[FINPRO LETTERHEAD]


April 9, 1998


Board of Directors
Mississippi View Holding Company
35 East Broadway
Little Falls, Minnesota 56345


Members of the Board:

You have requested our opinion, as an independent financial analyst to the
common shareholders of Mississippi View Holding Company and its wholly owned
subsidiary Community Federal Savings and Loan Association of Little Falls,
Little Falls, Minnesota (the "Bank"), as to the fairness, from a financial point
of view to the common shareholders of the Bank, of the terms of the proposed
Tender Offer.

As part of its banking analysis business, FinPro, Inc. is continually engaged in
the valuation of bank, bank holding company and thrift securities in connection
with mutual-to-stock conversions, stock repurchases and mergers and acquisitions
nationwide.

In rendering its opinion, FinPro reviewed certain publicly available information
concerning the Company, including it's audited financial statements and annual
reports. FinPro considered many factors in making its evaluation. In arriving at
its Opinion regarding the fairness of the transaction, FinPro reviewed: (i) the
Tender Offer; (ii) the most recent external auditor's reports to the Boards of
Directors; (iii) the December 31, 1997 Report of Condition and Income; (iv) the
most recent regulatory report, compliance report and Community Reinvestment Act
Report; (v) the most recent annual report (10k); (vi) the internal loan
classification list, OREO list and Delinquency list; (vii) details on stock
price performance; (viii) the budget and long range operating plan; and (ix)
details on the ESOP and RRP plans. FinPro conducted an off-site review of the
Company's historical performance and current financial condition.

We have also had discussions with the management of the Bank regarding its
financial results and have analyzed the most current financial data available on
the Bank. We also considered such other information, financial studies, analyses
and investigations, and economic and market criteria which we deemed relevant.

We also considered: (a) a transaction summary of the financial terms of the
Modified Dutch Auction, including the aggregate consideration relative to fully
diluted book value, fully diluted earnings, fully diluted assets, and deposit
liabilities of the Bank; (b) the financial terms, financial condition, operating
performance, and market areas of other recently completed mergers and
acquisitions of comparable financial institution entities, including evaluating
Midwest transactions both generally and specifically, along with trading and
financial multiples of comparable institutions; and (c) discounted cash flow
analyses for the Bank, incorporating the current business plan and future
prospects. We also considered the reduced marketability characteristics of the
Bank's Common Stock and the earnings in the future. The results of these
analyses and the other factors considered were evaluated as a whole, with the
aggregate results indicating a range of financial parameters utilized to assess
the consideration as described in the Tender Offer.

We have not independently verified any of the information reviewed by us and
have relied on its being complete and accurate in all material respects. In
addition, we have not made an independent evaluation of the assets of the Bank.

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In reaching our opinion we took into consideration the financial benefits of the
proposed transaction to all the Bank's shareholders. Based on all factors that
we deem relevant and assuming the accuracy and completeness of the information
and data provided to us by the Bank, it is our opinion as of April 8, 1998, that
the proposed transaction is fair and equitable to all of the Bank's shareholders
from a financial point of view.

We hereby consent to the reference to our firm in the proxy statement or
prospectus related to the Tender Offer and to the inclusion of our opinion as an
exhibit to the proxy statement or prospectus related to the Tender Offer
transaction.

                                       Respectfully submitted,



                                       FinPro, Inc.
                                       Liberty Corner, New Jersey



                                       By  /s/  Donald J. Musso
                                          ---------------------------
                                             Donald J. Musso
                                             President






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