FORM OF LETTER FROM INISFREE M&A INCORPORATED
                     TO BROKERS, DEALERS, COMMERCIAL BANKS,
                          TRUST COMPANIES AND NOMINEES.
                           OFFER TO PURCHASE FOR CASH
                     ALL OUTSTANDING SHARES OF COMMON STOCK
                                       OF
                              WEDGESTONE FINANCIAL
                                       AT
                               $0.67 NET PER SHARE
                                       BY
                              WEDGESTONE FINANCIAL


                   THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE
                     AT 12:00 MIDNIGHT, NEW YORK CITY TIME,
                  ON ____, 1998, UNLESS THE OFFER IS EXTENDED.
                               February ____, 1998


To Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees:

     We have been appointed by Wedgestone Financial, a Massachusetts business 
trust (the "Company"), to act as Dealer Manager in connection with the 
Company's offer to purchase all outstanding shares of beneficial interest, 
$1.00 par value per share held by the Public Shareholders (the "Shares"), of 
the Company at a price of $0.67 per Share, net to the seller in cash, upon 
the terms and subject to the conditions set forth in the Company's Offer to 
Purchase, dated February ___ 1998 (the "Offer"), enclosed herewith. Please 
furnish copies of the enclosed materials to those of your clients for whose 
accounts you hold Shares registered in your name or in the name of your 
nominee.

     Enclosed for your information and use are copies of the following 
documents:

     1.   Offer to Purchase, dated February ____, 1998;

     2.   Letter of Transmittal to be used by holders of Shares in accepting
the Offer and tendering Shares;

     3.   Notice of Guaranteed Delivery to be used to accept the Offer if
the Shares and all other required documents are not immediately available or
cannot be delivered to BankBoston, N.A. (the "Depositary") by the Expiration
Date (as defined in the Offer to Purchase) or if the procedure for book-entry
transfer cannot be completed by the Expiration Date;

     4.   A letter to shareholders of the Company from John C. Shaw, Chief
Executive Officer of the Company, together with a Solicitation/Recommendation
Statement on Schedule 14D-9 filed with the Securities and Exchange Commission by
the Company;



     5.   A letter which may be sent to your clients for whose accounts you
hold Shares registered in your name or in the name of your nominee, with space
provided for obtaining such clients' instructions with regard to the Offer;

     6.   Guidelines for Certification of Taxpayer Identification Number on 
Substitute Form W-9; and

     7.   Return envelope addressed to the Depositary.

     WE URGE YOU TO CONTACT YOUR CLIENTS AS PROMPTLY AS POSSIBLE. PLEASE NOTE 
THAT THE OFFER AND WITHDRAWAL RIGHTS EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY 
TIME, ON _____, 1998, UNLESS THE OFFER IS EXTENDED.

     In all cases, payment for Shares accepted for payment pursuant to the 
Offer will be made only after timely receipt by the Depositary of 
certificates evidencing such Shares (or a confirmation of a book-entry 
transfer of such Shares into the Depositary's account at one of the 
Book-Entry Transfer Facilities (as defined in the Offer to Purchase)), a 
Letter of Transmittal (or facsimile thereof) properly completed and duly 
executed and any other required documents.

     If holders of Shares wish to tender, but cannot deliver their 
certificates or other required documents, or cannot comply with the procedure 
for book-entry transfer, prior to the expiration of the Offer, a tender of 
Shares may be effected by following the guaranteed delivery procedure 
described under "The Tender Offer -- Section 3. Procedures for Accepting the 
Offer and Tendering Shares" in the Offer to Purchase.

     The Company will not pay any fees or commissions to any broker, dealer 
or other person (other than the Depositary and the Information Agent as 
described in the Offer) in connection with the solicitation of tenders of 
Shares pursuant to the Offer. However, the Company will reimburse you for 
customary mailing and handling expenses incurred by you in forwarding any of 
the enclosed materials to your clients. The Company will pay or cause to be 
paid any stock transfer taxes payable with respect to the transfer of Shares 
to it, except as otherwise provided in Instruction 6 of the Letter of 
Transmittal.

     Any inquiries you may have with respect to the Offer should be addressed 
to Inisfree M&A Incorporated (the "Information Agent") at their respective 
addresses and telephone numbers set forth on the back cover page of the Offer 
to Purchase.


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     Additional copies of the enclosed material may be obtained from the 
Information Agent, at the address and telephone number set forth on the back 
cover page of the Offer to Purchase.

VERY TRULY YOURS,


INISFREE M&A INCORPORATED


     NOTHING CONTAINED HEREIN OR IN THE ENCLOSED DOCUMENTS SHALL CONSTITUTE 
YOU, OR ANY OTHER PERSON, THE AGENT OF PARENT, PURCHASER, THE COMPANY, THE 
INFORMATION AGENT OR THE DEPOSITARY, OR OF ANY AFFILIATE OF ANY OF THEM, OR 
AUTHORIZE YOU OR ANY OTHER PERSON TO USE ANY DOCUMENT OR TO MAKE ANY 
STATEMENT ON BEHALF OF ANY OF THEM IN CONNECTION WITH THE OFFER OTHER THAN 
THE ENCLOSED DOCUMENT AND THE STATEMENTS CONTAINED THEREIN.


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