UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON D.C. 25049
    
                                  FORM 10-QSB/A     


[X]  QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT 
     OF 1934

     FOR THE QUARTERLY PERIOD ENDED  DECEMBER 31, 1998
                                   ---------------------
 
[_]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
     EXCHANGE ACT OF 1934
 
     FOR THE TRANSITION PERIOD FROM _____________ TO _____________ 

                     COMMISSION FILE NUMBER _____________

                              ANSON BANCORP, INC.
                              -------------------
       (EXACT NAME OF SMALL BUSINESS ISSUER AS SPECIFIED IN ITS CHARTER)

               NORTH CAROLINA                           56-2073894
               --------------                           ----------
       (STATE OR OTHER JURISDICTION OF     (I.R.S. EMPLOYER IDENTIFICATION NO.)
       INCORPORATION OR ORGANIZATION)    

                  211 SOUTH GREENE STREET/POST OFFICE BOX 249
                        WADESBORO, NORTH CAROLINA 28170
                        -------------------------------
               (ADDRESS OF PRINCIPAL EXECUTIVE OFFICE) (ZIP CODE)

                                 (704) 694-2122
                                 --------------
                           (ISSUERS TELEPHONE NUMBER)

                                      N/A
                                      ---
                                        
            (FORMER NAME, FORMER ADDRESS AND FORMER FISCAL YEAR, IF
                          CHANGED SINCE LAST REPORT)
                                        
INDICATE BY CHECK X 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
FOR 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 JUNE 19, 1998 THERE WERE ISSUED AND OUTSTANDING 585,124 SHARES OF THE
REGISTRANT'S COMMON STOCK, NO PAR VALUE

TRANSITIONAL SMALL BUSINESS DISCLOSURE FORMAT:  YES     NO  X 
                                                    ---    ---

 
                       ANSON BANCORP, INC. AND SUBSIDIARY

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

                                    CONTENTS


                                                                            Page
PART 1. FINANCIAL STATEMENTS
 
  Item 1. Financial Statements

     Condensed statements of financial condition at June 30, 1998
        and December 31, 1998 (unaudited)....................................1

     Condensed statements of income for the three months ended
        December 31, 1997 and 1998 (unaudited)...............................2

     Condensed statements of income for the six months ended
        December 31, 1997 and 1998 (unaudited)...............................3

     Condensed statements of cash flows for the six months ended
        December 31, 1997 and 1998 (unaudited)...............................4

     Notes to condensed financial statements (unaudited).....................5

  Item 2. Management's Discussion and Analysis of Financial Condition
            and Results of Operations........................................7
 
 
PART II.   OTHER INFORMATION
 
  Item 1. Legal Proceedings..................................................10
  Item 2. Changes in Securities..............................................10
  Item 3. Defaults upon Senior Securities....................................10
  Item 4. Submission of Matters to a Vote of Security Holders................10
  Item 5. Other Information..................................................10
  Item 6. Exhibits and Reports on Form 8-K...................................10
 
SIGNATURES...................................................................11

    
This Form 10-QSB/A contains forward-looking statements consisting of estimates
with respect to the financial condition, results of operations and other
business of Anson Bancorp, Inc. that are subject to various factors which could
cause actual results to differ materially from those estimates.  Factors which
could influence the estimates include changes in the national, regional and
local market conditions, legislative and regulatory conditions, and an adverse
interest rate environment.     


 
                      ANSON BANCORP, INC. AND SUBSIDIARY
            CONDENSED STATEMENTS OF FINANCIAL CONDITION (UNAUDITED)
- ------------------------------------------------------------------------------- 


                                                                    June 30,    December 31,
                                                                  ------------  -------------
                                                                      1998          1998
                                                                  ------------  -------------
                                                                    (Note 2)     (Unaudited)
                                                                          
ASSETS
 Cash and cash equivalents, including federal funds sold          $ 6,433,565    $ 4,021,464
 Securities held to maturity, at amortized cost                     6,307,425      8,394,924
 Securities available for sale, at fair value                         433,000        585,000
 Loans receivable, net                                             11,515,484     11,467,348
 Accrued interest receivable                                          100,158         98,582
 Property and equipment, net                                          207,665        274,887
 Prepaid expenses and other assets                                     68,985         85,753
                                                                  -----------    -----------
 
     Total assets                                                 $25,066,282    $24,927,958
                                                                  ===========    ===========
 
LIABILITIES AND STOCKHOLDERS' EQUITY
 LIABILITIES
  Deposits                                                        $15,439,963    $15,146,690
  Accounts payable and accrued expenses                               133,066         49,522
  Deferred income taxes                                               111,000        162,430
                                                                  -----------    -----------
 
     Total liabilities                                             15,684,029     15,358,642
                                                                  -----------    -----------
 
 STOCKHOLDERS' EQUITY
  Capital stock                                                     5,424,815      5,424,815
  Unrealized gain on securities available for sale, net of tax        279,430        380,000
  Retained earnings, substantially restricted                       3,678,008      3,764,501
                                                                  -----------    -----------
 
     Total stockholders' equity                                     9,382,253      9,569,316
                                                                  -----------    -----------
 
     Total liabilities and stockholders' equity                   $25,066,282    $24,927,958
                                                                  ===========    ===========
 

                 See Notes to Condensed Financial Statements.

                                    -1-

 
                      ANSON BANCORP, INC. AND SUBSIDIARY
                  CONDENSED STATEMENTS OF INCOME (UNAUDITED)
                           For the three months ended
- --------------------------------------------------------------------------------
 
  
                                                              December 31,
                                                           ------------------
                                                             1997      1998  
                                                           --------  -------- 
                                                               
INTEREST AND DIVIDEND INCOME
 Interest and fees on loans                                $237,759  $228,015
 Interest on investments and deposits in other banks        121,304   161,793
                                                           --------  --------
 
    Total interest and dividend income                      359,063   389,808
 
INTEREST EXPENSE ON DEPOSITS                                204,324   184,959
                                                           --------  --------
 
    Net interest income                                     154,739   204,849
 
PROVISION FOR LOAN LOSSES                                         -         -
                                                           --------  --------
 
    Net interest income after provision for loan losses     154,739   204,849
 
NONINTEREST INCOME                                              537       116
 
NONINTEREST EXPENSE
 Compensation and employee benefits                          61,974    77,696
 Federal insurance premiums                                   2,626     2,224
 Data processing                                              7,649    10,103
 Legal and professional fees                                  8,055     7,326
 Examinations and audit                                           -     7,835
 Occupancy including depreciation                             4,959     4,983
 Other                                                       33,267    38,515
                                                           --------  --------
 
  Total noninterest expense                                 118,530   148,682
                                                           --------  --------
 
    Income before income taxes                               36,746    56,283
 
INCOME TAXES                                                  9,984    20,000
                                                           --------  --------
 
    Net income                                             $ 26,762  $ 36,283
                                                           ========  ========
 
 
Basic earnings per share (Note 3)                          $    N/A  $    .06
                                                           ========  ========
 
Diluted earnings per share (Note 3)                        $    N/A  $    .06
                                                           ========  ========
 
Dividends per share                                        $      0  $      0
                                                           ========  ========
 


                  See Notes to Condensed Financial Statements.

                                      -2-

 
                      ANSON BANCORP, INC. AND SUBSIDIARY
                  CONDENSED STATEMENTS OF INCOME (UNAUDITED)
                           For the six months ended
- --------------------------------------------------------------------------------
 
  
                                                              December 31,
                                                           ------------------
                                                             1997      1998  
                                                           --------  -------- 
                                                               
INTEREST AND DIVIDEND INCOME
 Interest and fees on loans                                $475,383  $461,902
 Interest on investments and deposits in other banks        242,747   336,445
                                                           --------  --------
 
    Total interest and dividend income                      718,130   798,347
 
INTEREST EXPENSE ON DEPOSITS                                411,866   370,983
                                                           --------  --------
 
    Net interest income                                     306,264   427,364
 
PROVISION FOR LOAN LOSSES                                         -     2,000
                                                           --------  --------
 
    Net interest income after provision for loan losses     306,264   425,364
 
NONINTEREST INCOME                                            4,269     2,386
 
NONINTEREST EXPENSE
 Compensation and employee benefits                         134,185   159,148
 Federal insurance premiums                                   5,228     4,799
 Data processing                                             15,846    17,861
 Legal and professional fees                                  8,730    37,367
 Examinations and audit                                       7,910    15,671
 Occupancy including depreciation                            10,480    10,473
 Other                                                       49,175    66,938
                                                           --------  --------
 
  Total noninterest expense                                 231,554   312,257
                                                           --------  --------
 
    Income before income taxes                               78,979   115,493
 
INCOME TAXES                                                 16,984    29,000
                                                           --------  --------
 
    Net income                                             $ 61,995  $ 86,493
                                                           ========  ========
 
 
Basic earnings per share (Note 3)                          $    N/A  $    .15
                                                           ========  ========
 
Diluted earnings per share (Note 3)                        $    N/A  $    .15
                                                           ========  ========
 
Dividends per share                                        $      0  $      0
                                                           ========  ========
 


                  See Notes to Condensed Financial Statements.

                                      -3-

 
                       ANSON BANCORP, INC. AND SUBSIDIARY
                 CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
                            For the six months ended
- --------------------------------------------------------------------------------


                                                                       December 31,
                                                                  ------------------------
                                                                      1997        1998
                                                                  -----------  -----------
                                                                         
OPERATING ACTIVITIES
 Net income                                                       $   61,995   $    86,493
 Adjustments to reconcile net income to net cash provided
 by (used for) operating activities
  Provision for loan losses                                                -         2,000
  Provision for depreciation                                           7,230         6,180
  Deferred income taxes                                                    -             -
  Changes in operating assets and liabilities
    Accrued interest receivable                                        7,483         1,576
    Prepaid expenses and other assets                            (    47,738) (     16,768)
    Accounts payable and accrued expenses                             13,123  (     83,544)
                                                                  ----------
 
       Net cash provided by (used for) operating activities           42,093  (      4,063)
 
INVESTING ACTIVITIES
 Investment in property and equipment                                      -  (     73,402)
 Net decrease in loans receivable                                     99,714        46,136
 Net increase in investments held to maturity                    (   435,688) (  2,087,499)
                                                                  ----------
 
       Net cash used for investing activities                    (   335,974) (  2,114,765)
 
FINANCING ACTIVITIES
 Net decrease in savings deposits                                (   135,404) (    293,273)
                                                                  ----------
 
       Net decrease in cash and cash equivalents                 (   429,285) (  2,412,101)
 
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                     4,640,610     6,433,565
                                                                  ----------   -----------
 
CASH AND CASH EQUIVALENTS, END OF PERIOD                          $4,211,325   $ 4,021,464
                                                                  ==========   ===========


                  See Notes to Condensed Financial Statements.

                                      -4-

 
                              ANSON BANCORP, INC.
              NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)

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


NOTE 1 - NATURE OF BUSINESS

     Anson Bancorp, Inc. (the "Company") was incorporated under the laws of the
     State of North Carolina for the purpose of becoming the bank holding
     company of Anson Savings Bank, Inc. (the "Bank" or "Anson Savings Bank") in
     connection with the Bank's conversion from a state chartered savings bank
     to a state chartered stock savings bank, pursuant to its amended and
     restated Plan of Conversion.  The Company was organized in 1998 to acquire
     all of the common stock of Anson Savings Bank, S.S.B. upon its conversion
     to stock form and the Company has no operations and conducts no business
     other than owning the Bank and investing its portion of the net proceeds
     received in the conversion.

     The principal business of the Bank is accepting deposits from the general
     public and using those deposits and other sources of funds to make loans
     secured by real estate and other forms of collateral located in the Bank's
     primary market area of Anson County in North Carolina.

     Anson Savings Bank's results of operations depend primarily on its net
     interest income, which is the difference between interest income from
     interest-earning assets and interest expense on interest-bearing
     liabilities.  The Bank's operations are also affected by noninterest
     income, such as miscellaneous income from loans, and other sources of
     revenue.  The Bank's principal operating expenses, aside from interest
     expense, consist of compensation and associated benefits, federal deposit
     insurance premiums, occupancy costs, furniture and fixture expense, data
     processing charges, professional fees and other general and administrative
     expenses.


NOTE 2 - BASIS OF PRESENTATION

     The accompanying unaudited condensed financial statements (except for the
     condensed consolidated statement of financial condition at June 30, 1998,
     which has been taken from the audited financial statements of the Bank at
     that date) have been prepared in accordance with generally accepted
     accounting principles for interim financial information and with the
     instructions to Form 10-QSB of Regulation S-X.  Accordingly, they do not
     include all of the information and footnotes required by generally accepted
     accounting principles for complete financial statements.  In the opinion of
     management, all adjustments (none of which were other than normal recurring
     accruals) necessary for a fair presentation of the financial position and
     results of operations for the periods presented have been included. The
     Company was not an operating company and did not engage in any significant
     business until June 1998.  The results of operations for the six months
     ended December 31, 1998 are not necessarily indicative of the results of
     operations that may be expected for the year ended June 30, 1999.  The
     accounting policies followed are as set forth in Note 1 of the Notes to
     Financial Statements in the 1998 annual report of the Company.


NOTE 3 - EARNINGS PER SHARE

     Earnings per share are not applicable for the six months ended December 31,
     1997 as Anson Savings Bank did not complete its conversion to stock form
     until June 1998.  Basic earnings per share for the six months ended
     December 31, 1998 is based on unaudited net income earned divided by the
     weighted average number of shares outstanding during the period.  During
     the period reported there were no dilutive securities outstanding,
     therefore, basic and diluted earnings per share are the same.

                                      -5-

 
                              ANSON BANCORP, INC.
              NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)

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

NOTE 4 - SUBSEQUENT EVENT AND PLAN OF CONVERSION

     On June 19, 1998, pursuant to a Plan of Conversion which was approved by
     its members and regulators, Anson Savings Bank converted from a state
     chartered mutual savings bank to a state chartered stock savings bank and
     became a wholly owned subsidiary of Anson Bancorp, Inc.  Anson Bancorp,
     Inc. was formed to acquire all of the common stock of Anson Savings Bank
     upon its conversion to stock form.  The closing of the offering occurred on
     June 19, 1998 and resulted in the issuance of 585,124 shares of common
     stock at a price of $10 per share for proceeds of $5,424,815 (net of
     $426,425 in offering costs).  The Company transferred $2,712,408 of the net
     proceeds to Anson Savings Bank for purchase of all of the common stock of
     the Bank.


NOTE 5 - YEAR 2000

     The Company recognizes that there is a business risk in computerized
     systems as the calendar rolls over into the next century.  The Federal
     Financial Institutions Examination Council (FFIEC) issued an interagency
     statement on May 5, 1997 outlining five phases for institutions to
     effectively manage the Year 2000 challenge.  The phases were:  Awareness,
     Assessment, Renovation, Validation, and Implementation.  The FFIEC
     encouraged institutions to have all critical applications identified and
     priorities set by December 31, 1997 and to have renovation work largely
     completed and testing well underway by December 31, 1998.  The Company has
     an ongoing program designed to ensure that its operational and financial
     systems will not be adversely affected by Year 2000 software failures, due
     to processing errors arising from calculations using the Year 2000 date.
     The Board of Directors and management of the Company have established Year
     2000 compliance as a strategic initiative.  While the Company believes that
     it has available resources to assure Year 2000 compliance, it is to some
     extent dependent on vendor cooperation.  At the present time, the Company's
     most critical applications have been updated and installed.  Currently, the
     Company is testing these systems and should have any problems reconciled by
     June 30, 1999.

     At this time, the Company has not fully determined the cost of making
     modifications to correct any Year 2000 problems; however, equipment and
     software expenses are not expected to materially differ from past results.
     The Company routinely upgrades and purchases technologically advanced
     software and hardware on a continual basis and expects to specifically
     evaluate and test such purchases for Year 2000 compliance.
    
NOTE 6 - COMPREHENSIVE INCOME

     On July 1, 1998, the Company adopted statement of financial accounting
     standard No. 130, "Reporting Comprehensive Income" (SFAS 130). This
     statement provides standards for reporting comprehensive income.
     Comprehensive income is defined as the change in equity (Net Assets) during
     a period from non-owner sources. The purpose of reporting comprehensive
     income is to report a measure of all changes in equity that result from
     recognized transactions and other economic events of the period other than
     transactions with owners in their capacity as owners. Prior to the Issuance
     of SFAS 130, some of those changes in equity were displayed in a statement
     that reports the results of operations, while others were included directly
     in balances within a separate component of equity in a statement of
     financial position. This statement does not change or modify the reporting
     or display in the statement of operations.

     Comprehensive income for Anson Bancorp, Inc. includes the Company's net
     income and unrealized gains on securities available for sale (other
     comprehensive income). Total comprehensive income for the periods presented
     amounted to $187.000 and $121,000 for the six months ended December 31,
     1998 and 1997, respectively, and $102,000 and $27,000 for the three months
     ended December 31, 1998 and 1997, respectively.    

                                      -6-


 
                              ANSON BANCORP, INC.
          MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                           AND RESULTS OF OPERATIONS
- --------------------------------------------------------------------------------

COMPARISON OF FINANCIAL CONDITION AT DECEMBER 31, 1998 AND JUNE 30, 1998

     Total assets amounted to $24.93 million at December 31, 1998, compared to
     $25.07 million at June 30, 1998.  The decrease from June 30, 1998 to
     December 31, 1998 is primarily attributed to the decrease in deposits.
     Accounts payable have decreased approximately $85,000 from June 30, 1998 to
     December 31, 1998.  This decrease is due primarily to expenses accrued and
     subsequently paid related to the Bank's conversion to a state chartered
     stock savings bank during the period ended June 30, 1998.

     The principal category of earnings assets is loans receivable which
     amounted to $11.47 million and $11.52 million at December 31, 1998 and June
     30, 1998, respectively. Loan originations for the six months ended December
     31, 1998 totaled $1.3 million and were funded by loan principal repayments
     of $1.31 million as the loan portfolio decreased by approximately $50,000.
     Loan originations for the year ended June 30, 1998 totaled $2.92 million
     and principal repayments for 1998 totaled $2.82 million. The Bank maintains
     underwriting and credit standards designed to maintain the quality of the
     loan portfolio. Nonperforming loans at December 31, 1998 and June 30, 1998
     totaled $152,000 and $179,000, respectively, and were 1.33% and 1.55% of
     total loans, respectively.

     In addition to loans, the Company invests in U.S. Treasury and Government
     agency securities. Management does not engage in the practice of trading
     securities, rather, the Company's investment portfolio consists primarily
     of investments designated and held to maturity. Investment securities,
     including interest-bearing deposits and Federal Home Loan Bank stock, at
     December 31, 1998 and June 30, 1998, totaled $12.85 million and $12.95
     million, respectively. The decrease in investments and loans is primarily
     attributed to the decrease in deposits.

     The Bank has experienced some decrease in savings deposits. At December 31,
     1998, Anson's deposits decreased approximately $293,000 compared to June
     30, 1998. Anson has priced its deposits in a fashion to be at or near the
     top of the market because of its dependence on the local market for funds
     availability.

     The Company's equity, which consists entirely of retained earnings, capital
     stock and unrealized gains on securities available for sale, net of tax,
     amounted to $9.56 million and $9.38 million at December 31, 1998 and June
     30, 1998, respectively. The Bank has classified a portion of its
     investments as available for sale which requires reporting such investments
     at fair market value with unrealized gains or losses, net of tax, shown as
     a separate component of equity. The equity component for net unrealized
     gains at December 31, 1998 and June 30, 1998 amounted to $380,000 and
     $279,000, respectively.


COMPARISON OF RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED DECEMBER 31, 1998
AND 1997

     Net Income.  The Company's net income for the three months ended December
     31, 1998 and 1997 was approximately $36,000 and $27,000, respectively.  The
     increase in net income was primarily due to the increase in investments and
     the increase in capital from the sale of stock.

     Net Interest Income.  Net interest income has increased by 32% to $205,000
     for the three months ended December 31, 1998 from $155,000 for the three
     months ended December 31, 1997.  This increase is due primarily to an
     increase in investment income from the capital raised from the sale of
     stock.

     Noninterest Income.  Noninterest income consists primarily of fees related
     to safe deposit boxes and other miscellaneous income and amounted to less
     than $1,000 for the three months ended December 31, 1998 and 1997,
     respectively.

                                      -7-

 
                              ANSON BANCORP, INC.
          MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                           AND RESULTS OF OPERATIONS
- --------------------------------------------------------------------------------

     Noninterest Expense.  Noninterest expense consisted primarily of operating
     expenses for compensation and employee benefits, occupancy, legal and
     professional fees, federal deposit insurance premiums, data processing
     charges and other operating expenses.  Noninterest expense increased to
     approximately $149,000 from $119,000 for the three months ended December
     31, 1998 and 1997, respectively.  This increase is primarily due to the
     costs associated with operating as a public company and hiring one
     additional employee.  The Bank anticipates that its noninterest expense may
     continue to increase in the future because of costs associated with
     compensation, costs associated with operating as a publicly held company,
     and with purchasing the computer equipment necessary for Year 2000
     compliance.

     Income Taxes.  Income tax expense was $20,000 and $10,000 for the three
     month periods ended December 31, 1998 and 1997, respectively. The
     fluctuations were primarily attributable to corresponding fluctuations in
     income before income taxes.


COMPARISON OF RESULTS OF OPERATIONS FOR THE SIX MONTHS ENDED DECEMBER 31, 1998
AND 1997

     Net Income.  The Company's net income for the six months ended December 31,
     1998 and 1997 was approximately $87,000 and $62,000  respectively.  The
     increase in net income was primarily due to the increase in investments and
     the increase in capital from the sale of stock.

     Net Interest Income.  Net interest income has increased by 39% to $425,000
     for the six months ended December 31, 1998 from $306,000 for the six months
     ended December 31, 1997.  This increase is due primarily to an increase in
     investment income from the capital raised from the sale of stock.

     Noninterest Income.  Noninterest income consists primarily of fees related
     to safe deposit boxes and other miscellaneous income and amounted to $2,000
     and $4,000 for the six months ended December 31, 1998 and 1997,
     respectively.

     Noninterest Expense.  Noninterest expense consisted primarily of operating
     expenses for compensation and employee benefits, occupancy, legal and
     professional fees, federal deposit insurance premiums, data processing
     charges and other operating expenses.  Noninterest expense increased to
     $312,000 from $232,000 for the six months ended December 31, 1998 and 1997,
     respectively.  This increase is primarily due to the costs associated with
     operating as a public company and costs associated with one additional
     employee.  The Bank anticipates that its noninterest expense may continue
     to increase in the future because of costs associated with compensation,
     costs associated with operating as a publicly held company, and with
     purchasing the computer equipment necessary for Year 2000 compliance.

     Income Taxes.  Income tax expense was $29,000 and $17,000 for the six month
     periods ended December 31, 1998 and 1997, respectively. The fluctuations
     were primarily attributable to corresponding fluctuations in income before
     income taxes.


CAPITAL RESOURCES AND LIQUIDITY

     The term "liquidity" generally refers to an organization's ability to
     generate adequate amounts of funds to meet its needs for cash.  More
     specifically for financial institutions, liquidity ensures that adequate
     funds are available to meet deposit withdrawals, fund loan and capital
     expenditure commitments, maintain reserve requirements, pay operating
     expenses and provide funds for debt service, dividends to stockholders and
     other institutional commitments.  Funds are primarily provided through the
     sale or maturity of investments, the ability to raise equity capital, or
     maintenance of shorter-term interest-bearing deposits.

                                      -8-

 
                              ANSON BANCORP, INC.
          MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                           AND RESULTS OF OPERATIONS
- --------------------------------------------------------------------------------

     As a state chartered stock savings bank, Anson Savings Bank must maintain
     liquidity in the form of cash and cash equivalents and investment
     securities, including mortgage-backed securities, equal to at least 10% of
     total assets. The Bank's liquidity ratio at December 31, 1998 was
     considerably in excess of such requirements. Given its excess liquidity and
     its ability to borrow from the Federal Home Loan Bank, the Bank believes
     that it will have sufficient funds available to meet anticipated future
     loan commitments, deposit withdrawals and other cash requirements.


YEAR 2000

     The Company recognizes that there is a business risk in computerized
     systems as the calendar rolls over into the next century.  The Federal
     Financial Institutions Examination Council (FFIEC) issued an interagency
     statement on May 5, 1997 outlining five phases for institutions to
     effectively manage the Year 2000 challenge.  The phases were:  Awareness,
     Assessment, Renovation, Validation, and, Implementation.  The FFIEC
     encouraged institutions to have all critical applications identified and
     priorities set by December 31, 1997 and to have renovation work largely
     completed and testing well underway by December 31, 1998.  The Company has
     an ongoing program designed to ensure that its operational and financial
     systems will not be adversely affected by Year 2000 software failures, due
     to processing errors arising from calculations using the Year 2000 date.
     The Company's vaults are mechanical and are not subject to time or calendar
     failure.  The Board of Directors and management of the Company have
     established Year 2000 compliance as a strategic initiative. While the
     Company believes that it has available resources to assure Year 2000
     compliance, it is to some extent dependent on vendor cooperation.  At the
     present time, the Company expects its most critical application software
     vendor to have all of its systems in compliance.  The Company has installed
     the necessary software releases and expects to have testing of such systems
     substantially completed by March 31, 1999 and have any problems reconciled
     by June 30, 1999.

     At this time, the Company has not fully determined the cost of making
     modifications to correct any Year 2000 problems; however, equipment and
     software expenses are not expected to materially differ from past results.
     The Company routinely upgrades and purchases technologically advanced
     software and hardware on a continual basis and expects to specifically
     evaluate and test such purchases for Year 2000 compliance.

     The Company's loan portfolio consists primarily of residential mortgage
     loans to individuals.  These individuals generally are not affected by Year
     2000 failures.  The Bank currently makes very few commercial loans.  If the
     Bank increases its commercial loan portfolio, the Bank's Board of Directors
     would amend its underwriting policies to address loan payment problems
     associated with a borrower as a result of a disruption in income or a
     commercial borrower's inability to make a timely payment.

                                       -9-

 
                              ANSON BANCORP, INC.
                          PART II - OTHER INFORMATION

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

Item 1.    Legal Proceedings

           The Company is not engaged in any legal proceedings at the present
           time. From time to time, the Bank is a party to legal proceedings
           within the normal course of business wherein it enforces its security
           interest in loans made by it, and other matters of a like kind.

Item 2.    Changes in Securities

           Not applicable

Item 3.    Defaults Upon Senior Securities

           Not applicable

Item 4.    Submission of Matters to a Vote of Security Holders

           Not applicable

Item 5.    Other Information

           Not applicable

Item 6.    Exhibits and Reports on Form 8-K
     
           a)  Exhibit (27) - Financial Data Schedule

           b)  Not applicable

                                      -10-

 
SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
     Registrant has duly caused this report to be signed on its behalf by the
     undersigned thereunto duly authorized.


                                      Anson Bancorp, Inc.
                          
                          
Dated: 2/12/99                        By:    /s/ Eugene M. Ward
      ----------------                       --------------------------
                                             Eugene M. Ward
                                             President
                                           
Dated: 2/12/99                        By:    /s/ Nancy H. Allen
      ----------------                       --------------------------
                                             Nancy H. Allen
                                             Treasurer and Assistance Secretary
 
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