10-Q

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q
(Mark One)
(X)      QUARTERLY  REPORT  PURSUANT  TO SECTION  13 OR 15(d) OF THE  SECURITIES
         EXCHANGE ACT OF 1934

                  For the Quarterly Period Ended June 30, 2001

                                       OR

(  )     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND
         EXCHANGE ACT OF 1934

                          Commission File Number 0-631

                            WEBFINANCIAL CORPORATION
             (Exact name of registrant as specified in its charter)

            Delaware                                        56-2043000
(State or other jurisdiction of                          (I.R.S. Employer
incorporation or organization)                           Identification No.)

                        150 East 52nd Street, 21st Floor
                            New York, New York 10022
              (Address and zip code of principal executive offices)

                                  877-431-2942
              (Registrant's telephone number, including area code)


                  Indicate by check mark  whether the  registrant  (1) has filed
         all  reports  required  to be  filed  by  Section  13 or  15(d)  of the
         Securities  Exchange Act of 1934 during the preceding 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 ( )

                  Indicate by check mark  whether the  registrant  has filed all
         documents and reports required to be filed by Sections 12, 13, or 15(d)
         of the Securities  Exchange Act of 1934 subsequent to the  distribution
         of securities under a plan confirmed by a court. Yes (X) No ( )

                  As of August 10, 2001, 4,366,866 shares of the issuer's Common
         Stock,   $.001  par  value  (the   "Common   Stock")  were  issued  and
         outstanding.






                                TABLE OF CONTENTS

                                                                        PAGE NO.
                                                                        --------
                          PART I FINANCIAL INFORMATION

Item 1.  Consolidated Financial Statements:

         Consolidated Statements of Financial Condition
         June 30, 2001 (unaudited) and December 31, 2000                   2

         Consolidated Statements of Operations
         for the three months ended June 30, 2001 and 2000 (unaudited)     4

         Consolidated Statements of Operations
         for the six months ended June 30, 2001 and 2000 (unaudited)       5

         Consolidated Statements of Cash Flow
         for the six months ended June 30, 2001 and 2000 (unaudited)       6

         Notes to Consolidated Financial Statements (unaudited)            8

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations                               9

Item 3.  Quantitative and Qualitative Disclosures about Market Risk       11

                            PART II OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K                                 12

Signatures                                                                13






PART I  FINANCIAL INFORMATION

ITEM 1.     CONSOLIDATED FINANCIAL STATEMENTS

                    WEBFINANCIAL CORPORATION AND SUBSIDIARIES
                 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                  (Amounts in thousands except per share data)

                                                                     JUNE 30, 2001   DECEMBER 31, 2000
                                                                     -------------   -----------------
                                                                       (UNAUDITED)
                  ASSETS
Cash and due from banks                                                  $ 5,182          $ 6,086
Federal funds sold                                                          --                 76
                                                                         -------          -------
      Total cash and cash equivalents                                      5,182            6,162

Investment securities
       Held-to-maturity (estimated fair value $31 and $32
            at June 30, 2001 and December 31, 2000)                           30               32
       Available-for-sale                                                    391              463
                                                                         -------          -------
            Total investment securities                                      421              495

Loans, net of deferred income                                             12,630           12,131
Less allowance for loan loss                                               1,837            1,077
                                                                         -------          -------
            Total loans, net                                              10,793           11,054

Premises and equipment,
        net of accumulated depreciation and amortization                     100              110
Accrued interest receivable                                                  106              113
Goodwill, net of accumulated
        amortization of $335 in 2001 and $276 in 2000                      1,439            1,498
Other assets                                                                 925            5,363
                                                                         -------          -------

                                                                         $18,966          $24,795
                                                                         =======          =======


        LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
        Non interest-bearing demand                                      $   250          $   250
        Certificates of deposit                                            5,316            9,882
                                                                         -------          -------
            Total deposits                                                 5,566           10,132
        Other borrowings                                                     186             --
        Other liabilities                                                    155              779
                                                                         -------          -------
            Total liabilities before minority interests                    5,907           10,911

   Commitments and contingencies                                            --               --

   Minority interests                                                        405              460

                                                                        (continued)

                                       2



                    WEBFINANCIAL CORPORATION AND SUBSIDIARIES
           CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (continued)
                  (Amounts in thousands except per share data)

                                                           JUNE 30, 2001  DECEMBER 31, 2000
                                                           -------------  -----------------
                                                            (UNAUDITED)
Stockholders' Equity
   Preferred stock, 10,000,000 shares authorized,
      none issued                                                  --                 --
   Common stock, 50,000,000 shares authorized;
      $.001 par value, 4,366,866 and 4,354,280 shares issued
      and outstanding at June 30, 2001 and
      December 31, 2000, respectively                               4                  4
   Paid-in capital                                             36,606             36,559
   Accumulated other comprehensive loss                            (1)              --
   Accumulated deficit                                        (23,955)           (23,139)
                                                             --------           --------
      Total stockholders' equity                               12,654             13,424
                                                             --------           --------
                                                             $ 18,966           $ 24,795
                                                             ========           ========


          See accompanying notes to consolidated financial statements.

                                       3





                    WEBFINANCIAL CORPORATION AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
                 (Amounts in thousands except per share amounts)

                                                              FOR THE THREE MONTHS ENDED
                                                          JUNE 30, 2001      JUNE 30, 2000
                                                          -------------      -------------
Interest income
      Interest and fees on loans                             $   339            $   388
      Interest on cash equivalents                                73                126
      Interest on federal funds sold                              16               --
      Interest on investment securities                            9                 10
                                                             -------            -------
            Total interest income                                437                524

Interest expense                                                 113                213
                                                             -------            -------
                  Net interest income before provision for
                  loan losses                                    324                311

Provision for loan losses                                        289                200
                                                             -------            -------
                   Net interest income after provision for
                   loan losses                                    35                111
                                                             -------            -------

Noninterest income
      Gain on sale of loans                                     --                  560
      Fee income                                                 142                445
      Miscellaneous income                                       170                389
                                                             -------            -------
            Total noninterest income                             312              1,394

Noninterest expenses
      Salaries, wages, and benefits                              286                468
      Professional and legal fees                                161                151
      Occupancy expense                                           49                 53
      Amortization of goodwill                                    29                 30
      Other general and administrative                           265                306
                                                             -------            -------
            Total noninterest expenses                           790              1,008
                                                             -------            -------
                  Operating income (loss)                       (443)               497

Income tax expense                                              --                 --
                                                             -------            -------

      Income (loss) before minority interests                   (443)               497

(Income) loss attributable to minority interests                  26                (48)
                                                             -------            -------

      Net income (loss)                                      $  (417)           $   449
                                                             =======            =======

Basic and diluted net income (loss) per share                $  (.10)           $   .10
Weighted average number of common shares and
  common share equivalents, basic                              4,367              4,354
Weighted average number of common shares and
  common share equivalents, diluted                            4,367              4,368

          See accompanying notes to consolidated financial statements.

                                       4





                    WEBFINANCIAL CORPORATION AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
                 (Amounts in thousands except per share amounts)

                                                                        FOR THE SIX MONTHS ENDED
                                                                   JUNE 30, 2001     JUNE 30, 2000
                                                                   -------------     -------------
Interest income
      Interest and fees on loans                                    $   735          $   682
      Interest on cash equivalents                                      142              223
      Interest on federal funds sold                                     41             --
      Interest on investment securities                                  16               51
                                                                    -------          -------
            Total interest income                                       934              956

Interest expense                                                        274              306
                                                                    -------          -------
                  Net interest income before provision for
                  loan losses                                           660              650

Provision for loan losses                                               866              265
                                                                    -------          -------
                   Net interest income (loss) after provision for
                   loan losses                                         (206)             385
                                                                    -------          -------

Noninterest income
      Gain on sale of loans                                             219              560
      Fee income                                                        332              783
      Miscellaneous income                                              350              411
                                                                    -------          -------
            Total noninterest income                                    901            1,754

Noninterest expenses
      Salaries, wages, and benefits                                     601              941
      Professional and legal fees                                       288              315
      Occupancy expense                                                  98               94
      Amortization of goodwill                                           59               59
      Other general and administrative                                  512              534
                                                                    -------          -------
            Total noninterest expenses                                1,558            1,943
                                                                    -------          -------
                  Operating income (loss)                              (863)             196

Income tax expense                                                        8             --
                                                                    -------          -------

      Income (loss) before minority interests                          (871)             196

Loss (income) attributable to minority interests                         55              (35)
                                                                    -------          -------

      Net income (loss)                                             $  (816)         $   161
                                                                    =======          =======

Basic and diluted net income (loss) per share                       $  (.19)         $   .04
Weighted average number of common shares and
  common share equivalents, basic                                     4,367            4,349
Weighted average number of common shares and
  common share equivalents, diluted                                   4,367            4,429

          See accompanying notes to consolidated financial statements.

                                       5




                    WEBFINANCIAL CORPORATION AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF CASH FLOW (UNAUDITED)
                             (Amounts in thousands)

                                                                            FOR THE SIX MONTHS ENDED
                                                                     JUNE 30, 2001       JUNE 30, 2000
                                                                     -------------       -------------
Cash flows from operating activities:
Net income (loss)                                                    $   (816)            $    161
Adjustments to reconcile net loss to net cash
 provided by (used in) operating activities:
      Minority interest                                                   (55)                  35
      Depreciation and amortization                                        22                   28
      Gain on sale of loans                                              (219)                (560)
      Common stock granted in lieu of cash                                 47                   25
      Provision for loan losses                                           866                  265
      Amortization/(accretion) of loan fees, net                          (47)                   5
      Amortization of goodwill                                             59                   59
      Amortization of servicing asset                                      42                   33
Changes in operating assets and liabilities:
      Accounts receivable                                                --                     14
       Prepaid expenses                                                  --                    142
       Accrued interest receivable                                          7                 (180)
       Other assets                                                       146                 (385)
       Other liabilities                                                 (624)               1,085
                                                                     --------             --------
          Net cash provided by (used in) operating activities            (572)                 727

Cash flows from investing activities:
      Principal payments received on held-to-maturity securities            2                  219
      Principal payments received on available-for-sale securities         71                 --
      Purchase of available-for-sale securities                          --                    (26)
      Purchase of property and equipment                                  (12)                 (61)
      Reduction of minority interest                                     --                     35
      Cash received on settlement of loan sale                          4,250                 --
      Loans originated and principal collections, net                    (339)              (4,782)
                                                                     --------             --------
          Net cash provided by (used in) investing activities           3,972               (4,615)

Cash flows from financing activities:
      Net increase (decrease) in certificates of deposit               (4,566)              15,494
      Net increase (decrease) in short term borrowings                    186               (1,100)
                                                                     --------             --------
         Net cash provided by (used in) financing activities           (4,380)              14,394


                                   (continued)

                                       6






                    WEBFINANCIAL CORPORATION AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF CASH FLOW (UNAUDITED)
                             (Amounts in thousands)

                                                           FOR THE SIX MONTHS ENDED
                                                       JUNE 30, 2001     JUNE 30, 2000
                                                       -------------     -------------

Net increase (decrease) in cash and cash equivalents        (980)           10,506

Cash and cash equivalents at beginning of period           6,162             7,266
                                                         -------           -------

Cash and cash equivalents at end of period               $ 5,182           $17,772
                                                         =======           =======




Supplemental disclosure of additional cash activities:
      Cash paid for interest                             $   419           $   213
      Cash paid for income taxes                         $     8           $  --

Noncash investing and financing activities:
      At  June  30,   2001,   the   Company  had  a  net   unrealized   loss  on
available-for-sale   securities  of  $1.  As  a  result,  an  accumulated  other
comprehensive loss of $1 was recorded in the stockholders' equity section of the
consolidated statements of financial condition at June 30, 2001.

          See accompanying notes to consolidated financial statements.

                                       7




                    WEBFINANCIAL CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
           (All numbers except shares and per share data in thousands)

1.          SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

            Basis  of   Presentation--The   accompanying   interim  consolidated
financial  statements of  WebFinancial  Corporation  and its  subsidiaries  (the
"Company")  are  unaudited  and  have  been  prepared  in  conformity  with  the
requirements of Regulation S-X promulgated under the Securities  Exchange Act of
1934, as amended (the "Exchange Act"),  particularly  Rule 10-01 thereof,  which
governs the presentation of interim financial statements.  Accordingly,  they do
not include all of the information and footnotes  required by generally accepted
accounting  principles  for  complete  financial  statements.  The  accompanying
interim consolidated financial statements should be read in conjunction with the
Company's  significant  accounting  policies  as  set  forth  in  Note  1 to the
consolidated  financial  statements in the Company's  Annual Report on Form 10-K
for the fiscal year ended December 31, 2000 (the "2000 10-K").  The consolidated
Statement of Financial  Condition  at December 31, 2000 was  extracted  from the
Company's audited consolidated  financial statements contained in the 2000 10-K,
and does not include all disclosures  required by generally accepted  accounting
principles for annual consolidated financial statements.

            In the opinion of  management,  all  adjustments  are  comprised  of
normal  recurring  accruals  necessary for the fair  presentation of the interim
financial statements.  Operating results for the quarter ended June 30, 2001 are
not  necessarily  indicative  of the results  that may be expected  for the year
ending December 31, 2001.

2.          ORGANIZATION AND RELATIONSHIPS

            The  consolidated   financial   statements   include  the  financial
statements  of  WebFinancial  Corporation  and  its  subsidiaries:  WebFinancial
Holding  Corporation,  a wholly owned  subsidiary  of the Company  ("Holdings"),
WebBank ("WebBank"),  Praxis Investment Advisers, Inc. ("Praxis"),  WebFinancial
Government Lending,  Inc.  ("Lending"),  and Web Film Financial,  Inc. ("Film"),
collectively referred to as the Company. WebBank is a Utah-chartered  industrial
loan corporation,  and is subject to comprehensive regulation,  examination, and
supervision by the Federal Deposit Insurance Corporation ("FDIC"), and the State
of Utah Department of Financial  Institutions.  WebBank provides  commercial and
consumer specialty finance services.

                                       8





ITEM 2.     MANAGEMENT'S  DISCUSSION  AND  ANALYSIS OF FINANCIAL  CONDITION  AND
            RESULTS OF OPERATIONS

            The  following  discussion  should be read in  conjunction  with the
interim consolidated financial statements of the Company and the Notes thereto.

CHANGES IN FINANCIAL CONDITION
JUNE 30, 2001 COMPARED TO DECEMBER 31, 2000

            Total  assets  decreased  by  $5,829,000  between  the two dates due
primarily to a $4,438,000  reduction in other assets. The large balance in other
assets at December 31, 2000  resulted from a loan that was sold by WebBank under
contract a few days before  year-end and was settled a few days after  year-end.
Loans,  net of deferred income and before reserve for loan losses,  increased by
$499,000 during the first six months. The allowance for loan losses increased by
$760,000  due to  downgrades  of  several  loans  in the  WebBank  USDA  B&I
portfolio.  Nonaccrual  loans,  those  for  which  interest  income is not being
recorded  and which  are  included  in loans,  net of  deferred  income,  on the
consolidated  statements of financial  condition,  increased from $0 at December
31, 2000 to $2,315,000 at June 30, 2001.

            Total  liabilities  decreased  by  $5,004,000  between the two dates
primarily  due to the  maturity  of  $4,566,000  of  certificates  of deposit at
WebBank that were not renewed because of decreased loan activity. Another change
in  liabilities  during  the first six months of 2001  included  a  decrease  of
$624,000  in other  liabilities  consisting  mainly of the  payment of  accounts
payable and taxes  payable that were accrued at December 31, 2000.  The decrease
of $770,000 in stockholders'  equity was primarily due to the operating loss for
the first six months of 2001 described in "Changes In Results of Operations."

CHANGES IN RESULTS OF OPERATIONS
THREE MONTHS ENDED JUNE 30, 2001 COMPARED TO THREE MONTHS ENDED JUNE 30, 2000

            The net loss for the  quarter  ended June 30,  2001 was  $417,000 or
$.10 per share compared to net income of $449,000 or $.10 per share for the same
period in 2000.

            Net interest  income after  provision  for loan losses  decreased by
$76,000  between the two periods.  Most of the  difference was due to an $89,000
increase in the provision for loan losses.

            Noninterest  income decreased by $1,082,000 between the two periods.
Tightened  credit standards at WebBank resulted in a decrease in new loan volume
and a  corresponding  decrease in gain on sale of loans of $560,000.  Fee income
declined by $303,000 due in large part to the discontinuance of WebBank's payday
lending   program  and  the  loss  of  a  WebBank   private  label  credit  card
relationship.  Miscellaneous income decreased by $219,000 primarily because of a
one-time loan securitization fee of $383,000 earned by WebBank in 2000.

            Noninterest  expense  decreased by $217,000 between the two periods.
The salary,  wages,  and  benefits  expense  reduction  of  $182,000  was mostly
attributable  to a  reduction  in  the  level  of  staffing  at  Lending.  Other
noninterest expenses stayed relatively steady.

CHANGES IN RESULTS OF OPERATIONS
SIX MONTHS ENDED JUNE 30, 2001 COMPARED TO SIX MONTHS ENDED JUNE 30, 2000

            The net loss for the six months  ended June 30, 2001 was $816,000 or
$.19 per share compared to net income of $161,000 or $.04 per share for the same
period in 2000.

            Net interest  income after  provision  for loan losses  decreased by
$591,000  between the two periods.  Most of the difference was due to a $601,000
increase in the provision for loan losses.

                                       9





                Noninterest   income  decreased  by  $853,000  between  the  two
periods. The gain on sale of loans decreased by $341,000 due to tightened credit
standards.   Fee  income   declined  by  $451,000  due  in  large  part  to  the
discontinuance  of WebBank's  payday  lending  program and the loss of a WebBank
private  label  credit card  relationship.  Miscellaneous  income  decreased  by
$61,000  primarily  because of a one-time  loan  securitization  fee of $383,000
earned by WebBank in 2000.

                Noninterest  expense  decreased  by  $385,000  between  the  two
periods.  A $340,000  decrease in  salaries,  wages,  and  benefits  expense was
primarily attributable to a reduction in the level of staffing at Lending.

LIQUIDITY AND CAPITAL RESOURCES

            At of June 30, 2001 and December 31, 2000,  the  Company's  cash and
cash  equivalents  totaled  $5,182,000  and  $6,162,000,  respectively.  Funding
currently comes primarily from  certificates of deposit obtained through brokers
and from a $2,500,000  federal funds  purchased line with a local  correspondent
bank.  WebBank is currently  developing a program to secure a less expensive and
more  dependable  source of funds  than the  brokered  certificates  of  deposit
provide. Management believes that the Company's current cash and cash equivalent
balances  and  expected  operating  cash flows and  available  credit  lines are
adequate to meet its liquidity needs through at least the next 12 months.

                The Company continues to actively seek acquisition transactions.
There can be no assurance that the Company will be able to acquire an additional
business,  or that such  business  will be  profitable.  In order to  finance an
acquisition,  the Company may be  required  to incur or assume  indebtedness  or
issue securities.

FORWARD-LOOKING STATEMENTS

                The  following  important  factors,  among  others,  could cause
actual  results to differ  materially  from those  indicated by  forward-looking
statements made in this Quarterly Report of Form 10-Q and presented elsewhere by
management.  All forward-looking  statements included in this document are based
on  information  available  to the Company on the date  hereof,  and the Company
assumes no obligation to update any such forward-looking statements. A number of
uncertainties  exist that could affect the Company's future  operating  results,
including, without limitation,  general economic conditions, changes in interest
rates, the Company's ability to attract  deposits,  and the Company's ability to
control costs.  Because of these and other factors,  past financial  performance
should not be  considered an  indication  of future  performance.  The Company's
future quarterly operating results may vary significantly.  Investors should not
use historical  trends to anticipate future results and should be aware that the
trading price of the Company's Common Stock may be subject to wide  fluctuations
in response to  quarterly  variations  in operating  results and other  factors,
including those discussed above.

                                       10





ITEM 3.     QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

            The Company maintains an investment  portfolio and participates with
other lenders in commercial loan programs.  Both of these activities are subject
to specific  policies  that are  focused on  preserving  principal,  maintaining
proper liquidity to meet operating needs, and maximizing yields.

            The  Company's  operations  may be  subject  to a variety  of market
risks,  the most  material  of which is the  risk of  changing  interest  rates.
Generally,  interest  rate  risk  is the  volatility  in  financial  performance
attributable  to changes in market  interest  rates,  which may result in either
fluctuation  of net  interest  income or  changes to the  economic  value of the
equity of the Company.  The following  discusses certain factors that may affect
the  Company's  financial  results and  operations  and should be  considered in
evaluating the Company.

            Interest Rates.  The Company's  earnings may be impacted by changing
interest  rates.  Changes in interest rates impact the level of loans,  deposits
and  investments,  the credit profile of existing  loans,  the rates received on
loans and securities and the rates paid on deposits and borrowings.  The Company
attempts to minimize  interest  rate risk through  various  means  including the
matching  of  interest  rate  volatility  of assets  and  liabilities.  However,
significant  fluctuations  in interest  rates may have an adverse  effect on the
Company's financial condition and results of operations.

            Government  Regulation and Monetary Policy.  The banking industry is
subject to extensive federal and state  supervision and regulation.  Significant
new laws or changes in existing  laws, or repeals of existing laws may cause the
Company's  results  to differ  materially.  Further,  federal  monetary  policy,
particularly as implemented  through the Federal  Reserve System,  significantly
affects  credit  conditions  for the  Company  and a  material  change  in these
conditions  could  have a material  adverse  impact on the  Company's  financial
condition and results of operations.

            Competition.  The banking and financial  services  businesses in the
Company's lines of business are highly competitive. The increasingly competitive
environment  is a result of changes in  regulation,  changes in  technology  and
product  delivery  systems,  and the accelerating  pace of  consolidation  among
financial  service  providers.   The  results  of  the  Company  may  differ  if
circumstances affecting the nature or level of competition change.

            Credit Quality.  A source of risk arises from the  possibility  that
losses will be sustained because  borrowers,  guarantors and related parties may
fail to perform in  accordance  with the terms of their  loans.  The Company has
adopted  underwriting  and credit  monitoring  procedures  and credit  policies,
including the establishment and review of the allowance for credit losses,  that
management  believes are  appropriate  to minimize  this risk by  assessing  the
likelihood of  nonperformance,  tracking loan  performance and  diversifying the
Company's  credit  portfolio.  These policies and procedures,  however,  may not
prevent  unexpected  losses  that could have a  material  adverse  effect on the
Company's results.

            Non-banking  Activities.  The Company may expand its operations into
new  non-banking  activities  in 2001.  Although the Company has  experience  in
providing  bank-related  services,  this  expertise  may  not  assist  us in our
expansion into non-banking  activities.  As a result, we may be exposed to risks
associated with, among other things,  (1) a lack of market and product knowledge
or awareness of other industry  related  matters and (2) an inability to attract
and retain qualified employees with experience in these non-banking activities.

            Proposed  Legislation.  From time to time,  various types of federal
and state  legislation  have  been  proposed  that  could  result in  additional
regulation  of,  and  modifications  of  restrictions  on, the  business  of the
Company.  It  cannot  be  predicted  whether  any  legislation  currently  being
considered will be adopted or how such legislation or any other legislation that
might be enacted in the future would affect the business of the Company.

                                       11





PART II  OTHER INFORMATION

ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K.

            (a)   Exhibits
                  See exhibit index immediately following the signature page.

            (b)   Reports on Form 8-K during the quarter
                  None.

                                       12





                                   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.


Date:  August 10, 2001            WEBFINANCIAL CORPORATION


                                  By:  /s/ Warren G. Lichtenstein
                                       --------------------------
                                       Warren G. Lichtenstein
                                       President and Chief Executive Officer



                                  By:  /s/ Glen M. Kassan
                                       --------------------------
                                       Glen M. Kassan
                                       Vice President and Chief Financial Officer



                                       13





                                  EXHIBIT INDEX


11          Statement Regarding Computation of Net Loss Per Share

EX-11

                                   EXHIBIT 11


                    WEBFINANCIAL CORPORATION AND SUBSIDIARIES
         STATEMENT REGARDING COMPUTATION OF NET INCOME (LOSS) PER SHARE
                 (Amounts in thousands except per share amounts)

                                                         FOR THE SIX MONTHS ENDED
                                                    JUNE 30, 2001        JUNE 30, 2000
                                                    -------------        -------------

Net income (loss)                                      $  (816)            $   161

Shares used in computation:

Weighted average number of common shares and
  common share equivalents, basic                        4,367               4,349

Common shares and common share equivalents,
  fully diluted                                          4,367               4,429

Net income (loss) per share-basic                      $  (.19)            $   .04

Net income (loss) per share-diluted                    $  (.19)            $   .04



Common stock  equivalents  (stock  options and warrants)  that were  outstanding
during the six month period  ending June 30, 2001 that could potentially  dilute
basic  earnings per share in the future were not included in the  computation of
earnings per share because the net loss in both periods makes them antidilutive.