Exhibit 99.4
MARKETING MATERIALS
FOR
Gloversville Federal Savings
STOCK CONVERSION CAMPAIGN
Revised
January 27, 1998
QUESTIONS AND ANSWERS BROCHURE
Cover Page
[GRAPHIC OMITTED]
Answers to Frequently Asked Questions
About Our Stock Conversion and
Your Opportunity to Invest in
Adirondack Financial Services Bancorp, Inc.
the Proposed Holding Company of
Gloversville Federal Savings
Questions and Answers Brochure
Page 2
Inside Cover
You can be one of the initial stockholders of Adirondack Financial
Services Bancorp, Inc., the proposed holding company of Gloversville Federal
Savings. Adirondack Financial Services Bancorp, Inc. is "going public" as part
of Gloversville Federal Savings' conversion from a federally chartered mutual
savings and loan association to a federally chartered stock savings and loan
association to be known as Gloversville Federal Savings. Now you have the
opportunity to invest in Gloversville Federal Savings by purchasing stock in the
initial offering of the holding company. This brochure answers some of the most
frequently asked questions about the conversion to stock ownership and about
your opportunity to invest in Adirondack Financial Services Bancorp, Inc.
Questions and Answers Brochure
Page 3
ABOUT THE TRANSACTION
1. WHAT IS A CONVERSION?
Gloversville Federal Savings is now a federally chartered mutual
savings and loan association with directors being elected by our
members. After the Conversion, we will be a stock savings and loan
association owned by a holding company. The holding company, Adirondack
Financial Services Bancorp, Inc., will be owned by stockholders who
will have voting rights with respect to certain key business matters.
The holding company is offering shares of common stock to certain
depositors, borrowers , tax-qualified employee plans, directors,
officers and employees of Gloversville Federal Savings and depending
upon market conditions and the availability of shares, may offer shares
to selected persons in a public offering.
2. WHAT IS ADIRONDACK FINANCIAL SERVICES BANCORP, INC. AND WHY
WAS IT FORMED?
Adirondack Financial Services Bancorp, Inc. is a newly organized
holding company created by Gloversville Federal Savings specifically to
purchase 100% ownership in Gloversville Federal Savings. The holding
company currently has no stockholders, but is offering shares of its
common stock to certain depositors, borrowers, tax-qualified employee
plans, directors, officers and employees of Gloversville Federal
Savings and depending upon market conditions and the availability of
shares, may offer shares to selected persons in a public offering. The
additional capital provided through the offering of Adirondack
Financial Services Bancorp, Inc. stock will support future banking
activities and local expansion of the financial services currently
offered through Gloversville Federal Savings.
3. WHAT ARE THE BENEFITS AND RISKS OF CONVERSION?
The Conversion and sale of stock will increase Gloversville Federal
Savings' capital, enabling it to do many things, including possibly the
following:
- support expansion of financial services
- enhance ability to expand through acquisitions
- better compete with other financial institutions
- facilitate future access to the capital markets
Please review "Use of Proceeds" in the Prospectus for Gloversville
Federal Savings' and the holding company's initial plans with respect
to the capital to be raised in the Conversion.
There are certain risks in investing in Adirondack Financial Services
Bancorp, Inc. common stock. An offer is made only by a prospectus
accompanied by a stock order form and certification. Please review the
prospectus prior to making an investment decision, particularly the
section entitled "Risk Factors".
Questions and Answers Brochure
Page 4
4. WILL THE CONVERSION HAVE ANY EFFECT ON MY SAVINGS OR LOAN
ACCOUNT?
No. The Conversion will not affect the general terms of your savings
account which will continue to be insured by the Federal Deposit
Insurance Corporation (FDIC) to the maximum legal limit. Your savings
account is not being converted to stock. The obligations of borrowers
under their loan agreements will not be affected.
5. HOW DO I BENEFIT FROM THE CONVERSION?
Eligible depositors and certain borrowers will be given the opportunity
to subscribe or place an order to purchase stock in Adirondack
Financial Services Bancorp, Inc. and thereby participate in any gain in
the value of the shares and future dividend payments, if any.
Furthermore, the additional capital will enable Gloversville Federal
Savings to provide expanded services to its customers and the
community.
ABOUT PURCHASING STOCK
6. WHO MAY PURCHASE STOCK?
Adirondack Financial Services Bancorp, Inc. is currently conducting a
Subscription Offering. Persons listed below may have the opportunity to
subscribe to purchase Adirondack Financial Services Bancorp, Inc.'s
common stock during the Subscription Offering.
- Eligible Account Holders. Persons who had a savings deposit of
at least $50 at Gloversville Federal Savings on the
Eligibility Record Date, September 30, 1996.
- Tax Qualified Employee Plans of Gloversville Federal Savings.
- Supplemental Eligible Account Holders. Persons who had a
savings deposit of at least $50 on the Supplemental
Eligibility Record Date, December 31, 1997.
- Other Members. Depositors and certain borrowers as of the
Voting Record Date, , 1998.
- Officers, Directors and Employees of Gloversville Federal
Savings.
Adirondack Financial Services Bancorp, Inc. may, depending upon market
conditions and the availability of shares, offer stock to certain
persons in a public offering.
Questions and Answers Brochure
Page 5
7. WHAT IS THE PRICE PER SHARE AND HOW MANY SHARES ARE BEING
OFFERED?
The aggregate value of Adirondack Financial Services Bancorp, Inc.
stock has been determined by an independent, nationally recognized
appraisal firm. The purchase price per share is $10.00. Up to shares
are being offered for sale (or up to shares under certain conditions
such as a change in market and financial conditions following
commencement of the Offering).
8. WILL EVERYONE PAY THE SAME PRICE FOR THE STOCK?
Yes. All subscribers, including Gloversville Federal Savings' Board of
Directors and management, will pay the same price during the Offering.
9. ARE DEPOSITORS OBLIGATED TO BUY STOCK?
No. But our depositors have a priority subscription right.
10. HOW MUCH STOCK MAY I BUY IN THE SUBSCRIPTION OFFERING?
The individual purchase limit is 15,000 shares. Individuals acting in
concert or groups of persons may purchase up to 15,000 shares. The
actual number of shares to be issued is expected to be between and (or
up to shares under certain conditions such as a change in market and
financial conditions following commencement of the Offering).
11. WHAT IS THE MINIMUM AMOUNT OF STOCK I MAY BUY?
The minimum purchase limit is 25 shares.
12. IS THE STOCK INSURED BY THE FDIC?
No. Like any other common stock, Adirondack Financial Services Bancorp,
Inc. stock will not be insured by the FDIC or any governmental agency.
13. IN THE FUTURE, HOW MAY I PURCHASE MORE SHARES OR SELL MY
SHARES?
Adirondack Financial Services Bancorp, Inc. has applied to have the
common stock quoted on the Nasdaq. No assurance can be given, however,
that the Adirondack Financial Services Bancorp, Inc.'s stock will be
quoted on the Nasdaq or that an active and liquid market for the common
stock will develop or that an investor will be able to resell the
common stock at or above the purchase price after Conversion.
Questions and Answers Brochure
Page 6
14. WILL THERE BE ANY DIVIDENDS?
Adirondack Financial Services Bancorp, Inc. does not currently intend
to pay dividends on its common stock. The declaration and payment of
dividends are subject to, among other things, the financial conditions
and results of operations of Adirondack Financial Services Bancorp,
Inc., Gloversville Federal Savings' compliance with its capital
requirements, tax considerations, industry standards and other factors.
15. HOW DO I ORDER STOCK AND WHAT METHODS CAN BE USED FOR PAYMENT OF MY
STOCK PURCHASES?
Complete the stock order form and certification as instructed. Be sure
to indicate the number of shares you wish to purchase and the total
amount remitted (multiply the number of shares subscribed for by $10.00
per share.) Total payment for purchases in the Subscription Offering
must accompany the order form and be received by Adirondack Financial
Services Bancorp, Inc. prior to 12:00 noon, Eastern time, on , 1998.
The payment options for stock purchases are as follows:
- Check or money order sent or delivered to any Gloversville
Federal Savings branch or the Stock Center. If payment is made
by check or money order, interest will be earned at the
passbook rate until the Conversion is completed.
- Withdrawal of funds from any existing account of Gloversville
Federal Savings in an amount equal to the Purchase Price
(which is $10.00 per share) times the number of shares
ordered. Penalties for early withdrawal from an Gloversville
Federal Savings account will be waived when purchasing stock
in the Subscription Offering. Once authorization for
withdrawal of funds has been made, the subscriber may not
withdraw the designated amount unless the Plan of Conversion
is terminated or as otherwise required by regulatory
authorities. All funds maintained in savings accounts are
insured by the FDIC up to legally applicable limits and will
earn interest until completion of the Conversion.
- Orders of $25,000 or more must be paid by Gloversville Federal
Savings account withdrawals, certified funds, cashier's check,
or money orders.
- IRA purchases. If you wish to purchase shares of Adirondack
Financial Services Bancorp, Inc. stock for an IRA account,
either at Gloversville Federal Savings or elsewhere, we may be
able to accommodate you. Please contact the Stock Center as
soon as possible at ( ) - so that we may assist you with the
appropriate procedures for such a purchase. It is important
that you contact us soon because making the IRA arrangements
takes time.
Questions and Answers Brochure
Page 7
16. MAY I CHANGE MY MIND?
The stock order form you executed cannot be canceled or withdrawn.
However, you may order additional shares by completing another stock
order form, subject to the maximum purchase limitations.
17. ARE MY SUBSCRIPTION RIGHTS TRANSFERABLE?
No. No person may transfer or enter into any agreement to transfer his
or her subscription rights issued under the Plan of Conversion, or the
shares to be issued upon the exercise of such rights. Persons violating
such prohibition will lose their right to purchase stock in the
Conversion and may be subject to further government sanctions.
ABOUT MEMBERS' VOTING RIGHTS
18. WHO IS ELIGIBLE TO VOTE ON THE PLAN OF CONVERSION?
Depositors at the Voting Record Date of _______, 1998 who continue to
be depositors at the date of the Special Meeting are eligible to vote.
Borrowers with loans outstanding on and through the Voting Record Date
are also eligible to vote.
19. HOW IS THE NUMBER OF VOTES DETERMINED?
Each deposit account holder is entitled to cast one vote for each $100,
or fraction thereof, of the aggregate withdrawal value of all such
account holder's deposit accounts on the Voting Record Date. The
maximum number of votes per person is 1,000. Each borrower who has
voting rights is entitled to cast one vote, in addition to any votes a
borrower has as a depositor.
20. IF I VOTE FOR THE PLAN OF CONVERSION ON THE PROXY CARD, WILL I BE
OBLIGATED TO PURCHASE ADIRONDACK FINANCIAL SERVICES BANCORP, INC.
STOCK?
No. Signing the proxy card and voting for the Conversion in no way
obligates you to purchase Adirondack Financial Services Bancorp, Inc.
stock. All members are urged to vote for the Conversion. THE BOARD OF
DIRECTORS HAS UNANIMOUSLY APPROVED THE PLAN OF CONVERSION AND
RECOMMENDS MEMBERS VOTE "FOR" APPROVAL OF THE PLAN OF CONVERSION.
21. WHAT HAPPENS IF I DON'T VOTE?
Questions and Answers Brochure
Page 8
Failing to vote could be equivalent to voting against the Plan of
Conversion. YOUR VOTE IS EXTREMELY IMPORTANT! Please sign and mail your
proxy card(s) now.
22. MAY I COME TO THE SPECIAL MEETING AND VOTE?
Yes. However, every member is encouraged to send a proxy card(s) to
Gloversville Federal Savings prior to the meeting even if the member
plans to attend the special meeting. The proxy is revocable and can be
changed by submitting a later dated proxy or by casting a ballot at the
meeting.
23. I RECEIVED MORE THAN ONE PROXY CARD. CAN I VOTE THEM ALL?
Yes. Please vote ALL the proxy cards you receive. You may have more
than one account in different registrations. While some accounts have
been consolidated, it is not permissible to consolidate all accounts.
24. IF A SAVINGS ACCOUNT IS IN JOINT NAME, MUST BOTH NAMES BE SIGNED ON THE
PROXY CARD?
No. Two or more signatures are required only when two or more
signatures are needed to withdraw funds from the account.
25. IF I DON'T BUY STOCK WILL I HAVE A VOTE AT FUTURE ANNUAL MEETINGS?
No. After the Conversion, only stockholders will have voting rights.
However, the operations of Gloversville Federal Savings and the general
terms and balances of your deposit accounts and loans will remain
unchanged.
26. HOW MAY I GET MORE INFORMATION?
We hope that these questions and answers, combined with the Prospectus
and the Proxy Statement, will help you better understand the Conversion
and the stock offering. You are urged to carefully review the
Prospectus and Proxy Statement before making an investment or voting
decision. If you desire further information, please contact the Stock
Center at:
Telephone: ( ) -