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, 2004
                                       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)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15 (d) of the  Securities  Exchange  Act of 1934 during the past 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 ___

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


As of February 11, 2005, there were 1,282,243 shares of the Registrant's  common
stock issued and outstanding.

           Transitional Small Business Disclosure Format (check one):

                                 Yes ___ No _X_




<PAGE>




                                 FFW CORPORATION

                                      INDEX


PART I.  FINANCIAL INFORMATION                                          PAGE NO.

Item 1.  Financial Statements

           Consolidated Balance Sheets for December 31, 2004                 3
           and June 30, 2004

           Consolidated Statements of Income and                             4
           Comprehensive Income for the three and six
           months ended December 31, 2004 and 2003.

           Consolidated Statements of Cash Flows for the six months          5
           ended December 31, 2004 and 2003.

           Notes to Consolidated Financial Statements                        6


Item 2.  Management's Discussion and Analysis or Plan of Operation           9

Item 3.  Controls and Procedures                                            16

PART II. OTHER INFORMATION


           Items 1-6                                                        17

           Signature Page                                                   18

           Exhibit Index                                                    19





                                       2
<PAGE>

<TABLE>
<CAPTION>
                          PART I: FINANCIAL INFORMATION
                                 FFW CORPORATION
                           CONSOLIDATED BALANCE SHEETS

                                                                                        (Unaudited)
ASSETS :                                                                                December 31        June 30
                                                                                          2004               2004
                                                                                          -----              ----
<S>                                                                                      <C>                <C>
         Cash and due from financial institutions                                        $  5,623,262       $ 5,239,955
         Interest-earning deposits in other financial institutions - short term             1,545,455         1,299,774
                                                                                    ------- ---------  ----------------
                  Cash and cash equivalents                                                 7,168,717         6,539,729
         Securities available for sale                                                     78,571,658        79,070,586
         Loans receivable, net of allowance for loan losses of $2,486,912
                  at December 31, 2004 and $2,569,960 at June 30, 2004                    153,850,912       136,086,451
         Loans held for sale                                                                  164,800            96,600
         Federal Home Loan Bank stock, at cost                                              3,695,800         3,616,600
         Accrued interest receivable                                                        1,360,206         1,356,853
         Premises and equipment, net                                                        4,166,016         3,965,553
         Mortgage servicing rights                                                            530,676           618,793
         Cash surrender value of life insurance                                             5,038,484         4,935,876
         Goodwill                                                                             975,468           975,468
         Other assets                                                                       2,154,686         2,647,008
                                                                                            ---------         ---------
                           Total Assets                                                  $257,677,423      $239,909,517
                                                                                         ============      ============

LIABILITIES AND SHAREHOLDERS' EQUITY:

Liabilities:
         Noninterest-bearing deposits                                                    $ 13,770,404      $ 10,912,541
         Interest-bearing deposits                                                        156,175,787       148,339,452
                                                                                          -----------       -----------
                  Total Deposits                                                          169,946,191       159,251,993
         Federal Home Loan Bank advances                                                   62,593,150        55,733,017
         Accrued expenses and other liabilities                                             1,729,023         2,300,427
                                                                                            ---------         ---------
                  Total Liabilities                                                       234,268,364       217,285,437

Shareholders' Equity:

         Preferred stock, $.01 par; 500,000 shares authorized, none issued                        ---               ---
         Common stock, $.01 par; 2,000,000 shares authorized;
             issued: 1,836,328, outstanding: 1,291,792 - December 31, 2004;
             issued: 1,829,828,  outstanding: 1,285,248 - June 30, 2004                        18,363            18,298
         Additional paid-in capital                                                         9,496,561         9,403,738
         Retained earnings                                                                 19,830,235        20,872,005
         Accumulated other comprehensive income (loss)                                        565,275       (1,209,167)
         Unearned management retention plan shares                                           (83,296)         (107,816)
         Treasury stock at cost, shares: 544,536 - December 31, 2004 and
                  544,580 - June 30, 2004                                                 (6,418,079)       (6,352,978)
                                                                                           ----------        ----------
                         Total Shareholders' Equity                                        23,409,059        22,624,080
                                                                                           ----------        ----------
                           Total Liabilities and Shareholders' Equity                   $ 257,677,423     $ 239,909,517
                                                                                        =============     =============
</TABLE>

                             See accompanying notes.


                                       3
<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
                                                                                 2004            2003           2004           2003
                                                                                 ----            ----           ----           ----
Interest and dividend income :
<S>                                                                       <C>             <C>            <C>             <C>
         Loans, including fees                                            $ 2,344,916     $ 2,179,033    $ 4,601,058     $4,450,127
         Taxable securities                                                   650,962         669,569      1,295,817      1,298,778
         Nontaxable securities                                                214,554         243,749        421,552        496,465
         Other interest-earning assets                                         17,930          12,090         26,320         18,321
                                                                               ------          ------         ------         ------
                  Total interest income                                     3,228,362       3,104,441      6,344,747      6,263,691

Interest expense :
         Deposits                                                             865,977         905,925      1,684,126      1,841,674
         Other                                                                649,526         639,895      1,274,260      1,275,494
                                                                              -------         -------      ---------      ---------
                  Total interest expenses                                   1,515,503       1,545,820      2,958,386      3,117,168
                                                                            ---------       ---------      ---------      ---------

Net interest income                                                         1,712,859       1,558,621      3,386,361      3,146,523

         Provision for loan losses                                            120,000         210,000        240,000        420,000
                                                                              -------         -------        -------        -------

Net interest income after provision for loan losses                         1,592,859       1,348,621      3,146,361      2,726,523

Non-interest income (loss) :
         Net gain on sale of securities                                           ---             ---            ---          3,712
         Net gain on sale of loans                                             42,750          85,204         75,372        355,867
         Commission income                                                     51,250          56,026        100,444         91,787
         Service charges and fees                                             317,987         331,395        545,501        488,886
         Earnings on life insurance                                            58,527          73,101        116,816        146,202
         Other than temporary impairment on securities                    (1,804,750)             ---    (1,804,750)            ---
         Other                                                                 31,060          67,909        200,879         84,281
                                                                               ------          ------        -------         ------
                  Total non-interest income (loss)                        (1,303,176)         613,635      (765,738)      1,170,735

Non-interest expense :
         Compensation and benefits                                            661,776         582,545      1,316,851      1,161,898
         Occupancy and equipment                                              165,188         105,833        332,903        209,784
         Deposit insurance premium                                              5,793          18,405         11,706         37,331
         Regulatory assessment                                                 15,882          16,131         32,681         31,562
         Correspondent bank charges                                            65,307          66,160        130,742        127,127
         Data processing expense                                              114,960         129,303        228,227        257,814
         Printing, postage and supplies                                        41,813          38,018         81,081         76,897
         Other                                                                323,665         323,398        650,618        616,726
                                                                              -------         -------        -------        -------
                  Total non-interest expense                                1,394,384       1,279,793      2,784,809      2,519,139
                                                                            ---------       ---------      ---------      ---------

Income (Loss) before income taxes                                         (1,104,701)         682,463      (404,186)      1,378,119

         Income tax expense                                                   111,104          48,378        202,586        142,437
                                                                              -------          ------        -------        -------
Net income (loss)                                                        $(1,215,805)       $ 634,085     $(606,772)    $ 1,235,682
                                                                         ============       =========     ==========    ===========
         Change in unrealized appreciation (depreciation) on
         securities available for sale, net of tax                            978,210          16,761      1,774,442      (898,682)
                                                                              -------          ------      ---------      ---------
Comprehensive income (loss)                                               $ (237,595)        $650,846    $ 1,167,670       $337,000
                                                                          ===========        ========    ===========       ========
Earnings (loss) per common share :
         Basic                                                            $     (.95)       $     .49    $      (.47)   $       .95

         Diluted                                                          $     (.95)       $     .48    $      (.47)   $       .94

</TABLE>

                             See accompanying notes.



                                       4
<PAGE>


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

                                                                                                Six Months Ended
                                                                                                    December 31
                                                                                               2004               2003
                                                                                               ----               ----
Cash flows from operating activities :
<S>                                                                                     <C>                <C>
         Net income (loss)                                                              $ (606,772)        $ 1,235,682
         Adjustments to reconcile net income (loss) to net cash
              from operating activities :
             Depreciation and amortization                                                  434,352            483,545
             Provision for loan losses                                                      240,000            420,000
             Net (gains) losses on sale of :
                  Securities                                                                    ---            (3,712)
                  Loans held for sale                                                      (75,372)          (355,867)
                  REOs and repossessed assets                                              (51,509)           (51,978)
                  Fixed assets                                                            (105,124)                ---
             Other than temporary impairment on securities                                1,804,750                ---
             Originations of loans held for sale                                        (3,855,230)       (17,863,884)
             Proceeds from sale of loans held for sale                                    3,833,118         18,062,549
             Increase in cash surrender value of life insurance                           (102,608)          (133,980)
             Dividends paid as FHLB stock                                                  (79,200)           (86,600)
             Amortization of MRP contribution                                                24,520             15,880
             Net change in accrued interest receivable and other
                  assets                                                                    141,667            177,612
             Net change in accrued interest payable
                  and other liabilities                                                   (571,404)        (2,082,989)
                                                                                          ---------        -----------
                  Net cash from operating activities                                      1,031,188          (183,742)

Cash flows from investing activities :
             Proceeds from :
                  Sales and calls of securities available for sale                        3,700,000          6,540,191
                  Maturities of securities available for sale                             1,000,000            955,000
                  Sales of REOs and repossessed assets                                      454,257            321,128
                  Sale of branch building                                                   115,733                ---
             Purchase of securities available for sale                                  (6,360,022)       (10,189,760)
             Principal collected on mortgage- backed securities                           2,202,126          5,462,020
             Net change in loans receivable                                            (18,258,368)        (5,072,236)
             Purchases of premises and equipment, net                                     (403,046)          (342,662)
                                                                                          ---------          ---------
                  Net cash from investing activities                                   (17,549,320)        (2,326,319)

Cash flows from financing activities :
            Net change in deposits                                                      10,694,198        (5,195,837)
            Proceeds from borrowings                                                    27,500,000         22,500,000
            Repayment on borrowings                                                   (20,639,867)       (14,630,412)
            Purchase of treasury stock                                                   (135,900)          (393,377)
            Proceeds from stock options                                                    163,687             60,875
            Cash dividends paid                                                          (434,998)          (414,793)
                                                                                         ---------          ---------
                  Net cash from financing activities                                    17,147,120          1,926,456
                                                                                        ----------          ---------

Net change in cash and cash equivalents                                                    628,988          (583,605)
Beginning cash and cash equivalents                                                      6,539,729          9,824,833
                                                                                         ---------          ---------
Ending cash and cash equivalents                                                        $7,168,717         $9,241,228
                                                                                        ==========         ==========

Supplemental disclosure of cash flow information
Transfer of loans to REO and repossessed assets                                         $  253,907         $  906,500

</TABLE>
                             See accompanying notes.



                                       5
<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
present  fairly the financial  condition of FFW  Corporation  as of December 31,
2004 and June 30, 2004 and the results of its operations,  for the three and six
months ended December 31, 2004 and 2003.  Financial Statement  reclassifications
have been made for the prior period to conform to classifications used as of and
for the period ended December 31, 2004.

Operating  results for the three and six months ended  December 31, 2004 are not
necessarily  indicative  of the results that may be expected for the fiscal year
ending June 30, 2005.


(2) Earnings Per Share:

Basic earnings per share are calculated solely on weighted-average common shares
outstanding.  Diluted earnings per share reflect the potential dilution of stock
options and other common stock equivalents.  For the three and six month periods
ending December 31, 2004, the weighted average shares outstanding in calculating
basic earnings per share were 1,280,602 and 1,279,970 while the weighted average
number  of shares  for  diluted  earnings  per share  were  also  1,280,602  and
1,279,970.  For the three and six month periods  ending  December 31, 2003,  the
weighted average shares outstanding in calculating basic earnings per share were
1,290,059 and 1,295,088 while the weighted  average number of shares for diluted
earnings per share were 1,316,803 and 1,319,572.




                                       6
<PAGE>




(3) Stock Based Compensation:

Compensation  expense under stock options is reported using the intrinsic  value
method.  No  stock-based  compensation  cost is reflected in net income,  as all
options  granted had an exercise price equal to or greater than the market price
of the underlying common stock at date of grant. The following table illustrates
the effect on net income and earnings  per share if expense was  measured  using
the fair value recognition  provisions of FASB Statement No. 123, Accounting for
Stock-Based Compensation.
<TABLE>
<CAPTION>

                                                      Three Months Ending                 Six Months Ending
                                                         December 31,                        December 31,
                                                     2004             2003                2004            2003
                                                     ----             ----                ----            ----

<S>                                             <C>                <C>                <C>             <C>
Net income as reported                          $ (1,215,805)      $ 634,086          $ (606,772)     $ 1,235,682

Less:  Stock-based compensation
 expense determined under fair value
 based method                                            730           5,314               1,460           10,628
                                               --------------   --------------     --------------   ---------------

Pro forma net income                            $ (1,216,535)      $ 628,772          $ (608,232)     $ 1,225,054
                                               ===============          =============================================

Basic earnings (loss) per share as reported     $       (.95)      $     .49          $     (.47)     $       .95
Pro forma basic earnings (loss) per share               (.95)            .49                (.48)             .95

Diluted earnings (loss) per share as reported           (.95)            .48                (.47)             .94
Pro forma diluted earnings (loss) per share             (.95)            .48                (.48)             .93
</TABLE>

There were no stock  options  granted  during the six months ended  December 31,
2004 or 2003.

Stock options are used to reward  directors and certain  executive  officers and
provide them with an additional equity interest. Options are issued for ten year
periods and have varying vesting schedules.

A newly issued  accounting  standard,  FAS 123R,  will require all  companies to
record  compensation  cost for stock options provided to employees in return for
employee  service.  The cost is measured  at the fair value of the options  when
granted,  and this cost is expensed over the employee  service period,  which is
normally the vesting period of the options. This will apply to awards granted or
modified by the Company after the first  quarter  beginning  after  December 15,
2005.  Compensation cost will also be recorded for prior option grants that vest
after the date of adoption.  The effect on results of operations  will depend on
the level of future option grants and the  calculation  of the fair value of the
options  granted at such future date, as well as the vesting  periods  provided,
and so cannot  currently  be  predicted.  Existing  options that will vest after
adoption date are expected to result in additional compensation expense, but the
amounts  will not be  significant,  and there will be no  significant  effect on
financial position as total equity will not change.


(4) Other Than Temporary Impairment

As of  December  31,  2004,  unrealized  losses  on  equity  securities  totaled
approximately $1.9 million.  During the quarter ending December 31, 2004, public
disclosures  regarding  accounting  practices  at  Fannie  Mae  ("FNMA")  and  a
multi-billion   dollar  FNMA  preferred  stock  issuance  with  a  substantially
different  structure and higher yield than previous  offerings had a detrimental
effect  on the  fair  value of the  Company's  FNMA and  FHLMC  preferred  stock
holdings.  As a result of these  factors  and the  duration  and level of market
values  below cost on  certain  preferred  stock  issues,  management  could not
forecast  full  recovery  of the fair  values in a  reasonable  time  period and
concluded that five of the eight  preferred  stock issues that it owns are other
than  temporarily  impaired and recorded an  impairment  charge in the amount of
$1.8 million.  This impairment charge is a


                                       7
<PAGE>

capital  loss for income tax  purposes,  and may be deducted  only to the extent
capital gains are generated within an available carry-forward period. Management
evaluated the likelihood that the Company could generate  capital gains to allow
realization  of the tax benefits  associated  with this capital loss,  including
consideration of various possible tax planning strategies.  Management concluded
that it is unlikely the Company  would be able to generate  significant  capital
gains in the  foreseeable  future,  and,  therefore,  a tax benefit has not been
recorded in connection with the impairment charge.


                                       8
<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  affect  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"),  the carrying  value of securities  available for sale 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

                                       9
<PAGE>

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.

Carrying  Value of Securities  Available For Sale  ("AFS"):  Securities  AFS are
carried  at fair  value,  with  unrealized  holding  gains and  losses  reported
separately in accumulated  other  comprehensive  income/(loss),  net of tax. The
Company  obtains market values from a third party on a monthly basis in order to
adjust the  securities to fair value.  As a result of changes in the fair market
value of the Company's AFS securities portfolio, accumulated other comprehensive
income/(loss)  net of tax totaled $565,275 at December 31, 2004 and $(1,209,167)
at June 30, 2004.  Additionally,  securities AFS are required to be written down
to fair value when a decline in fair value is not temporary;  therefore,  future
changes in the fair value of securities  could have a significant  impact on the
Company's  operating results.  In determining  whether a market value decline is
other than  temporary,  management  considers  the reason for the  decline,  the
extent of the decline and the duration of the decline.  As of December 31, 2004,
unrealized  losses on equity  securities  totaled  approximately  $1.9  million.
During the quarter  ending  December  31,  2004,  public  disclosures  regarding
accounting  practices  at Fannie Mae ("FNMA")  and a  multi-billion  dollar FNMA
preferred  stock issuance with a  substantially  different  structure and higher
yield than previous  offerings had a detrimental effect on the fair value of the
Company's FNMA and FHLMC preferred stock holdings.  As a result of these factors
and the  duration  and level of market  values  below cost on certain  preferred
stock issues, management concluded that five of the eight preferred stock issues
that it owns are other than  temporarily  impaired  and  recorded an  impairment
charge in the amount of $1.8 million.  This impairment  charge is a capital loss
for income tax purposes,  and may be deducted  only to the extent  capital gains
are generated within an available carry-forward period. Management evaluated the
likelihood that the Company could generate capital gains to allow realization of
the tax benefits associated with this capital loss,  including  consideration of
various  possible  tax  planning  strategies.  Management  concluded  that it is
unlikely the Company would be able to generate  significant capital gains in the
foreseeable  future,  and,  therefore,  a tax benefit  has not been  recorded in
connection with the impairment charge.

Mortgage  Servicing  Rights:  Servicing  rights represent 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  term.  Any  impairment  is
reported as a valuation  allowance.  Changes in interest  rates and the level of
refinance  activity can have volatile effects on the carrying value of servicing
rights.  The  Company  periodically  obtains  an outside  appraisal  in order to
evaluate the Company's  mortgage  servicing rights asset for impairment.  During
the quarter  ending  December  31, 2004,  a $3,000  impairment  charge was taken
following the receipt of an outside  appraisal.  The $3,000 impairment charge is
presented as a reduction in non-interest income in the financial  statements and
has been established as a valuation allowance.


FINANCIAL CONDITION

Total  assets were $257.7  million at December 31, 2004,  up $17.8  million,  or
7.4%,  from $239.9 million at June 30, 2004.  Growth in net loans  receivable of
$17.8  million,  or  11.6%,  was  accompanied  by a $10.7  million  increase  in
deposits.

Net loans  receivable  increased  from $136.1 million at June 30, 2004 to $153.9
million at December 31, 2004. The increases in the loan portfolio were comprised
primarily of $14.2 million in nonresidential  and commercial loans, $3.7 million
in residential  mortgages and $1.8 million in home equity and improvement loans.
Other consumer and automobile loans decreased $1.9 million.  Nonresidential  and
commercial  loans have increased


                                       10
<PAGE>

in all of our branch  markets.  The increase in residential  mortgages  reflects
renewed  interest in adjustable rate loans,  primarily five year hybrids,  which
the Company retains on its balance sheet. The Company  primarily sells its fixed
rate mortgages in the secondary  market with terms of 15 years or longer.  Loans
held for sale  increased  from  $97,000 at June 30, 2004 to $165,000 at December
31, 2004.

Total deposits increased to $169.9 million at December 31, 2004. Management will
continue  to attempt to control  the  overall  increases  in  interest  rates on
deposits by targeting  certain terms and offering  "specials" rather than making
across the board  increases  in  interest  rates on all deposit  products.  FHLB
advances  increased by $6.9  million,  or 4.3%, to $62.6 million at December 31,
2004.

Total  shareholders'  equity increased $785,000 to $23.4 million at December 31,
2004. The increase primarily resulted from a $1.8 million decrease in unrealized
depreciation  on securities  available for sale,  net of tax,  offsetting a $1.0
million reduction in retained earnings.


COMPARISON OF THE THREE AND SIX-MONTH PERIODS ENDED DECEMBER 31, 2004 AND 2003

Net loss for the  three  and  six-month  periods  ended  December  31,  2004 was
$1,216,000  and $607,000  compared to net income of $634,000 and  $1,236,000 for
the equivalent  periods in 2003. The three and six-month  periods ended December
31,  2004  were  primarily  affected  by a $1.8  million  other  than  temporary
impairment  charge on FNMA and FHLMC  preferred  stocks.  Management  decided to
record  this  charge due to recent  public  disclosures  at FNMA and FHLMC,  the
duration and level of market  values below book cost on these  preferred  stocks
and the December 2004 multi-billion  dollar FNMA preferred stock issuance with a
substantially  different  structure and higher  yields than previous  offerings.
These preferred stocks are investment grade securities that have never defaulted
on payment to FFW  Corporation.  The  impairment  charge had no impact on FFWC's
capital since the  unrealized  losses were already  recorded as a mark to market
adjustment in other  comprehensive  income (loss).  Since capital is unaffected,
the non-cash  impairment  charge had no effect on the  Company's  book value per
share.  As discussed under  "Critical  Accounting  Policies," no tax benefit was
recorded on the impairment  charge, as the Company does not believe it is likely
to realize a tax benefit from the charge.

Without  this  charge,  net income  for the three and  six-month  periods  ended
December  31, 2004 would have been  $589,000 and  $1,198,000.  Without the other
than temporary impairment charge, the three and six-month periods ended December
31, 2004 were  characterized  by higher net interest  income,  lower  provision,
lower noninterest  income and higher  noninterest  expense.  Without the charge,
income  before  taxes  was  higher in  fiscal  2005 for the three and  six-month
periods  but net income was lower due to a higher  effective  tax rate in fiscal
2005.

Diluted net loss per common share for the second fiscal quarter of 2005 amounted
to ($0.95)  with the  charge.  Without  the  charge,  diluted net income for the
three-month  period ended  December  31, 2004 would have been $0.45  compared to
$0.48 for the  equivalent  period in 2004. For the six months ended December 31,
2004,  with the  charge,  diluted  net loss per share was  ($0.47).  Without the
charge,  diluted  earnings  per common share would have been $0.92 and $0.94 for
the six months ended December 31, 2004 and 2003.

Return on average  shareholders'  equity (ROE) was (20.77)% for the three months
and (5.15)% for the six months ended  December 31, 2004,  compared to 10.96% and
10.61% in 2003. The return on total average assets (ROA) was (1.97)% and (0.49)%
for the three and six-month  periods ended December 31, 2004,  compared to 1.04%
and 1.02% in 2003.  Without the charge, ROE would have been 9.87% and 10.17% and
ROA would have been 0.93% and 0.96% for the three and six-months  ended December
31, 2004.



                                       11
<PAGE>


NET INTEREST INCOME

The net interest income for the three-month  period ended December 31, 2004, was
$1,714,000 compared to $1,558,000,  an increase of 10.0% over the same period in
2003. Accordingly, the Company's net interest margin was 2.91% compared to 2.73%
in 2003.  The net interest  income for the six-month  period ended  December 31,
2004, was $3,387,000  compared to $3,146,000,  an increase of 7.7% over the same
period  in 2003.  Accordingly,  the  Company's  net  interest  margin  was 2.91%
compared to 2.78% in 2003.

Total average earning assets increased $6.3 and $4.2 million,  respectively, for
the three and six-month  periods ended December 31, 2004,  over the  comparative
periods in 2003.  Total average  investment  securities  decreased $7.9 and $8.6
million for the three and six-month  periods over  one-year  ago.  Total average
loans increased $14.2 and $12.8 million for the three and six-month periods over
one-year  ago. The yields on total average  earning  assets were 5.48% and 5.44%
for the  three-month  periods  ended  December 31, 2004,  and 2003 and 5.46% and
5.53% for the six-month  periods.  The decline in yield for the six month period
was due to lower  average  rates on loans more than  offsetting  higher  average
rates on securities  and other  interest  earning  assets.  The cost of funds on
total  average  interest-bearing  liabilities  were  2.85%  and  2.98%  for  the
three-month  periods ended  December 31, 2004,  and 2003 and 2.81% and 3.03% for
the six-month periods.

The  following  tables  set forth  consolidated  information  regarding  average
balances and rates.
<TABLE>
<CAPTION>

                                    FFW Corp
                               Three Months Ending
                             (Dollars in thousands)
                                                                12/31/2004                                  12/31/2003
                                                     Average                    Average         Average                    Average
Interest-earning assets:                             Balance      Interest       Rate           Balance       Interest      Rate
------------------------                             -------      --------       -----          -------       --------      ----

<S>                                                 <C>             <C>          <C>            <C>            <C>          <C>
Loans                                               $147,627        $2,345       6.30%          $133,436       $2,179       6.50%
Securities                                            82,637           866       4.14%            90,884          913       4.01%
Other interest-earning assets                          3,333            18       2.14%             3,002           12       1.59%
                                                    --------        ------                      --------       ------
     Total interest-earning assets                   233,597         3,229       5.48%           227,322        3,104       5.44%

Non interest-earning assets:
Cash and due from                                      6,110                                       6,217
Allowance for loan losses                             (2,511)                                     (2,429)
Other non interest-earning assets                     14,013                                      11,820
                                                   ---------                                    --------
     Total assets                                   $251,209                                    $242,930
                                                   =========                                    ========

Interest-bearing liabilities:

Interest-bearing deposits                           $152,782           866       2.25%          $148,221          906       2.43%
 HLB advances                                         57,919           649       4.45%            57,997          640       4.39%
                                                   ---------        ------                      --------        -----
     Total interest-bearing liabilities              210,701         1,515       2.85%           206,218        1,546       2.98%
                                                   ---------        ------                      --------        -----
Non interest-bearing deposit accounts                 14,174                                      11,039
Other non interest-bearing liabilities                 2,660                                       2,681
                                                  ----------                                     -------
     Total liabilities                               227,535                                     219,938
Shareholders' equity                                  23,674                                      22,992
                                                  ----------                                     -------
     Total liabilities and shareholders' equity     $251,209                                    $242,930
                                                  ==========                                    ========
Net interest income                                                $ 1,714                                    $ 1,558
                                                                   =======                                    =======
Net interest margin                                                              2.91%                                      2.73%
                                                                                 ====                                       ====

</TABLE>



                                       12
<PAGE>
<TABLE>
<CAPTION>

                                    FFW Corp
                                Six Months Ending
                             (Dollars in thousands)
                                                                12/31/2004                                  12/31/2003
                                                     Average                    Average         Average                    Average
Interest-earning assets:                             Balance      Interest       Rate           Balance       Interest      Rate
------------------------                             -------      --------       -----          -------       --------      ----

<S>                                                 <C>             <C>          <C>            <C>            <C>          <C>
Loans                                               $144,663        $4,601       6.31%          $131,835       $4,450       6.71%
Securities                                            82,696         1,718       4.10%            91,341        1,795       3.93%
Other interest-earning assets                          2,728            26       1.89%             2,706           18       1.32%
                                                    --------        ------                      --------       ------
     Total interest-earning assets                   230,087         6,345       5.46%           225,882        6,263       5.53%

Non interest-earning assets:
Cash and due from                                      6,024                                       6,242
Allowance for loan losses                             (2,562)                                     (2,490)
Other non interest-earning assets                     14,062                                      11,694
                                                    --------                                    --------
     Total assets                                   $247,611                                    $241,328
                                                    ========                                    ========

Interest-bearing liabilities:

Interest-bearing deposits                           $150,898         1,684       2.21%          $149,492        1,842      2.45%
FHLB advances                                         57,652         1,274       4.38%            54,902        1,275      4.62%
                                                    --------        ------                      --------       ------
     Total interest-bearing liabilities              208,550         2,958       2.81%           204,394        3,117      3.03%
                                                    --------        ------                      --------       ------

Non interest-bearing deposit accounts                 13,272                                      11,025
Other non interest-bearing liabilities                 2,417                                       2,748
                                                    --------                                    --------
     Total liabilities                               224,239                                     218,167
Shareholders' equity                                  23,372                                      23,161
                                                    --------                                    --------
     Total liabilities and shareholders' equity     $247,611                                    $241,328
                                                    ========                                    ========
Net interest income                                                $ 3,387                                    $ 3,146
                                                                   =======                                    =======
Net interest margin                                                               2.91%                                   2.78%
                                                                                  ====                                    ====
</TABLE>


PROVISION FOR LOAN LOSSES

The  provision  for loan  losses was  $120,000  and  $240,000  for the three and
six-month periods ended December 31, 2004 and $210,000 and $420,000 for the same
periods in 2003.  Changes in the provision for loan losses are  attributable  to
management's  analysis of the adequacy of the allowance for loan losses (ALL) to
address probable and incurred  losses.  Net charge-offs of $321,000 and $323,000
have been recorded for the three and six- month periods ended December 31, 2004,
compared to $9,000 and $365,000 of net  charge-offs for the same period in 2003.
The ALL was $2,487,000 or 1.59% of portfolio loans at December 31, 2004 compared
$2,688,000  or 1.89% at September  30, 2004 and  $2,570,000 or 1.89% at June 30,
2004.  Non-performing loans, which include non-accruing loans and accruing loans
delinquent  more than 90 days,  were  $950,000 at December 31, 2004  compared to
$1.1  million at  September  30,  2004,  $1.0  million at June 30, 2004 and $2.5
million at December 31, 2003.

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


                                       13
<PAGE>

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,  the Bank, 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, 2004.


NON-INTEREST INCOME

Non-interest  income (loss) for the  three-month  period ended December 31, 2004
was ($1.2) million with the $1.8 million other than temporary  impairment charge
on certain FNMA and FHLMC preferred stocks mentioned above.  Without the charge,
non-interest  income for the three and six-month periods ended December 31, 2004
would have been $502,000 and $1,039,000  compared to $614,000 and $1,171,000 for
the same  periods in 2003.  Without  the  charge,  the  three-month  decrease of
$132,000  from the prior  period was a result of decreases of $42,000 in gain on
sale  of  loans,  $15,000  in  earnings  on life  insurance,  $37,000  in  other
non-interest  income,  $13,000  in  service  charges  and  fees  and  $5,000  in
commission  income.  Without the charge,  the six-month  results for fiscal 2005
were  $132,000  less due to decreases  of $4,000 in gain on sale of  securities,
$280,000 in gain on sale of loans,  $29,000 in  earnings  on the cash  surrender
value of bank owned life insurance  that were  partially  offset by increases of
$9,000 in commission income, $57,000 in service charges and fees and $117,000 in
other non-interest  income.  The increase in other non-interest  income includes
$105,000 from the sale of the Bank's previous North Manchester, IN branch.


NON-INTEREST EXPENSE

Non-interest  expense for the  three-month  period ended  December 31, 2004, was
$1,394,000,  an increase of  $115,000,  or 9.0%,  compared to the same period in
2003. For the six-month period ended December 31, 2004, non-interest expense was
$2,785,000,  an increase of $266,000, or 10.5%. Comparing the six-month periods,
all areas of  non-interest  expense  were higher  except for  deposit  insurance
premiums and data processing expense.  The largest increases,  $155,000 or 13.3%
in  compensation  and benefits and $123,000 or 58.7% in occupancy and equipment,
stem from the  addition of our fifth full  service  branch,  located in Columbia
City, IN, in late June 2004 and increased  depreciation of computer hardware and
software purchased over the last year.

FFW  Corporation is  investigating  the  possibility of de-listing its stock and
de-registering  with  the  Securities  and  Exchange  Commission  ("SEC").  This
strategy   would  reduce   future   expenses   associated   with  SEC  reporting
requirements,  as well as  NASDAQ  filing  fees,  but would  also  result in the
Company's common stock no longer being quoted on the NASDAQ Small Cap Market. In
order to de-register, the Company must first have fewer than 300 shareholders of
record.  The Company currently has approximately 314 shareholders of record. The
Company's  shares trade  infrequently and residents of Indiana hold many shares.
Therefore,  it is management's  belief that any negative impact on the liquidity
of the shares as a result of a de-registering and de-listing would be minimal.


INCOME TAXES

The  provisions  for  income  taxes for the three and  six-month  periods  ended
December  31, 2004 are not  affected by the $1.8  million  other than  temporary
impairment  charge  since no  deferred  tax  asset  was  setup in regard to this
charge.  The  provisions  for income taxes for the three and  six-month  periods
ended  December 31,  2004,


                                       14
<PAGE>

were $111,000 and $203,000 compared to $48,000 and $142,000 for the same periods
in 2003.  The increase in provision is partially  due to slightly  higher income
before taxes without the $1.8 million charge. The provision increase is also due
to a higher  effective tax rate stemming from  decreased  nontaxable  securities
income and decreased  nontaxable  income from the cash  surrender  value of bank
owned life insurance.  Without the charge, the Company's  effective tax rate was
14.46% for the six months ended December 31, 2004 compared to 11.53% at December
31, 2003.


REGULATORY CAPITAL REQUIREMENTS

The Bank is required to maintain specific amounts of regulatory capital pursuant
to  regulations  of the  OTS.  At  December  31,  2004,  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, 2004
<S>                                   <C>         <C>   <C>                    <C>             <C>          <C>
Total Risk-Based Capital              $ 21,229    12.88%$         13,187       8.00%           $ 16,484     10.00%

Tier I (Core) Capital                   19,163    11.63%           6,593       4.00%              9,890      6.00%
       (to risk weighted assets)
Tier I (Core) Capital                   19,163     7.54%          10,169       4.00%             12,711      5.00%
       (to adjusted total assets)

</TABLE>



                                       15
<PAGE>

                                 PART I: ITEM 3
                                 FFW CORPORATION

                             CONTROLS AND PROCEDURES


As of the end of the fiscal  quarter  covered by 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-15(e) and 15d-15(e)  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.



                                       16
<PAGE>

                           Part II - Other Information

As of December 31, 2004, 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 - Unregistered Sales of Equity Securities and Use of Proceeds

          On March 25, 2003,  the Board of Directors  approved the repurchase of
          5% of the Company's outstanding shares of common stock, or 66,090 such
          shares, on the open market.  The program had no expiration date. As of
          December 31, 2004, the Company had repurchased  53,552 shares pursuant
          to this repurchase program, leaving 12,538 shares subject to the plan.

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

          (a) Exhibits

               31(1) Certification required by 17 C.F.R. ss. 240.13a-14(a)

               31(2) Certification required by 17 C.F.R. ss. 240.13a-14(a)

               32 Certification pursuant to 18 U.S.C. ss. 1350

          (b)  Reports  on Form  8-K

               Form 8-K for 1st Fiscal Quarter Earnings Release filed on October
               28, 2004.


                                       17
<PAGE>


                                   SIGNATURES


In accordance with the requirements of the Securities  Exchange Act of 1934, the
registrant  caused  this  report to be signed on its behalf by the  undersigned,
thereunto duly authorized.


                                              FFW CORPORATION
                                              Registrant



Date:    February 11, 2005                    By:   /s/ Roger K. Cromer
     ------------------------------              -------------------------------
                                                 Roger K. Cromer
                                                 President and Chief
                                                        Executive Officer


Date:    February 11, 2005                    By:   /s/ Timothy A. Sheppard
     ------------------------------              -------------------------------
                                                  Timothy A. Sheppard
                                                   Treasurer and Chief
                                                        Accounting Officer


                                       18
<PAGE>

                                  EXHIBIT INDEX


Exhibit No.   Description of Exhibit                                        Page

     31(1)    Certification required by 17 C.F.R. ss. 240.13a-14(a)          17

     31(2)    Certification required by 17 C.F.R. ss. 240.13a-14(a)          18

     32       Certification pursuant to 18 U.S.C. ss. 1350                   19



                                       19