SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 10-QSB

   X    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
 -----  EXCHANGE ACT OF 1934

                For the quarterly period ended December 31, 2002
                                       OR

 ___  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 0-21170

                                 FFW CORPORATION
        (Exact name of small business issuer as specified in its charter)

              Delaware                                     35-1875502
(State or other jurisdiction of incorporation    (I.R.S. Employer identification
           or organization)                                 or Number)

                    1205 North Cass Street, Wabash, IN 46992
                    (Address of principal executive offices)

                                 (260) 563-3185
                           (Issuer's telephone number)

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 ___

           Transitional Small Business Disclosure Format (check one):

                                 Yes ___ No _X_

State the number of Shares outstanding of each of the issuer's classes of common
equity, as of the latest date:

As of February 6, 2003, there were 1,346,775  shares of the Registrant's  common
stock issued and outstanding.
<PAGE>

                                 FFW CORPORATION

                                      INDEX


PART I.  FINANCIAL INFORMATION                                          PAGE NO.

Item 1.  Consolidated Financial Statements

           Consolidated Balance Sheets for December 31, 2002                  3
           and June 30, 2002

           Consolidated Statements of Income and                              4
           Comprehensive Income for the three and
           six months ended December 31, 2002 and 2001.

           Consolidated Statements of Cash Flows for the                      5
           six months ended December 31, 2002 and 2001.

           Notes to Consolidated Financial Statements                         6

Item 2.  Management's Discussion and Analysis of Financial                    8
          Condition and Results of Operations

Item 3.  Controls and Procedures                                             14

PART II. OTHER INFORMATION

         Items 1-6                                                           15

         Signature Page                                                      16

         Certifications                                                      17

<PAGE>




                          PART I: FINANCIAL INFORMATION
                                 FFW CORPORATION
                           CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                                         (Unaudited)       (Audited)
ASSETS :                                                                                 December 31        June 30
                                                                                             2002            2002
                                                                                            ------          ------
<S>                                                                                     <C>              <C>
   Cash and due from financial institutions .........................................   $   5,702,698    $   6,321,697
   Interest-earning deposits in financial institutions - short term .................       2,354,353        2,996,816
                                                                                        -------------    -------------
      Cash and cash equivalents .....................................................       8,057,051        9,318,513
   Securities available for sale ....................................................      79,877,910       76,344,629
   Loans receivable, net of allowance for loan losses of $2,608,712 at December 31,
      2002 and $2,361,241 at June 30, 2002 ..........................................     131,034,762      141,857,794
   Federal Home Loan Bank stock, at cost ............................................       3,400,900        3,400,900
   Accrued interest receivable ......................................................       1,370,733        1,448,182
   Premises and equipment-net .......................................................       2,675,616        2,693,163
   Investment in limited partnership ................................................         377,374          409,974
   Cash surrender value of life insurance ...........................................       4,584,051              ---
   Goodwill .........................................................................         975,468        1,022,415
   Other assets .....................................................................       1,236,157        1,332,871
                                                                                        -------------    -------------
          Total Assets ..............................................................   $ 233,590,022    $ 237,828,441
                                                                                        =============    =============


LIABILITIES AND SHAREHOLDERS' EQUITY:

Liabilities:
      Non-interest-bearing demand deposits ..........................................   $   9,425,420    $   9,981,667
      Savings, NOW and MMDA deposits ................................................      67,672,209       67,611,581
      Other time deposits ...........................................................      84,268,159       81,067,474
                                                                                        -------------    -------------
          Total Deposits ............................................................     161,365,788      158,660,722

      Federal Home Loan Bank advances ...............................................      45,740,957       54,362,554
      Accrued interest payable ......................................................         127,896          153,571
      Accrued expenses and other liabilities.........................................       2,881,426        2,242,805
                                                                                        -------------    -------------
          Total Liabilities .........................................................     210,116,067      215,419,652

Shareholders' Equity:

      Preferred stock, $.01 par value, 500,000 shares authorized none issued ........             ---              ---
      Common stock, $.01 par value, 2,000,000 shares authorized, 1,829,828 shares
          issued and 1,346,775 shares outstanding at December 31, 2002; 1,829,828
          shares issued and 1,367,375 shares outstanding at June 30, 2002 ...........          18,298           18,298
      Additional paid-in capital.....................................................       9,345,123        9,345,123
      Retained earnings - substantially restricted ..................................      18,496,937       17,711,055
      Accumulated other comprehensive income ........................................         731,673          138,695
      Unearned management retention plan shares .....................................         (63,375)         (80,961)
      Treasury stock at cost, 483,053 shares on December 31, 2002 and
          462,453 shares on June 30, 2002 ...........................................      (5,054,701)      (4,723,421)
                                                                                        -------------    -------------
          Total Shareholders' Equity ................................................      23,473,955       22,408,789
                                                                                        -------------    -------------
              Total Liabilities and Shareholders' Equity ............................   $ 233,590,022    $ 237,828,441
                                                                                        =============    =============
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                          PART I: FINANCIAL INFORMATION
                                 FFW CORPORATION
           CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
                                   (Unaudited)

                                                                          Three Months Ended            Six Months Ended
                                                                             December 31                   December 31
                                                                        2002          2001            2002           2001
                                                                        ----          ----            ----           ----
Interest income:

   Loans receivable
<S>                                                                <C>            <C>            <C>           <C>
      Mortgage loans ...........................................   $ 1,172,763    $ 1,481,273    $ 2,344,886   $ 2,966,908
      Consumer and other loans .................................     1,471,774      1,633,441      3,034,712     3,335,497
   Securities
      Taxable ..................................................       682,773        810,502      1,431,138     1,660,739
      Nontaxable ...............................................       244,683        148,073        473,869       278,553
   Other interest-earning assets ...............................        15,936         15,020         39,742        44,653
                                                                   -----------    -----------    -----------   -----------
      Total interest income ....................................     3,587,929      4,088,309      7,324,347     8,286,350


Interest expense:
   Deposits ....................................................     1,218,927      1,571,327      2,533,595     3,294,405
   Other .......................................................       676,130        793,512      1,383,762     1,635,563
                                                                   -----------    -----------    -----------   -----------
      Total interest expense ...................................     1,895,057      2,364,839      3,917,357     4,929,968
                                                                   -----------    -----------    -----------   -----------

Net interest income ............................................     1,692,872      1,723,470      3,406,990     3,356,382
   Provision for loan losses ...................................       405,000        450,000        630,000       675,000
                                                                   -----------    -----------    -----------   -----------

Net interest income after provision for loan losses ............     1,287,872      1,273,470      2,776,990     2,681,382

Non-interest income:

   Net gain (loss) on sale of securities .......................          (641)           ---            581         5,000
   Net gain on sale of loans ...................................       207,920        101,671        341,806       150,695
   Other .......................................................       439,335        339,206        788,541       681,858
                                                                   -----------    -----------    -----------   -----------
      Total non-interest income ................................       646,614        440,877      1,130,928       837,553

Non-interest expense :

   Compensation and benefits ...................................       580,504        527,847      1,160,409     1,054,137
   Occupancy and equipment .....................................       101,501         98,060        201,773       190,863
   Data processing expense .....................................       121,864        113,874        241,225       230,741
   Other .......................................................       363,417        364,334        761,388       710,489
                                                                   -----------    -----------    -----------   -----------
      Total non-interest expense ...............................     1,167,286      1,104,115      2,364,795     2,186,230
                                                                   -----------    -----------    -----------   -----------

Income before income taxes .....................................       767,200        610,232      1,543,123     1,332,705

   Income tax expense ..........................................       150,550        170,354        350,733       366,717
                                                                   -----------    -----------    -----------   -----------

Net income .....................................................   $   616,650    $   439,878    $ 1,192,390   $   965,988
                                                                   ===========    ===========    ===========   ===========

   Change in unrealized appreciation (depreciation) on
   securities available for sale, net of tax ...................       451,864       (179,136)       592,978        27,253
                                                                   -----------    -----------    -----------   -----------
Comprehensive income ...........................................   $ 1,068,514    $   260,742    $ 1,785,368   $   993,241
                                                                   ===========    ===========    ===========   ===========

Earnings per common share :
   Basic .......................................................   $       .46    $       .32    $       .88   $       .69
   Diluted .....................................................   $       .45    $       .32    $       .87   $       .69
</TABLE>
<PAGE>



                          PART I: FINANCIAL INFORMATION
                                 FFW CORPORATION
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                                                  Six Months Ended
                                                                                     December 31
                                                                                2002             2001
                                                                                ----             ----
Cash flows from operating activities :
<S>                                                                        <C>             <C>
   Net income ..........................................................   $  1,192,390    $    965,988
   Adjustments to reconcile net income to net cash
      from operating activities :
      Depreciation and amortization, net of accretion ..................        199,179          60,216
      Provision for loan losses ........................................        630,000         675,000
      Increase in cash surrender value of life insurance ...............        (84,051)            ---
      Net (gains) losses on sale of :
         Securities available for sale .................................           (581)         (5,000)
            Loans held for sale ........................................       (341,806)       (150,695)
         Foreclosed estate owned and repossessed assets ................          8,481          13,700
      Origination of loans held for sale ...............................    (26,939,734)    (16,398,475)
      Proceeds from sale of loans held for sale ........................     27,208,214      16,549,170
      Net change in accrued interest receivable and other
         assets ........................................................        126,523         147,377
      Amortization of goodwill .........................................            ---          41,601
      Net change in accrued interest payable, accrued
         expenses and other liabilities ................................        630,532        (341,636)
                                                                           ------------    ------------
            Total adjustments ..........................................      1,436,757         591,258
                                                                           ------------    ------------
         Net cash from operating activities ............................      2,629,147       1,557,246

Cash flows from investing activities :
   Proceeds from :
      Sales/calls of securities available for sale .....................      5,302,317       9,386,600
      Maturities of securities available for sale ......................        150,000             ---
   Purchase of securities available for sale ...........................    (18,378,436)    (16,002,501)
   Purchase of life insurance ..........................................     (4,500,000)            ---
   Principal collected on mortgage- backed securities ..................     10,167,506       2,188,418
   Net change in loans receivable ......................................      9,884,857       4,279,303
   Net purchases premises and equipment ................................        (77,169)       (742,767)
   Proceeds from sales of other real estate and
      repossessed assets ...............................................        214,635         261,623
                                                                           ------------    ------------
        Net cash from investing activities .............................      2,763,710        (629,324)

Cash flows from financing activities :
   Net increase in deposits ............................................      2,705,066       4,765,486
   Proceeds from borrowings ............................................      3,000,000      26,790,750
   Payment on borrowings ...............................................    (11,621,597)    (33,290,750)
   Purchase of treasury stock ..........................................       (331,280)       (449,280)
   Proceeds from stock option exercising ...............................            ---          11,120
   Cash dividends paid .................................................       (406,508)       (375,851)
                                                                           ------------    ------------
         Net cash from financing activities ............................     (6,654,319)     (2,548,525)

Net increase (decrease) in cash and cash equivalents ...................     (1,261,462)     (1,620,603)
Cash and cash equivalents at beginning of period .......................      9,318,513       8,530,159
                                                                           ------------    ------------
Cash and cash equivalents at end of period .............................   $  8,057,051    $  6,909,556
                                                                           ============    ============
</TABLE>


<PAGE>
                          PART I: FINANCIAL INFORMATION
                                 FFW CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

(1) Basis of Presentation

     The  accompanying  unaudited  Consolidated  Financial  Statements have been
prepared in accordance  with  accounting  principles  generally  accepted in the
United  States  of  America  for  interim  financial  information  and  with the
instructions to Form 10-QSB and Regulation S-B. Accordingly, they do not include
all the information and footnotes  required by accounting  principles  generally
accepted in the United States of America for complete financial statements.

     In the opinion of management, the Consolidated Financial Statements contain
all adjustments  (consisting only of normal recurring  adjustments) necessary to
represent  fairly the financial  condition of FFW Corporation as of December 31,
2002 and June 30,  2002 and the  results  of its  operations,  for the three and
six-months   ended   December   31,   2002   and   2001.   Financial   Statement
reclassifications   have  been  made  for  the  prior   period  to   conform  to
classifications used as of and for the period ended December 31, 2002.

     Operating  results for the three and six-months ended December 31, 2002 are
not  necessarily  indicative  of the results that may be expected for the fiscal
year ended June 30, 2003.


(2) New Accounting Pronouncements:

     Effective  July 1, 2002, the Company  adopted new accounting  standards for
goodwill  and  intangible  assets,  and as a result,  reclassified  $975,000  of
unidentifiable   intangible  assets  arising  from  previous  acquisitions  into
goodwill. Starting on July 1, 2002, goodwill is no longer amortized into expense
but rather reviewed for impairment.  The following table reflects net income and
earnings per share as previously  reported and adjusted  income and earnings per
share for the same period as if the new standard had been adopted in 2001.

<TABLE>
<CAPTION>

                                                                Three months ended              Six months ended
                                                                    December 31                    December 31
(Dollars in thousands except for per share data)                2002          2001               2002       2001
                                                                ----          ----               ----       ----
<S>                                                           <C>           <C>                <C>        <C>
Net income as reported                                        $   617       $   440            $ 1,192    $   966
Add discontinued goodwill expense, net of tax                     ---            14                ---         28
                                                              -------       -------            -------    -------
Adjusted net income                                           $   617       $   454            $ 1,192    $   994
                                                              =======       =======            =======    =======

Basic earnings per share as reported                          $  0.46       $  0.32            $  0.88    $  0.69
Diluted earnings per share as reported                        $  0.45       $  0.32            $  0.87    $  0.69
Adjusted basic earnings per share                             $  0.46       $  0.33            $  0.88    $  0.71
Adjusted diluted earnings per share                           $  0.45       $  0.33            $  0.87    $  0.71
</TABLE>

Intangible assets at December 31, 2002 subject to amortization are as follows:

                                                          Gross      Accumulated
(Dollars in thousands)                                   Amount     Amortization
                                                         ------     ------------
Core deposit premium resulting from branch acquisition     $ 447       $  410


     Amortization  expense for the first six months of fiscal 2003 was  $36,000.
The  remaining  amortization  expense is  $37,000  and will be  expensed  in the
remaining six months of fiscal 2003.

     Unidentifiable  intangible  assets have been  reclassified  to goodwill and
include the following:

                                                    Gross        Accumulated
(Dollars in thousands)                             Amount       Amortization
                                                   ------       ------------
1997 Purchase of South Whitley branch              $ 1,248        $   416
2001 Purchase of investment company                    160             17
                                                   -------        -------
                                                   $ 1,408        $   433
                                                   =======        =======

     Impairment testing has revealed that no impairment provision is required.
<PAGE>


(3) Earnings Per Share:

     Basic earnings per share are calculated solely on  weighted-average  common
shares  outstanding.  Diluted  earnings  per share will  reflect  the  potential
dilution of stock options and other common stock equivalents.  For the three and
six-month  periods  ending  December  31,  2002,  the  weighted  average  shares
outstanding in calculating basic earnings per share were 1,351,665 and 1,358,086
while the weighted  average number of shares for diluted earnings per share were
1,367,487 and 1,373,901. For the three and six-month periods ending December 31,
2001, the weighted average shares  outstanding in calculating basic earnings per
share were 1,384,398 and 1,395,091  while the weighted  average number of shares
for diluted earnings per share were 1,393,053 and 1,403,744.

<PAGE>

                                 PART I: ITEM 2
                                 FFW CORPORATION

                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS

GENERAL

     The accompanying  Consolidated Financial Statements include the accounts of
FFW Corporation (the "Company") and its wholly owned subsidiaries, First Federal
Savings  Bank of Wabash (the  "Bank") and  FirstFed  Financial,  Inc  ("FirstFed
Financial").   All  significant  inter-company  transactions  and  balances  are
eliminated in  consolidation.  The Company's results of operations are primarily
dependent on the Bank's net interest  margin,  which is the  difference  between
interest   income  on   interest-earning   assets   and   interest   expense  on
interest-bearing  liabilities.  The Bank's net  income is also  affected  by the
level of its  non-interest  income and non-interest  expenses,  such as employee
compensation and benefits, occupancy expenses, and other expenses.


FORWARD-LOOKING STATEMENTS

     Except for historical  information  contained herein, the matters discussed
in this document,  and other information contained in the Company's SEC filings,
may express "forward-looking statements." Those "forward-looking statements" may
involve risk and uncertainties,  including statements  concerning future events,
performance and assumptions and other  statements that are other than statements
of historical  facts.  The Company wishes to caution  readers not to place undue
reliance  on any  forward-looking  statements,  which  speak only as of the date
made. Readers are advised that various  factors--including,  but not limited to,
changes in laws,  regulations or accounting principles generally accepted in the
United States of America; the Company's  competitive position within the markets
served; increasing consolidation within the banking industry; unforeseen changes
in interest rates; any unforeseen  downturns in the local,  regional or national
economies--could  cause the Company's actual results or circumstances for future
periods to differ materially from those anticipated or projected.

     The Company does not undertake - and specifically declines any obligation -
to  publicly  release  the  result  of any  revisions  which  may be made to any
forward-looking  statements to reflect events or circumstances after the date of
such  statements or to reflect the occurrence of  anticipated  or  unanticipated
events.


CRITICAL ACCOUNTING POLICIES

     Certain of the Company's accounting policies are important to the portrayal
of the  Company's  financial  condition,  since they require  management to make
difficult,  complex or subjective judgments, some of which may relate to matters
that are  inherently  uncertain.  Estimates  associated  with these policies are
susceptible   to  material   changes  as  a  result  of  changes  in  facts  and
circumstances.  Facts  and  circumstances  that  could  effect  these  judgments
include,  but without limitation,  changes in interest rates, in the performance
of the economy or in the financial  condition of borrowers.  Management believes
that its critical accounting policies include determining the allowance for loan
losses, ("ALL") and the valuation of mortgage servicing rights.

Allowance  for  Loan  Losses:  The ALL is a  valuation  allowance  for  probable
----------------------------- incurred credit losses, increased by the provision
for loan  losses  and  decreased  by  charge-offs  less  recoveries.  Management
estimates the ALL balance required using past loan loss  experience,  the nature
and volume of the portfolio,  information about specific borrower situations and
estimated collateral values, economic conditions, and other factors. Allocations
of the ALL may be made for specific  loans,  but the entire ALL is available for
any loan that, in management's judgment, should be charged-off.  Loan losses are
charged against the ALL when management believes the  uncollectibility of a loan
balance is confirmed.

A loan is  impaired  when full  payment  under the loan  terms is not  expected.
Impairment is evaluated in total for small-balance  loans of similar nature such
as residential  mortgage and consumer loans, and on an individual loan basis for
other loans.  If a loan is  impaired,  a portion of the ALL is allocated so that
the loan is reported,  net, at the present value of estimated  future cash flows
using the loan's  existing  rate or at the fair value of collateral if repayment
is expected solely from the collateral.

Mortgage Servicing Rights:  Servicing rights represent both purchased rights and
--------------------------  the allocated value of servicing  rights retained on
loans sold.  Servicing rights are expensed in proportion to, and over the period
of, estimated net servicing revenues.  Impairment is evaluated based on the fair
value of the rights,  using  groupings  of the  underlying  loans as to interest
rates and then,  secondarily,  as to geographic and prepayment  characteristics.
Any  impairment  of a grouping  is  reported  as a  valuation  allowance.  As of
December 31, 2002, mortgage servicing rights had a carrying value of $539,000.
<PAGE>


   COMPARISON OF THREE AND SIX-MONTH PERIODS ENDED DECEMBER 31, 2002 AND 2001

     Net income for the  three-month  and six-month  periods ended  December 31,
2002 was $617,000 and $1,192,000 compared to net income of $440,000 and $966,000
for the  equivalent  periods in 2001. The increases of $177,000 and $226,000 for
the three and six-month  periods were  primarily the result of increased gain on
sale of loans, a lower provision for loan losses and other  non-interest  income
combined with a lower effective tax rate due to increased  nontaxable income for
the periods ended December 31, 2002 compared to December 31, 2001.

     Diluted  earnings  per common share were $0.45 for the  three-month  period
ended  December 31, 2002 compared to diluted  earnings per common share of $0.32
for the equivalent period in 2001. For the comparable six-month periods, diluted
earnings  per  common  share  were  $0.87 in 2002 and  $0.69 in 2001.  Return on
average  shareholders' equity was 10.52% for the three months and 10.28% for the
six-months  ended  December 31, 2002,  compared to 7.78% and 8.61% in 2001.  The
return on total  average  assets was 1.04% and 1.00% for the three and six-month
periods ended December 31, 2002, compared to 0.76% and 0.84% in 2001.


NET INTEREST INCOME

     The net interest income for the three-month period ended December 31, 2002,
was $1,693,000  compared to $1,723,000,  a decrease of 1.7% over the same period
in 2001,  resulting in a net interest margin of 3.05% compared to 3.12% in 2001.
The net interest  income for the six-month  period ended  December 31, 2002, was
$3,407,000  compared to $3,356,000,  an increase of 1.5% over the same period in
2001, resulting in a net interest margin of 3.02% compared to 3.03% in 2001.

     Total  average   earning  assets   increased   $2,120,000  and  $4,661,000,
respectively, for the three-month and six-month periods ended December 31, 2002,
over the  comparative  periods  in 2001.  Total  average  investment  securities
increased  $15,202,000 and $14,548,000 for the three-month and six-month periods
over one-year ago. Total average loans decreased $14,796,000 and $12,161,000 for
the  three-month  and  six-month  periods over one-year ago. The yields on total
average  earning assets were 6.45% and 7.43% for the  three-month  periods ended
December 31, 2002, and 2001 and 6.49% and 7.50% for the six-month periods.
<PAGE>

     The following tables set forth consolidated  information  regarding average
balances and rates.

                                    FFW Corp
                               Three Months Ending
                             (Dollars in thousands)
<TABLE>
<CAPTION>

                                                                  12/31/02                                  12/31/01
                                                     Average                    Average         Average                    Average
Interest-earning assets:                             Balance      Interest       Rate           Balance       Interest      Rate
------------------------                             -------      --------       -----          -------       --------      ----

<S>                                                 <C>            <C>           <C>           <C>             <C>         <C>
Loans                                               $135,402       $2,645        7.75%         $150,198        $3,115      8.23%
Securities                                            81,150          927        4.59%           65,948           958      5.86%
Other interest-earning assets                          5,001           16        1.27%            3,287            15      1.81%
                                                    --------       ------                      --------        ------

   Total interest-earning assets                     221,553        3,588        6.45%          219,433         4,088      7.43%


Non interest-earning assets:
----------------------------

Cash and due from                                      5,676                                      5,372
Allowance for loan losses                             (2,396)                                    (1,640)
Other non interest-earning assets                     11,474                                      5,828
                                                    --------                                   --------
     Total assets                                   $236,307                                   $228,993
                                                    ========                                   ========


Interest-bearing liabilities:
-----------------------------

Interest-bearing deposits                           $151,414        1,219        3.19%         $136,251         1,571      4.57%
FHLB advances                                         48,168          676        5.57%           57,814           794      5.45%
                                                    --------       ------                      --------        ------
     Total interest-bearing liabilities              199,582        1,895        3.77%          194,065         2,365      4.83%
                                                    --------       ------                      --------        ------

Non interest-bearing deposit accounts                 10,338                                      9,649
Other non interest-bearing liabilities                 3,136                                      2,846
                                                    --------                                   --------
     Total liabilities                               213,056                                    206,560

Shareholders' equity                                  23,251                                     22,433
                                                    --------                                  ---------
     Total liabilities and shareholders equity      $236,307                                   $228,993
                                                    ========                                   ========
Net interest income                                                $1,693                                     $ 1,723
                                                                   ======                                     =======
Net interest margin                                                              3.05%                                     3.12%
                                                                                 =====                                     =====
</TABLE>
<PAGE>

<TABLE>
<CAPTION>

                                    FFW Corp
                                Six Months Ending
                             (Dollars in thousands)

                                                                  12/31/02                                  12/31/01
                                                     Average                    Average         Average                    Average
Interest-earning assets:                             Balance      Interest       Rate           Balance       Interest      Rate
------------------------                             -------      --------       -----          -------       --------      ----
<S>                                                 <C>            <C>           <C>           <C>             <C>         <C>
Loans                                               $138,761       $5,380        7.69%         $150,922        $6,302      8.28%
Securities                                            80,360        1,905        4.75%           65,812         1,939      5.92%
Other interest-earning assets                          5,550           40        1.43%            3,276            45      2.72%
                                                    --------       ------                      --------        ------
     Total interest-earning assets                   224,671        7,325        6.49%          220,010         8,286      7.50%

     Non interest-earning assets
Cash and due from                                      5,236                                      5,095
Allowance for loan losses                             (2,393)                                    (1,695)
Other non interest-earning assets                      9,062                                      5,862
                                                    --------                                   --------
     Total assets                                   $236,576                                   $229,272
                                                    ========                                   ========


Interest-bearing liabilities:
-----------------------------
Interest-bearing deposits                           $151,444        2,534        3.32%         $135,994         3,294      4.80%
FHLB advances                                         49,448        1,384        5.55%           58,943         1,636      5.51%
                                                    --------       ------                      --------        ------
     Total interest-bearing liabilities              200,892        3,918        3.87%          194,937         4,930      5.02%
                                                    --------       ------                      --------        ------

Non interest-bearing deposit accounts                  9,989                                      9,592
Other non interest-bearing liabilities                 2,692                                      2,481
                                                    --------                                   --------
     Total liabilities                               213,573                                    207,010

Shareholders' equity                                  23,003                                     22,262
                                                    --------                                   --------
     Total liabilities and shareholders equity      $236,576                                   $229,272
                                                    ========                                   ========

Net interest income                                                $3,407                                      $3,356
                                                                   ======                                      ======
Net interest margin                                                               3.02%                                    3.03%
                                                                                  =====                                    =====
</TABLE>

<PAGE>

PROVISION FOR LOAN LOSSES

     The  provision  for loan losses was $405,000 and $630,000 for the three and
six-month periods ended December 31, 2002 and $450,000 and $675,000 for the same
periods in 2001.  Changes in the  provision  for loan losses are  attributed  to
management's  analysis of the adequacy of the allowance for loan losses (ALL) to
address  recognizable and currently estimated losses. Net charge-offs of $63,000
and  $383,000  have been  recorded  for the three and  six-month  periods  ended
December 31, 2002,  compared to $126,000 and $547,000 of net charge-offs for the
same period in 2001.  For the three and  six-month  periods  ended  December 31,
2002, gross  charge-offs  were $198,000 and $614,000.  The ALL was $2,609,000 or
1.99% of net loans as of December 31, 2002  compared to  $2,267,000  or 1.66% of
net loans at September 30, 2002 and $2,361,000 or 1.66% of net loans at June 30,
2002. Non-performing loans, which includes non-accruing loans and accruing loans
delinquent  more than 90 days,  were $2,883,000 at December 31, 2002 compared to
$1,981,000 at September 30, 2002 and  $1,943,000 at June 30, 2002.  The increase
in  non-performing  loans for the quarter  ended  December  31, 2002 is composed
primarily of two commercial loan relationships  totaling  $887,000.  Based on an
analysis of the collateral on these loans, management believes that the reserves
currently  allocated  in the ALL on these  loans  are  adequate  to  absorb  the
currently estimated potential losses on these loans.

     The Company  establishes  an ALL based on an  evaluation of risk factors in
the loan  portfolio  and changes in the nature and volume of its loan  activity.
This  evaluation  includes,  among  other  factors,  the level of the  Company's
classified and  non-performing  assets and their estimated  value,  the economic
outlook  and the  resulting  impact  on real  estate  and  other  values  in the
Company's  primary  market  area,  regulatory  issues and  historical  loan loss
experience.  Although management believes it uses the best information available
to determine the ALL,  unforeseen  market  conditions or other unforeseen events
could result in adjustments and net earnings could be significantly  affected if
circumstances  differ  substantially  from the  assumptions  used in making  the
determination.  In addition,  a  determination  by the Company's  main operating
subsidiary, First Federal, as to the classification of its assets and the amount
of its valuation  allowances is subject to review by the OTS which may order the
establishment  of  additional  general or  specific  reserve  allowances.  It is
management's  opinion that the ALL is adequate to absorb  existing losses in the
loan portfolio as of December 31, 2002.


NONINTEREST INCOME

     Non-interest  income  for  the  three-month  and  six-month  periods  ended
December 31, 2002 was $647,000 and $1,131,000  compared to $441,000 and $838,000
for the periods in 2001.  The  six-month  increase  of  $293,000  from the prior
period is composed  primarily of $191,000 from gain on sale of loans compared to
the period ended  December  31, 2001.  Included in the gain on sale of loans for
the six  months  ended  December  31,  2002 is $73,000  of income  recorded  for
mortgage servicing right assets. In other noninterest income,  commission income
fell by $80,000  due to lower  annuity  and life  insurance  sales  while  other
income,  fees and charges grew $186,000 over the  comparable  six-month  period.
Other income also benefited from an $84,000 increase in the cash surrender value
of bank owned life insurance that was not present in the six-month  period ended
December 31, 2001.


NONINTEREST EXPENSE

     Non-interest  expense for the  three-month  period ended December 31, 2002,
was $1,167,000,  an increase of $63,000, or 5.7%, compared to the same period in
2001 and was  $2,365,000  for the six-month  period ended  December 31, 2002, an
increase of $179,000, or 8.2%. For the six-month period ended December 31, 2002,
compensation  and employee  benefits  increased  10.1%,  occupancy and equipment
expense  increased  5.7%,  data  processing  expense  increased  4.5% and  other
noninterest  expense  increased 7.2% over the same period in 2001.  Compensation
and employee  benefit  expense  increased due to increased  staffing,  increased
health insurance  expense and a higher percentage of employees using the benefit
plans.


INCOME TAXES

     The provision for income taxes for the  three-month  and six-month  periods
ended  December  31, 2002,  was  $151,000 and $351,000  compared to $170,000 and
$367,000 in 2001.  The provision for income taxes dropped  despite higher income
before taxes for the three and six months ended December 31, 2002 due to a lower
effective tax rate  stemming from  increased  nontaxable  securities  income and
nontaxable  income from the cash  surrender  value of bank owned life  insurance
purchased in September 2002. The provision for income taxes for the three months
ended December 31, 2002, is at a rate which management believes approximates the
effective rate for the year ending June 30, 2003.
<PAGE>



REGULATORY CAPITAL REQUIREMENTS

     The Bank is required to maintain  specific  amounts of  regulatory  capital
pursuant to  regulations of the OTS. At December 31, 2002, the Bank exceeded all
regulatory capital standards as is shown in the following table.
<TABLE>
<CAPTION>

                                                                                                     Minimum
                                                                                                   To Be Well
                                                                      Minimum                   Capitalized Under
                                                                     For Capital                Prompt Corrective
                                         Actual                   Adequacy Purposes             Action Provisions
                                         ------                   -----------------             -----------------
                                       Amount     Ratio            Amount      Ratio             Amount   Ratio
                                       ------     -----            ------      -----             ------   -----

As of December 31, 2002
<S>                                  <C>          <C>            <C>           <C>              <C>       <C>
Total Risk-Based Capital             $ 20,916     14.58%         $ 11,473      8.00%            $14,341   10.00%

Tier I (Core) Capital                  19,113     13.33%            5,736      4.00%              8,605    6.00%
       (to risk weighted assets)
Tier I (Core) Capital                  19,113      8.35%            9,159      4.00%             11,448    5.00%
       (to adjusted total assets)
</TABLE>
<PAGE>



                                 PART I: ITEM 3
                                 FFW CORPORATION

                             CONTROLS AND PROCEDURES


     Within  the  90-day  period  prior to the filing  date of this  report,  an
evaluation was carried out under the supervision and with the  participation  of
FFW  Corporation's  management,  including our Chief Executive Officer and Chief
Financial  Accounting  Officer,  of the effectiveness of our disclosure controls
and procedures (as defined in Exchange Act Rules  13a-14(c) and 15d-14(c)  under
the  Securities  Exchange  Act of 1934).  Based on their  evaluation,  our Chief
Executive Officer and Chief Financial Accounting Officer have concluded that the
Company's  disclosure  controls  and  procedures  are,  to  the  best  of  their
knowledge,  effective to ensure that information required to be disclosed by FFW
Corporation  in  reports  that it files or  submits  under the  Exchange  Act is
recorded,  processed,  summarized and reported within the time periods specified
in Securities and Exchange Commission rules and forms.

     Subsequent to the date of their evaluation, our Chief Executive Officer and
Chief Financial Accounting Officer have concluded that there were no significant
changes in FFW  Corporation's  internal  controls or in other factors that could
significantly  affect its internal  controls,  including any corrective  actions
with regard to significant deficiencies and material weaknesses.
<PAGE>



                           Part II - Other Information

     As  of  December  31,  2002,   management  is  not  aware  of  any  current
recommendations by regulatory authorities which, if they were to be implemented,
would have or are  reasonably  likely to have a material  adverse  effect on the
Company's liquidity, capital resources or operations.

Item 1  -  Legal Proceedings
           -----------------
           Not Applicable.


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
           --------------------------------
           Not Applicable.

<PAGE>

                                   SIGNATURES

Pursuant  to the  requirement  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.



                                         FFW CORPORATION
                                         Registrant



Date:       February 7, 2003             /S/ Roger  K.  Cromer
    -------------------------------      ---------------------------------------
                                         Roger K. Cromer
                                         President and Chief Executive Officer




Date:       February 7, 2003             /S/ Timothy A.  Sheppard
    --------------------------------     ---------------------------------------
                                          Timothy A. Sheppard
                                          Treasurer and Chief Accounting Officer

<PAGE>


                                  CERTIFICATION


     By signing below, each of the undersigned  hereby certifies  pursuant to 18
U.S.C. ss. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002,  that, to his knowledge,  (i) this Quarterly Report on Form 10-QSB for the
quarterly  period ended  December 31, 2002  ("Report")  fully  complies with the
requirements  of Section 13(a) of the  Securities  Exchange Act of 1934 and (ii)
the  information  contained  in this Report  fairly  presents,  in all  material
respects, the financial condition and results of operations of FFW Corporation.

     Signed this 7th day of February, 2003.






                             /s/ Roger K. Cromer
                             ----------------------------------------------
                                Roger K. Cromer
                                President and Chief Executive Officer


                             /s/ Timothy A. Sheppard
                             ----------------------------------------------
                                Timothy A. Sheppard
                                Treasurer and Chief Accounting Officer


<PAGE>



                                 CERTIFICATION

I, Roger K. Cromer, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of FFW Corporation;

2.   Based on my knowledge,  this  quarterly  report does not contain any untrue
     statement of a material fact or omit to state a material fact  necessary to
     make the statements  made, in light of the  circumstances  under which such
     statements  were made, not misleading with respect to the period covered by
     this quarterly report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in this  quarterly  report,  fairly  present  in all
     material respects the financial  condition,  results of operations and cash
     flows of the  registrant  as of, and for,  the  periods  presented  in this
     quarterly report;

4.   The  registrant's  other  certifying  officers  and I are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

     a)   designed  such  disclosure  controls  and  procedures  to ensure  that
          material  information  relating  to  the  registrant,   including  its
          consolidated subsidiaries,  is made known to us by others within those
          entities,  particularly  during  the  period in which  this  quarterly
          report is being prepared;

     b)   evaluated the  effectiveness of the registrant's  disclosure  controls
          and procedures as of a date within 90 days prior to the filing date of
          this quarterly report (the "Evaluation Date"); and

     c)   presented  in  this  quarterly   report  our  conclusions   about  the
          effectiveness  of the disclosure  controls and procedures based on our
          evaluation as of the Evaluation Date;

5.   The registrant's other certifying  officers and I have disclosed,  based on
     our most recent  evaluation,  to the  registrant's  auditors  and the audit
     committee of  registrant's  board of directors (or persons  performing  the
     equivalent function):

     a)   all  significant  deficiencies  in the design or operation of internal
          controls  which could  adversely  affect the  registrant's  ability to
          record,  process,   summarize  and  report  financial  data  and  have
          identified for the  registrant's  auditors any material  weaknesses in
          internal controls; and

     b)   any fraud, whether or not material,  that involves management or other
          employees who have a  significant  role in the  registrant's  internal
          controls; and

6.   The  registrant's  other  certifying  officers and I have indicated in this
     quarterly report whether or not there were significant  changes in internal
     controls  or in other  factors  that could  significantly  affect  internal
     controls  subsequent to the date of our most recent  evaluation,  including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.


Dated: February 7, 2003                      /S/ Roger K. Cromer
                                             -----------------------------------
                                             President/Chief Executive Officer

<PAGE>



                                 CERTIFICATION

I, Timothy A. Sheppard, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of FFW Corporation;

2.   Based on my knowledge,  this  quarterly  report does not contain any untrue
     statement of a material fact or omit to state a material fact  necessary to
     make the statements  made, in light of the  circumstances  under which such
     statements  were made, not misleading with respect to the period covered by
     this quarterly report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in this  quarterly  report,  fairly  present  in all
     material respects the financial  condition,  results of operations and cash
     flows of the  registrant  as of, and for,  the  periods  presented  in this
     quarterly report;

4.   The  registrant's  other  certifying  officers  and I are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

     a)   designed  such  disclosure  controls  and  procedures  to ensure  that
          material  information  relating  to  the  registrant,   including  its
          consolidated subsidiaries,  is made known to us by others within those
          entities,  particularly  during  the  period in which  this  quarterly
          report is being prepared;

     b)   evaluated the  effectiveness of the registrant's  disclosure  controls
          and procedures as of a date within 90 days prior to the filing date of
          this quarterly report (the "Evaluation Date"); and

     c)   presented  in  this  quarterly   report  our  conclusions   about  the
          effectiveness  of the disclosure  controls and procedures based on our
          evaluation as of the Evaluation Date;

5.   The registrant's other certifying  officers and I have disclosed,  based on
     our most recent  evaluation,  to the  registrant's  auditors  and the audit
     committee of  registrant's  board of directors (or persons  performing  the
     equivalent function):

     a)   all  significant  deficiencies  in the design or operation of internal
          controls  which could  adversely  affect the  registrant's  ability to
          record,  process,   summarize  and  report  financial  data  and  have
          identified for the  registrant's  auditors any material  weaknesses in
          internal controls; and

     b)   any fraud, whether or not material,  that involves management or other
          employees who have a  significant  role in the  registrant's  internal
          controls; and

6.   The  registrant's  other  certifying  officers and I have indicated in this
     quarterly report whether or not there were significant  changes in internal
     controls  or in other  factors  that could  significantly  affect  internal
     controls  subsequent to the date of our most recent  evaluation,  including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.


Dated: February 7, 2003             /S/ Timothy A. Sheppard
                                    --------------------------------------------
                                    Treasurer/Chief Financial Accounting Officer