January 31, 2000


Board of Directors
American Federal Savings Bank
P.O. Box 4999
Helena, Montana 59604-4999


Dear Board Members:


You have asked us to give certain limited  opinions as to the Montana income tax
consequences  of the Plan of Mutual  Holding  Company  Reorganization  and Stock
Issuance of American  Federal  Savings Bank (the  "Association")  adopted by the
Board of Directors (the "Plan of Reorganization"). With respect to this opinion,
the  capitalized  terms used but not defined herein shall have the same meanings
as set forth in the Plan of Reorganization.

You have  previously  received an opinion from Nixon  Peabody LLP  regarding the
certain federal income tax consequences to the Association and its members under
the terms of the Plan of Reorganization (the "Federal Tax Opinion").  Based upon
the facts stated in the Federal Tax Opinion,  including certain  representations
of the Association,  the Federal Tax Opinion concludes, among other things, that
the  mutual-to-stock  conversion  (the  "Conversion")  qualifies  as a  tax-free
reorganization  under section 368(a)(1)(F) of the Internal Revenue Code of 1986,
as amended,  and that the  Association,  the Stock  Association,  Mutual Holding
Company,  and the depositors of the Association will not recognize income, gain,
or loss for  federal  income tax  purposes  upon  implementation  of the Plan of
Reorganization.

Based on the foregoing  and that Montana tax law follows  Federal tax law in the
areas covered by the Federal Tax Opinion, it is our opinion that for purposes of
the Montana corporate license tax and Montana individual income tax:

     1.   The Association  (in either its status as Mutual  Association or Stock
          Association)  will  recognize  no  gain or  loss  as a  result  of the
          Conversion.

     2.   Mutual  Association's  depositors  will recognize no gain or loss upon
          the receipt of shares of Stock  Association's  common  stock solely in
          exchange  for their mutual  interests  (i.e.,  liquidation  and voting
          rights) in Mutual Association.

     3.   The initial  shareholders  of Stock  Association  (the  former  Mutual
          Association  members) will recognize no gain or loss upon the transfer
          of the Stock  Association  common  stock,  constructively  received by
          certain Mutual Association Depositors





          in the Conversion, solely in  exchange  for  mutual  interests  (i.e.,
          liquidation and voting rights) in the Mutual Holding Company.

     4.   The Mutual  Holding  Company  will  recognize no gain or loss upon its
          receipt from the initial  shareholders of Stock  Association of shares
          of Stock Association  common stock in exchange for mutual interests in
          the Mutual Holding Company.

This  opinion  is given  solely for the  benefit  of the  parties to the Plan of
Reorganization,  the depositors of the Mutual Association,  and the shareholders
of Stock Association and may not be relied upon by any other person or entity or
referred to in any document without our express written  consent.  We consent to
the filing of this  opinion as an exhibit to the Form MHC-1 to be filed with the
office  of Thrift  Supervision  and to the  references  to this  opinion  in the
Association's  Offering Circular related to the common stock offering  described
in the Plan of Reorganization.


Sincerely,



Anderson ZurMuehlen & Company, P.C.