EXHIBIT 5


INTERNAL REVENUE SERVICE                    DEPARTMENT OF THE TREASURY
DISTRICT DIRECTOR
P.O. BOX 2508
CINCINNATI, OH  45201
                                            Employer Identification Number:
                                                  51-0110823
Date:  August 9, 1995                                   File Folder Number:
                                                  310043187
CAMCO FINANCIAL CORPORATION                 Person to Contact:
814 WHEELING AVENUE                               JOANNA WEBER
CAMBRIDGE, OH  43725                        Contract Telephone Number:
                                                  (513) 684-3141
                                            Plan Name:
                                                  401(K) SALARY SAVINGS PLAN

                                     Plan Number:      002


Dear Applicant:

         We have made a favorable  determination on your plan,  identified above
based on the  information  supplied.  Please keep this letter in your  permanent
records.

         Continued  qualification of the plan under its present form will depend
on its  effect in  operation.  (See  section  1.401-1(b)(3)  of the  Income  Tax
Regulations.) We will review the status of the plan in operation periodically.

         The enclosed  document  explains  the  significance  of this  favorable
determination  letters,  points out some  features that may affect the qualified
status  of your  employee  retirement  plan,  and  provides  information  on the
reporting  requirements  for your  plan.  It also  describes  some  events  that
automatically nullify it. It is very important that you read the publication.

         This letter  relates only to the status of your plan under the Internal
Revenue Code. It is not a determination regarding the effect of other federal or
local statutes.

         This  determination  letter  is  applicable  for the  plan  adopted  on
December 20, 1994.

         This plan has been madatorily  disaggregated,  permissively aggregated,
or restructured to satisfy the nondiscrimination requirements.

         This plan  satisfies the  nondiscrimination  in amount  requirement  of
section 1.401  (a)(4)-1(b)(2)  of the regulations on the basis of a design-based
safe harbor described in the regulations.

         This  letter  is  issued  under  Rev.  Proc. 93-39 and  consider  the 
amendments required by the Tax Reform Act of 1986 except as otherwise specified
in this letter.






         This  plan  satisfies  the   nondiscriminatory   current   availability
requirements  of section  1.401(a)(4)-4(b)  of the  regulations  with respect to
those  benefits,  rights,  and  features  that are  currently  available  to all
employees in the plan's  coverage group.  For this purpose,  the plan's coverage
group consists of those employees  treated as currently  benefiting for purposes
of demonstrating  that the plan satisfies the minimum  coverage  requirements of
section 410(b) of the Code.

         This  letter  may  not be relied upon with  respect to whether the plan
satisfies  the  qualification requirements  as  amended  by  the  Uruguay  Round
Agreements Act, Pub. L. 103-465.

         We have sent a copy of this letter to your  representative as indicated
in the power of attorney.

         If you have questions concerning this matter, please contact the person
whose name and telephone number are shown above.

                                              Sincerely yours,

                                              /s/ C. Ashley Bullard


                                              C. Ashley Bullard
                                              District Director

Enclosures:
Publication 794