460 at 12/31/98 -- -- Additional paid in capital 5,949,459 5,947,185 Treasury stock (61,831 shares at cost as of 3/31/99 and 35,708 shares at cost as of 12/31/98) (821,072) (494,283) Unearned recognition and retention plan shares (RRP) (354,688) (371,859) Unearned employee stock ownership plan shares (ESOP) (507,305) (536,735) Retained earnings - substantially restricted 4,148,216 4,157,341 ------------ ------------ TOTAL STOCKHOLDERS' EQUITY 8,414,610 8,701,649 ------------ ------------ TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 34,707,243 $ 35,436,719 ============ ============ See accompanying notes to the unaudited consolidated financial statements. -3- 4 OHIO STATE FINANCIAL SERVICES, INC. CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED) For the Three Months Ended March 31, 1999 1998 -------- -------- INTEREST AND DIVIDEND INCOME Loans $465,748 $486,792 Mortgage-backed securities 14,974 19,553 Interest-bearing deposits and investment securities 104,991 149,413 Dividends on Federal Home Loan Bank stock 6,447 6,221 -------- -------- Total interest and dividend income 592,160 661,979 -------- -------- INTEREST EXPENSE Savings deposits 247,518 257,484 Federal Home Loan Bank advances and notes payable 8,539 -- -------- -------- Total interest expense 256,057 257,484 -------- -------- NET INTEREST INCOME 336,103 404,495 PROVISION FOR LOAN LOSSES -- -- -------- -------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 336,103 404,495 -------- -------- NONINTEREST INCOME Service charges 1,753 1,698 Other income and fees 4,381 4,063 -------- -------- Total noninterest income 6,134 5,761 -------- -------- NONINTEREST EXPENSE Salaries and benefits 130,762 118,379 Occupancy expense 14,855 15,805 Furniture and equipment expense 6,901 4,807 Federal insurance premium 6,831 8,015 Legal and accounting fees 27,245 20,926 Advertising and public relations 9,169 10,258 Franchise, payroll and other taxes 39,455 40,168 Stationery, printing and office expenses 15,437 12,487 Service bureau expense 16,652 13,945 Other operating expenses 24,859 29,897 -------- -------- Total noninterest expense 292,166 274,687 -------- -------- INCOME BEFORE INCOME TAXES 50,071 135,569 PROVISION FOR INCOME TAXES 18,846 48,169 -------- -------- NET INCOME $ 31,225 $ 87,400 ======== ======== PER SHARE DATA Basic $ .06 $ .15 ======== ======== Diluted $ .06 $ .15 ======== ======== AVERAGE SHARES OUTSTANDING 512,135 585,415 ======== ======== See accompanying notes to the unaudited consolidated financial statements. - 4 - 5 OHIO STATE FINANCIAL SERVICES, INC. CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED) For the Three Months Ended March 31, 1999 1998 ----------- ----------- CASH FLOW FROM OPERATING ACTIVITIES Net income $ 31,225 $ 87,400 Adjustments: Depreciation 9,503 9,203 Investment accretion and amortization, net 279 190 ESOP and RRP amortization 48,875 20,894 Federal Home Loan Bank stock dividends (6,400) (6,200) Accrued interest receivable and other assets (48,350) (45,777) Accrued interest payable and other liabilities 772 (71,643) ----------- ----------- Net cash provided by (used for) operating activities 35,904 (5,933) ----------- ----------- CASH FLOW FROM INVESTING ACTIVITIES Term deposits, net 400,000 (2,900,000) Proceeds from maturities of held to maturity securities -- 2,000,000 Purchase of held to maturity securities (2,997,557) -- Proceeds from redemptions of mortgage-backed certificates 34,587 15,318 Net change in loans 358,935 (566,174) Acquisition of office properties and equipment (12,143) (5,123) ----------- ----------- Net cash used for investing activities (2,216,178) (1,455,979) ----------- ----------- CASH FLOW FROM FINANCING ACTIVITIES Payment of dividends (40,350) (29,176) Short-term borrowings, net (892,543) -- Purchase of treasury stock (326,789) -- Change in deposits, net 518,617 (22,881) Change in mortgage escrow funds, net (69,283) (68,499) ----------- ----------- Net cash used for financing activities (810,348) (120,556) ----------- ----------- Change in cash and cash equivalents (2,990,622) (1,582,468) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 5,699,772 3,177,832 ----------- ----------- CASH AND CASH EQUIVALENTS, END OF PERIOD $ 2,709,150 $ 1,595,364 =========== =========== SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash paid during the period for: Interest on deposits and borrowings $ 255,435 $ 257,275 Income taxes -- 77,378 Loans transferred to real estate acquired in settlement -- -- See accompanying notes to the unaudited consolidated financial statements. -5- 6 OHIO STATE FINANCIAL SERVICES, INC. NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 - BASIS OF PRESENTATION The consolidated financial statements of Ohio State Financial Services, Inc. (the "Company"), includes its wholly-owned subsidiary, Bridgeport Savings and Loan Association (the "Association"). All significant inter-company balances and transactions have been eliminated. The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions to Form 10-QSB and, therefore, do not necessarily include all information that would be included in audited financial statements. The information furnished reflects all adjustments which are, in the opinion of management, necessary for a fair statement of the results of operations. All such adjustments are of a normal recurring nature. The results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year. These statements should be read in conjunction with the consolidated statements as of and for the year ended December 31, 1998, and related notes which are included on Form 10-KSB (file no. 0-23109). NOTE 2 - CONVERSION TO A STOCK FORM OF OWNERSHIP AND FORMATION OF HOLDING COMPANY On March 24, 1997, the Board of Directors of the Association approved a plan of conversion (the "Plan") providing for the conversion of the Association from a mutual savings and loan association to a capital stock savings and loan association incorporated under Ohio law (the "Conversion") and the simultaneous issuance of all of its outstanding stock to a newly-formed holding company, Ohio State Financial Services, Inc. After approval by the regulatory authorities and the Association's members, the Conversion was completed on September 26, 1997. As a result of this transaction, the Company was formed and the Association became a wholly-owned subsidiary of the Company. In connection with the conversion on September 26, 1997, the Company completed the sale of 634,168 shares of common stock at $10.00 per share. From the proceeds, $5,916,081 was allocated to additional paid in capital , which is net of conversion costs of $425,599. The common shares of the Company have no par or stated value per share. Included in the 634,168 shares were 50,653 acquired by the ESOP. NOTE 3 - RECENT ACCOUNTING STANDARDS In June, 1997, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards ("SFAS") No. 130, "Reporting Comprehensive Income," which establishes standards for reporting and displaying comprehensive income and its components (revenues, expenses, gains, and losses) in a full set of general-purpose financial statements. SFAS No. 130 requires that all items that are required to be recognized under accounting standards as components of comprehensive income be reported in a financial statement that is displayed with the same prominence as other financial statements. It does not require a specific format for the financial statement but requires an enterprise display an amount representing total comprehensive income for the period in that financial statement. SFAS No. 130 requires that an enterprise (a) classify items of other comprehensive income by their nature in a financial statement and (b) display the accumulated balance of other comprehensive income separately from retained earnings and additional paid-in capital in the equity section of the Statement of Financial Position. Under existing accounting standards, other comprehensive income shall be classified separately into foreign currency items, minimum pension liability adjustments, and unrealized gains -6- 7 and losses on certain investments in debt and equity securities. The provisions of SFAS No. 130 became effective for fiscal years beginning after December 15, 1997. The Company's equity securities classified as available for sale consist of Federal Home Loan Bank stock and stock in the Company's data processing servicer and reflect no unrealized gain or loss due to their restricted nature. The adoption of SFAS No. 130 did not have a material impact on the disclosure requirements of the Company due to the absence of any items of comprehensive income. In June 1998, the FASB issued SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities." SFAS No. 133 provides accounting and reporting standards for derivatives instruments, including certain derivative instruments embedded in other contracts, by requiring the recognition of those items as assets or liabilities in the statement of financial position, recorded at fair value. SFAS No. 133 precludes a held-to-maturity security from being designated as a hedge item. However, at the date of initial application of SFAS No. 133, an entity is permitted to transfer any held-to-maturity security into the available-for-sale or trading categories. The unrealized holding gain or loss on such transferred securities shall be reported consistent with the requirements of SFAS No. 115, "Accounting for Certain Investment in Debt and Equity Securities." Such transfers do not raise an issue regarding an entity's intent to hold other debt securities to maturity in the future. SFAS No. 133 applies prospectively for all fiscal quarters of all years beginning after June 15, 1999. Earlier adoption is permitted for any fiscal quarter that begins after the issue date of SFAS No. 133. Management does not believe the adoption of SFAS No. 133 will have a material impact on the Company. -7- 8 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS COMPARISON OF FINANCIAL CONDITION AT MARCH 31, 1999 AND DECEMBER 31, 1998 At March 31, 1999, the Company's assets decreased by approximately $729,000, or 2.1%, to $34.7 million from $35.4 million at December 31, 1998. Total cash and cash equivalents decreased by $3.0 million to $2.7 million at March 31, 1999, from $5.7 million at December 31, 1998. This decrease represented the outflow of cash associated with the payment of dividends, principal payments of short-term borrowing and purchases of held to maturity securities and treasury stock. This decrease in cash and cash equivalents was offset by the maturity of term deposits, decreased loan production, and depositors' investment of funds. Interest-bearing time deposits decreased $400,000, or 12.9%, to $2.7 million at March 31, 1999, from $3.1 million at December 31, 1998, as a result of $400,000 in matured time deposits. Held to maturity securities increased by approximately $3.0 million to $3.9 million at March 31, 1999, from $967,000 at December 31, 1998. The increase reflected the purchase of $3.0 million in United States Government and Agency obligations offset by the principal reduction of $35,000 in mortgage-backed certificates. Net loans receivable decreased $359,000 to $24.2 million at March 31, 1999, from $24.6 million at December 31, 1998. The decrease was primarily attributable to the $301,000 decrease in consumer loans and the $394,000 decrease in one- to four-family residential mortgage loans which were offset by a $328,000 increase in construction loans. Deposits increased $519,000, or 2.0%, from $25.5 million at December 31, 1998, to $26.0 million at March 31, 1999, as a result of the stability of deposit account interest rates at the Company, compared to a reduction in deposit interest rates for alternative investment products available. Short-term notes payable in the amount of $892,543 at December 31, 1998 were paid off as of March 31, 1999. Shareholders' equity decreased $287,000, or 3.3%, to $8.4 million at March 31, 1999, compared to $8.7 million at December 31, 1998. The decrease was attributable to the use of $327,000 to repurchase shares for treasury and the issuance of dividends in the amount of $40,000. Future dividend policies will be determined by the Board of Directors in light of earnings and financial condition of the Company, including applicable governmental regulations and policies. The decrease in shareholders' equity was offset by net income of $31,000, the recognition of shares in the Employee Stock Ownership Plan (the "ESOP") amounting to $32,000 and the recognition of shares in the Recognition and Retention Plan (the "RRP") in the amount of $17,000. COMPARISON OF OPERATING RESULTS FOR THE THREE MONTHS ENDED MARCH 31, 1999 AND 1998 NET INCOME. Net income decreased $56,000, or 64.3%, from net income of $87,000 for the three months ended March 31, 1998, compared to net income of $31,000 for the same period in 1999. The decrease in net income was primarily the result of a decrease in net interest income of $68,000 or, 16.9% and an increase in non-interest expenses of $17,000, or 6.4% offset by a decrease in the provision for income taxes of $29,000, or 60.9%. NET INTEREST INCOME. Net interest income decreased $68,000, or 16.9%, from $404,000 for the three months ended March 31, 1998, to $336,000 for the three months ended March 31, 1999. The Company's net yield on interest-earning assets decreased from 4.49% for the three months ended March 31, 1998, to 4.02% for the same period in 1999. Interest and dividend income decreased $70,000, or 10.5%, from $662,000 for the three months ended March 31, 1998, to $592,000 for the three months ended March 31, 1999, while interest expense decreased $1,000, or .6%, from $257,000 for the 1998 period to $256,000 for the 1999 period. INTEREST AND DIVIDEND INCOME. Total interest and dividend income decreased $70,000, or 10.5%, for the three months ended March 31, 1999, compared to the same period in 1998. Interest income on loans decreased $21,000, or 4.3%, from $487,000 for the three months ended March 31, 1998, to $466,000 for the three months ended March 31, 1999. The decrease in interest income on loans was primarily the result of a decline in higher interest earning consumer loans with an overall decrease in the average balance of loans in the amount of -8- 9 $225,000. Interest income on investments, including interest-bearing deposits, decreased $44,000, or 29.7%, to $105,000, for the three months ended March 31, 1999, compared to $149,000 for the 1998 period. The decrease in interest income on investments was directly attributable to the $2.2 million decrease in the average balance of investments for the three months ended March 31, 1998, compared to the 1999 period. INTEREST EXPENSE. Total interest expense decreased by $1,000, or .5%, from the 1998 period to the 1999 period. Interest expense on deposit accounts decreased $10,000, or 3.9%, from $257,000 for the three months ended March 31, 1998 to $247,000 for the three months ended March 31, 1999. The Association's cost of deposit funds decreased from 3.90% for the three months ended March 31, 1998, to 3.86% for the 1999 period, while average outstanding deposits declined $721,000, or 2.7%, from $26.3 million for the period ended March 31, 1998 to $25.6 million for the same period ended March 31, 1999. The decrease in the average balance of deposits was the result of customers electing not to renew maturing certificates of deposit at prevailing interest rates. This decrease was offset by an increase in interest expense on notes payable in the amount of $9,000. The interest was paid during the three months ended March 31, 1999 on the outstanding note payable balance existing at December 31, 1998. Interest expense on notes payable was not incurred during the three months ended March 31, 1998 since there were no borrowed funds during the period. PROVISION FOR LOAN LOSSES. No provisions for losses on loans were made for the three months ended March 31, 1999 and 1998. Management judges the adequacy of the allowance for loan losses and any additions to it based on a level which is deemed adequate to absorb credit losses inherent in the loan portfolio. The amount of the allowance is based on management's evaluation of the collectibility of the loan portfolio, including the nature of the portfolio, credit concentrations, trends in historical loss experience, known and inherent risks in the portfolio, adverse situations that may affect the borrower's ability to repay, the estimated value of any underlying collateral, and current economic conditions. Based on management's evaluation, the amount of the allowance was deemed adequate with no additional provision necessary. Although management believes that its loan loss allowance at March 31, 1999, is adequate based upon the available facts and circumstances, there can be no assurance that additions to such allowance will not be necessary in future periods, which could adversely affect the Company's results of operations. NONINTEREST INCOME. Noninterest income totaled $6,000 for the three months ended March 31, 1999 and 1998. NONINTEREST EXPENSE. Noninterest expenses increased $17,000, or 6.4%, from $275,000 for the three months ended March 31, 1998, to $292,000 for the 1999 period. The increase in noninterest expense was partly attributable to a $12,000 increase in salaries and benefits from the 1998 to the 1999 period resulting from the $17,000 increase in costs associated with RRP and merit base pay increases, which were offset by a $5,000 decrease in costs associated with the ESOP. Legal and accounting fees increased $6,000, or 30.2%, from $21,000 for March 31, 1998 to $27,000 for March 31, 1999, due to expenses related to public filings. INCOME TAXES. The provision for income taxes totaled $19,000 for the three months ended March 31, 1999, a decrease of $29,000, or 60.9%, from the $48,000 in the same 1998 period due to a decrease in pretax income. YEAR 2000 Rapid and accurate data processing is essential to the Association's operations. Many computer programs that can only distinguish the final two digits of the year entered (a common programming practice in earlier years) are expected to read entries for the Year 2000 as the year 1900 or as zero and incorrectly attempt to compute payment, interest, delinquency, and other data. The Association has been evaluating both information technology (computer systems) and non-information technology systems (e.g., vault timers and electronic door lock). Based upon such evaluations, management has determined that the Association has Year 2000 risk in three areas: (1) the Association's own computers (2) the computers of others used by the Association's borrowers, and (3) the computers of others who provide the Association with data processing. -9- 10 ASSOCIATION'S OWN COMPUTERS. The Association has upgraded its computer system to eliminate the Year 2000 risk. The Association does not expect to have material additional costs to address this risk. The upgrade costs were approximately $17,000. COMPUTERS OF OTHERS USED BY THE ASSOCIATION'S BORROWERS. The Association has evaluated most of their borrowers and does not believe the Year 2000 problem should, on an aggregate basis, impact their ability to make payments to the Association. The Association believes that most of its residential borrowers are not dependent on their home computers for income and that none of its commercial borrowers are so large that a Year 2000 problem would render them unable to collect revenue or rent and, in turn, continue to make loan payments to the Association. The Association does not expect any material costs to address this risk area and believes it is Year 2000 compliant in this risk area. COMPUTERS OF OTHERS WHO PROVIDE THE ASSOCIATION WITH DATA PROCESSING. This risk is primarily focused on one third-party service bureau that provides virtually all of the Association's data processing. This service bureau has advised the Association that it has completed the upgrades necessary for Year 2000 readiness. The service bureau is in the process of testing these upgrades which it believes will be finished by June 30, 1999. Testing to date has experienced no substantial problems. CONTINGENCY PLAN. The Association is monitoring its service bureau and is being provided with periodic updates on the status of testing and upgrades being made by the service bureau. If the Association's service bureau testing fails, the Association will attempt to locate an alternative service bureau that is Year 2000 compliant. If the Association is unsuccessful, the Association will enter deposit balances and interest with its existing computer system. If this labor intensive approach is necessary, management and employees will become much less efficient. However, the Association believes that it would be able to operate in this manner indefinitely, until its existing service bureau, or its replacement, is able to again provide data processing services. If very few financial institution service bureaus were operating in the Year 2000, the Association's replacement costs, assuming the Association could negotiate an agreement, could be material. LIQUIDITY AND CASH FLOWS The Association's primary sources of funds are deposits, amortization and prepayment of loans, maturities of investment securities, and funds provided from operations. While scheduled loan repayments are a relatively predictable source of funds, deposit flows and loan prepayments are greatly influenced by general interest rates, economic conditions, and competition. In addition, the Association invests excess funds in overnight deposits which provide liquidity to meet lending requirements. The Association has other sources of liquidity if a need for additional funds arises. Additional sources of funds include Federal Home Loan Bank ("FHLB") of Cincinnati advances. At March 31, 1999, the Association's total borrowing capacity from the FHLB totaled approximately $7.6 million, of which there were no advances outstanding. As of March 31, 1999, the Association had $1.1 million in outstanding mortgage and construction loan commitments. Management believes that it has adequate sources to meet the actual funding requirements. Management monitors the Association's tangible, core, and risk-based capital ratios in order to assess compliance with the Office of Thrift Supervision (the "OTS") relations. At March 31, 1999, the Association exceeded the minimum capital ratio requirements imposed by the OTS. -10- 11 At March 31, 1999, the Association's capital ratios were as follows: Association Requirement Actual ----------- ------ Tangible capital 1.50% 18.11% Core capital 3.00% 18.11% Risk-based capital 8.00% 36.44% RISK ELEMENTS Nonperforming assets include nonaccrual loans, renegotiated loans, loans 90 days or more past due, other real estate loans, and repossessed assets. A loan is classified as nonaccrual when, in the opinion of management, there are serious doubts about collectibility of interest and principal. Once the accrual of interest is discontinued, future income is recognized only when cash is received. Renegotiated loans are those loans which terms have been renegotiated to provide a reduction or deferral of principal or interest as a result of the deterioration of the financial condition of the borrower. There were no nonperforming loans nor nonperforming assets outstanding as of March 31, 1999 and December 31, 1998. Nonperforming loans are primarily made up of one- to four-family residential mortgages. The collateral requirements on loans reduce the risk of potential losses to an acceptable level in management's opinion. Management believes the level of the allowance for loan losses at March 31, 1999, is sufficient; however, there can be no assurance that the current allowance for loan losses will be adequate to absorb all future loan losses. The relationship between the allowance for loan losses and outstanding loans is a function of the credit quality and known risk attributed to the loan portfolio. The on-going loan review program and the credit approval process is used to determine the adequacy of the allowance for loan losses. -11- 12 PART II - OTHER INFORMATION Item 1 - Legal proceedings NONE Item 2 - Changes in securities NONE Item 3 - Defaults upon senior securities NONE Item 4 - Submission of matters to a vote of security holders NONE Item 5 - Other information NONE Item 6 - Exhibits and reports on Form 8-K Financial Data Schedule -12- 13 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused the report to be signed on its behalf by the undersigned, thereunto duly authorized. OHIO STATE FINANCIAL SERVICES, INC. Date: May 14, 1999 By: /s/ Jon W. Letzkus ------------------ Jon W. Letzkus President and Chief Executive Officer (Principal Executive Officer) Signature Title Date --------- ----- ---- /s/ Jon W. Letzkus - ------------------- Jon W. Letzkus President and CEO May 14, 1999 /s/ Michael P. Eddy Treasurer and - ------------------- Chief Financial Officer May 14, 1999 Michael P. Eddy -13-