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U.S. SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549





FORM 10-K





(Mark One)

|x | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ------------------------------------------------------------------------------------

For the fiscal year ended December 31, 2008



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



Commission file number 000-49736





FIRST COMMUNITY FINANCIAL CORPORATION

(Name of registrant in its charter)









|                                                               |  |                                  
|-------------------------------------------------------------- |  | ---------------------------------
|PENNSYLVANIA                                                   |  | 23-2321079                       
|(State or other jurisdiction of incorporation or organization) |  | (IRS Employer Identification No.)
|                                                               | 
|TWO NORTH MAIN STREET,MIFFLINTOWN, PENNSYLVANIA                |  | 17059                            
|(Address of principal executive office)                        |  | (Zip Code)                       

Issuers telephone number (717) 436-2144

Securities registered under Section 12(g) of the Exchange Act:

COMMON STOCK, $5.00 PAR VALUE

(Title of class)





Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes    ̈    No  x

Indicate by check mark if the registrant is not
required to file reports pursuant to Section 13 or Section 15(d) of the Act.    Yes   ̈    No  x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during
the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No   ̈

Indicate by check mark if disclosure of
delinquent filers in response to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrants knowledge, in definitive proxy or information statements incorporated by reference in Part III of
this Form 10-K or any amendment to this Form 10-K.    x

Indicate by check mark whether the
registrant is a shell company (as defined in Rule 12b-2 of the Act).    Yes   ̈    No  x

Indicate by check mark whether the registrant is a large accelerated filer, accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of
accelerated filer, large accelerated filer, and smaller reporting company in Rule 12b-2 of the Act (check one):

Large Accelerated Filer   ̈    Accelerated filer   ̈

Non-accelerated Filer   ̈    Smaller reporting company  x

The aggregate market value of the voting and non-voting common equity held by nonaffiliates of the registrant as of June 30, 2008 was $31,107,983

Indicate the number of shares outstanding of each of the registrants classes of common stock, as of the latest practicable date: Common stock, par value $5.00
per share, 1,399,868 shares outstanding as of February 24, 2009.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the First Community Financial Corporation Annual Report for the year ended December 31, 2008 are incorporated by reference into Parts I and II. Portions
of the Proxy Statement filed with respect to the First Community Financial Corporation 2009 Annual Meeting are incorporated by reference into Part III.









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INDEX



|            |  |                                                                                                              |  |     
|----------- |  | ------------------------------------------------------------------------------------------------------------ |  | ----
|Description |  |                                                                                                              |  | Page
|PART I      |  |                                                                                                              |  |     
|            |  |                                                                                                             
|Item 1.     |  | Business                                                                                                     |  | 1   
|            |  |                                                                                                             
|Item 1A.    |  | Risk Factors                                                                                                 |  | 10  
|            |  |                                                                                                             
|Item 1B.    |  | Unresolved Staff Comments                                                                                    |  | 10  
|            |  |                                                                                                             
|Item 2.     |  | Properties                                                                                                   |  | 10  
|            |  |                                                                                                             
|Item 3.     |  | Legal Proceedings                                                                                            |  | 12  
|            |  |                                                                                                             
|Item 4.     |  | Submission of Matters to a Vote of Security Holders                                                          |  | 12  
|            |  |                                                                                                             
|PART II     |  |                                                                                                              |  |     
|            |  |                                                                                                             
|Item 5.     |  | Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities |  | 12  
|            |  |                                                                                                             
|Item 6.     |  | Selected Financial Data                                                                                      |  | 14  
|            |  |                                                                                                             
|Item 7.     |  | Managements Discussion and Analysis of Financial Condition and Results of Operations                        |  | 14  
|            |  |                                                                                                             
|Item 8.     |  | Financial Statements and Supplementary Data                                                                  |  | 15  
|            |  |                                                                                                             
|Item 9.     |  | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 15                      |  | 15  
|            |  |                                                                                                             
|Item 9A.    |  | Controls and Procedures                                                                                      |  | 15  
|            |  |                                                                                                             
|Item 9B.    |  | Other Information                                                                                            |  | 16  
|            |  |                                                                                                             
|PART III    |  |                                                                                                              |  |     
|            |  |                                                                                                             
|Item 10.    |  | Directors, Executive Officers and Corporate Governance                                                       |  | 16  
|            |  |                                                                                                             
|Item 11.    |  | Executive Compensation                                                                                       |  | 16  
|            |  |                                                                                                             
|Item 12.    |  | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters               |  | 16  
|            |  |                                                                                                             
|Item 13.    |  | Certain Relationships and Related Transactions, and Director Independance                                    |  | 17  
|            |  |                                                                                                             
|Item 14.    |  | Principal Accountant Fees and Services                                                                       |  | 17  
|            |  |                                                                                                             
|PART IV     |  |                                                                                                              |  |     
|            |  |                                                                                                             
|Item 15.    |  | Exhibits and Financial Statement Schedules                                                                   |  | 18  
|            | 
|Signatures  |  | 23                                                                                                          



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PART I



|ITEM 1. | Business.
|------- | ---------

First Community Financial Corporation
(the Corporation) is a one bank holding company incorporated under the laws of the Commonwealth of Pennsylvania and registered under the Bank Holding Company Act of 1956, as amended. The Corporation is headquartered in Mifflintown,
Pennsylvania and was organized on November 13, 1984 for the purpose of acquiring The First National Bank of Mifflintown (the Bank) as a wholly-owned national bank subsidiary. The Corporations principal activity consists of
owning and supervising the Bank, which is engaged in providing banking and banking related services in central Pennsylvania, principally in Juniata and Perry Counties. The day-to-day management of the Bank is conducted by its officers, subject to
review by its Board of Directors. Each Director of the Corporation also is a Director of the Bank. The Corporation derives substantially all of its current income from the Bank. The Corporation also has made certain investments in other Pennsylvania
banking institutions, the dividends on which also are included in our current income.

The First National Bank of Mifflintown

The Bank became a wholly-owned subsidiary of the Corporation pursuant to a Plan of Reorganization and Merger consummated in April 1985. The Bank was
originally chartered as a private bank in 1864 and converted to a national bank in 1889. The Bank conducts business through eleven full service banking offices. The main banking office is located in the Borough of Mifflintown, four branch offices
are maintained in Juniata County and six branch offices are maintained in Perry County, Pennsylvania.

As of December 31, 2008, the
Bank had total assets of $326.7 Million, total shareholders equity of $23.4 Million, and total deposits of $262.6 Million.

The
deposits of the Bank are insured by the Federal Deposit Insurance Corporation (the FDIC) to the extent provided by law. The Bank provides a wide range of banking services to businesses and individuals, with particular emphasis on serving
the needs of the individual consumer. Banking services include secured and unsecured financing, real estate financing, agricultural financing, mortgage lending, and trust and other related services, as well as checking, savings and time deposits,
and a wide variety of other financial services to individuals, businesses, municipalities and governmental bodies.

The Bank concentrates
its lending activities on residential real estate, commercial real estate, commercial loans, agricultural loans and consumer installment loans. A substantial portion of the loan portfolio is secured by commercial and residential real estate, either
as primary or secondary collateral. Loan approvals are made in accordance with a policy that includes delegated authorities approved by the Board of Directors. Loans are approved at various management levels up to and including the Board of
Directors, depending on the amount of the loan.



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As of December 31, 2008, residential real estate loans represented 64.5% of the total loan
portfolio. These types of loans represent a relatively low level of risk, especially in the absence of speculative lending. The most prominent risks in this market are those associated with declining economic conditions resulting from economic
downturns and increases in unemployment, which could affect borrowers abilities to repay loans. The Bank limits its risk in this area by requiring private mortgage insurance for certain residential real estate loans in excess of 80% of the
appraised value.

Commercial real estate loans represented 19.2%, commercial, financial, agricultural loans represented 10.7%, and
construction loans represented 2.7% of the total loan portfolio at December 31, 2008. Commercial real estate loans consist primarily of loans to local businesses where the collateral for the loans includes the real estate occupied by the
business. Commercial loans are comprised of loans to small businesses whose demand for funds fall within the legal lending limits of the Bank. The Banks agricultural loans generally consist of operating lines used to finance farming operations
through the growing season and term loans to finance farm equipment purchases. Risks associated with these types of loans can be significant and include, but are not limited to, fraud, bankruptcy, economic downturn, deteriorated or non-existing
collateral and changes in interest rates. The Bank controls risk by using certified appraisers in determining property values, by performing thorough credit analysis and by limiting the Banks total exposure to these types of loans.

As of December 31, 2008, consumer installment loans represented 2.9% of the total loan portfolio and are made on a secured and unsecured basis,
primarily to fund personal, family and household purposes, including loans for automobiles, home improvement, education loans and investments. Risks associated with consumer installment loans include, but are not limited to, fraud, deteriorated or
non-existing collateral, general economic downturn and customer financial problems. Risk in this area is limited by analyzing creditworthiness and controlling debt to income limits.

The Banks Trust Department provides a broad range of personal and corporate trust services. It administers and provides investment management
services for estates, trusts, agency accounts and employee benefit plans. For the year ended December 31, 2008, income from the Banks fiduciary activities amounted to $405,000 and the Bank had assets worth $107.6 million under management
in its Trust Department at that time.

The Bank is subject to regulation and periodic examination by the Office of the Comptroller of the
Currency (the OCC).

During the last five years, the Corporation has experienced substantial growth. Specifically, the
Corporations total assets increased from $222.5 million as of December 31, 2003 to $326.7 million as of December 31, 2008, funded primarily by an increase in the Banks total deposits over this period from $187.3 million to
$262.6 million. Additionally, the Banks loans increased from $141.2 million to $212.4 million over this same period, while the Corporations annual net income ranged between $2.0 million and $2.3 million.



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The growth in the Banks deposits and loans reflect its efforts to increase its market share in
Juniata and Perry Counties and is largely attributable to the maturation of the Banks newer branches in East Waterford, Juniata County and Loysville, New Bloomfield, Shermans Dale, and Bloomfield Borough, Perry County.

Market Area and Competition

The Banks
market area lies within Juniata and Perry Counties, Pennsylvania. By all indications, this region has good economic prospects. Juniata and Perry Counties had a combined estimated population of 68,599 in 2006, representing an increase of
approximately 2.0% since 2000. The primary industries in the region are agriculture and timber/woodworking. Unemployment rates in 2008 of 5.2% in both counties, up an average of 1.0% from 2007, reflect a slight weakening in the local economies. With
a stable workforce and growing population, the Corporation believes that the regions long term economic prospects are positive.

As
of June 30, 2008, three commercial banks (the Bank, Juniata Valley Bank, and First National Bank of Pennsylvania) operated offices in Juniata County. Of all financial institutions operating in Juniata County, the Bank ranked first in terms of
total deposits at June 30, 2008 with 46.42%. Juniata Valley Bank followed closely with 43.16% and First National Bank of Pennsylvania ranked third with 10.43%. Each of the institutions with which the Bank competes in Juniata County is
substantially larger than the Bank. With the advantages of larger asset and capital bases, these competitors tend to have larger lending limits and tend to offer a wider variety of services than does the Bank.

In Perry County, the Bank faces competition from six banks. Several of these competitors also are substantially larger than the Bank and are likely to
enjoy the competitive advantages provided by larger asset and capital bases. Moreover, the Perry County market is less concentrated, and therefore more competitive, than the Juniata County market. The Banks principal competitors in Perry
County are Bank of Landisburg, with 31.62% of deposits at June 30, 2008, Orrstown Bank, with approximately 19.19%, and First National Bank of Marysville with approximately 13.35%. The Bank has 16.46% of the deposits in Perry County as of
June 30, 2008.

The Bank also competes with other types of financial institutions, including credit unions, finance companies,
brokerage firms, insurance companies and retailers. Deposit deregulation has intensified the competition for deposits in recent years.

Supervision
and Regulation

As a bank holding company, the Corporation is subject to regulation by the Pennsylvania Department of Banking and
the Federal Reserve Board. The deposits of the Bank are insured by the Federal Deposit Insurance Corporation (FDIC) and the Bank is a member of the Bank Insurance Fund, which is administered by the FDIC. The Bank is therefore subject to
regulation by the FDIC but as a national bank, is primarily regulated and examined by the Office of the Comptroller of the Currency (OCC).



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The Corporation is required to file with the Federal Reserve Board an annual report and such additional
information as the Federal Reserve Board may require pursuant to the Bank Holding Company Act of 1956, as amended (the BHC Act). The Federal Reserve Board may also make examinations of the Corporation. The BHC Act requires each bank
holding company to obtain the approval of the Federal Reserve Board before it may acquire substantially all the assets of any bank, or before it may acquire ownership or control of any voting shares of any bank if, after such acquisition, it would
own or control, directly or indirectly, more than five percent of the voting shares of such bank.

Pursuant to provisions of the BHC Act
and regulations promulgated by the Federal Reserve Board thereunder, the Corporation may only engage in or own companies that engage in activities deemed by the Federal Reserve Board to be closely related to the business of banking or managing or
controlling banks, and the Corporation must gain permission from the Federal Reserve Board prior to engaging in most new business activities.

A bank holding company and its subsidiaries are subject to certain restrictions imposed by the BHC Act on any extensions of credit to the Bank or any of its subsidiaries, investments in the stock or securities thereof, and on the taking of
such stock or securities as collateral for loans to any borrower. A bank holding company and its subsidiaries are also prevented from engaging in certain tie-in arrangements in connection with any extension of credit, lease or sale of property or
furnishing of services.

Source of Strength Doctrine

Under Federal Reserve Board regulations, a bank holding company is required to serve as a source of financial and managerial strength to its subsidiary banks and may not conduct its operations in an unsafe or unsound
manner. In addition, it is the Federal Reserve Boards policy that in serving as a source of strength to its subsidiary banks, a bank holding company should stand ready to use available resources to provide adequate capital funds to its
subsidiary banks during periods of financial stress or adversity and should maintain the financial flexibility and capital-raising capacity to obtain additional resources for assisting its subsidiary banks. A bank holding companys failure to
meet its obligations to serve as a source of strength to its subsidiary banks will generally be considered by the Federal Reserve Board to be an unsafe and unsound banking practice or a violation of the Federal Reserve Board regulations or both.
This doctrine is commonly known as the source of strength doctrine.

Dividends

Dividends are paid by the Corporation from its earnings, which are mainly provided by dividends from the Bank. However, certain regulatory restrictions
exist regarding the ability of the Bank to transfer funds to the Corporation in the form of cash dividends, loans or advances. The approval of the Comptroller of the Currency is required if the total of all dividends declared by a national bank in
any calendar year exceeds the Banks net profits (as defined) for that year combined with its retained net profits for the preceding two calendar years. Under this restriction,



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at December 31, 2008, the Bank, without prior regulatory approval, could currently declare dividends to the Corporation totaling approximately
$4,522,000.

Capital Adequacy

The federal banking regulators have adopted risk-based capital guidelines for bank holding companies and banks, such as the Corporation and the Bank. Currently, the required minimum ratio of total capital to risk-weighted assets (including
off-balance sheet activities, such as standby letters of credit) is 8%. At least half of the total capital is required to be Tier 1 capital, consisting principally of common shareholders equity, non-cumulative perpetual preferred stock, a
limited amount of cumulative perpetual preferred stock and minority interests in the equity accounts of consolidated subsidiaries, less goodwill. The remainder (Tier 2 capital) may consist of a limited amount of subordinated debt and
intermediate-term preferred stock, certain hybrid capital instruments and other debt securities, perpetual preferred stock and a limited amount of the general loan loss allowance.

In addition to the risk-based capital guidelines, the Federal banking regulators established minimum leverage ratio (Tier 1 capital to total assets)
guidelines for bank holding companies. These guidelines provide for a minimum leverage ratio of 3% for those bank holding companies which have the highest regulatory examination ratings and are not contemplating or experiencing significant growth or
expansion. All other bank holding companies are required to maintain a leverage ratio of at least 1% to 2% above the 3% stated minimum. The Corporation and the Bank exceed all applicable capital requirements.

FDICIA

The Federal Deposit Insurance
Corporation Improvement Act (FDICIA) was enacted into law in 1991. FDICIA established five different levels of capitalization of financial institutions, with prompt corrective actions and significant operational restrictions
imposed on institutions that are capital deficient under the categories. The five categories are: well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized and critically undercapitalized.

To be considered well capitalized, an institution must have a total risk-based capital ratio of at least 10%, a Tier 1 risk-based capital ratio of at
least 6%, a leverage capital ratio of 5%, and must not be subject to any order or directive requiring the institution to improve its capital level. An institution falls within the adequately capitalized category if it has a total risk-based capital
ratio of at least 8%, a Tier 1 risk-based capital ratio of at least 4%, and a leverage capital ratio of at least 4%. Institutions with lower capital levels are deemed to be undercapitalized, significantly undercapitalized or critically
undercapitalized, depending on their actual capital levels. In addition, the appropriate federal regulatory agency may downgrade an institution to the next lower capital category upon a determination that the institution is in an unsafe or unsound
condition, or is engaged in an unsafe or unsound practice. Institutions are required under FDICIA to closely monitor their capital levels and to notify their appropriate regulatory agency of any basis for a change in capital category. Regulatory
oversight of an institution becomes more



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stringent with each lower capital category, with certain prompt corrective actions imposed depending on the level of capital deficiency. On
December 31, 2008, the Corporation and the Bank each exceeded the minimum capital levels of the well-capitalized category.

Other
Provisions of FDICIA

Each depository institution must submit audited financial statements to its primary regulator and the FDIC, which
reports are made publicly available. In addition, the audit committee of depository institutions with assets of $500 million or more must consist of a majority of outside directors and the audit committee of depository institutions with $1 billion
or more in total assets must consist entirely of outside directors. In addition, an institution must notify the FDIC and the institutions primary regulator of any change in the institutions independent auditor, and annual management
letters must be provided to the FDIC and the depository institutions primary regulator.

Under FDICIA, each federal banking agency
must prescribe certain safety and soundness standards for depository institutions and their holding companies. Three types of standards must be prescribed: asset quality and earnings, operational and managerial, and compensation. Such standards
would include a ratio of classified assets to capital, minimum earnings, and, to the extent feasible, a minimum ratio of market value to book value for publicly traded securities of such institutions and holding companies. Operational and managerial
standards must relate to: (i) internal controls, information systems and internal audit systems, (ii) loan documentation, (iii) credit underwriting, (iv) interest rate exposure, (v) asset growth, and (vi) compensation,
fees and benefits.

Provisions of FDICIA relax certain requirements for mergers and acquisitions among financial institutions, including
authorization of mergers of insured institutions that are not members of the same insurance fund, and provide specific authorization for a federally chartered savings association or national bank to be acquired by an insured depository institution.

Under FDICIA, all depository institutions must provide 90 days notice to their primary federal regulator of branch closings, and penalties
are imposed for false reports by financial institutions. Depository institutions with assets in excess of $500 million must be examined on-site annually by their primary federal or state regulator or the FDIC.

FDIC Insurance and Assessments

Deposit accounts in the Bank are insured by the FDIC generally up to a maximum of $100,000 per separately insured depositor and up to a maximum of $250,000 for self-directed retirement accounts. During 2008, the FDIC announced temporary
deposit insurance increases up to a maximum of $250,000 per separately insured depositor. This temporary increase is set to expire December 31, 2009. The Banks deposits, therefore, are subject to FDIC deposit insurance assessments.



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On February 15, 2006, federal legislation to reform federal deposit insurance was enacted. This new
legislation required, among other things, that the FDIC adopt regulations for considering an increase in the insurance limits on all deposit accounts (including retirement accounts) every five years starting in 2011 based, in part, on inflation, and
modifying the deposit funds reserve ratio for a range between 1.15% and 1.50% of estimated insured deposits.

On November 2,
2006, the FDIC adopted final regulations establishing a risk-based assessment system that will enable the FDIC to more closely tie each financial institutions premiums to the risk it poses to the deposit insurance fund. Under the new
risk-based assessment system, which became effective in the beginning of 2007, the FDIC evaluates the risk of each financial institution based on three primary sources of information: (1) its supervisory rating, (2) its financial ratios,
and (3) its long-term debt issuer rating, if the institution has one. The new rates for nearly all of the financial institution industry will vary between five and seven cents for every $100 of domestic deposits. At the same time, the FDIC also
adopted final regulations designating the reserve ratio for the deposit insurance fund during 2007 at 1.25% of estimated insured deposits.

Effective March 31, 2006, the FDIC merged the Bank Insurance Fund (BIF) and the Savings Association Insurance Fund (SAIF) into a single insurance fund called the Deposit Insurance Fund. As a result of the
merger, the BIF and SAIF were abolished. The merger of the BIF and SAIF into the Deposit Insurance Fund does not affect the authority of the Financing Corporation (FICO) to impose and collect, with approval of the FDIC, assessments for
anticipated payments, insurance costs and custodial fees on bonds issued by the FICO in the 1980s to recapitalize the Federal Savings and Loan Insurance Corporation. The bonds issued by the FICO are due to mature in 2017 through 2019. For the
quarter ended June 30, 2007, the FICO assessment was equal to 1.28 basis points for each $100 in domestic deposits maintained at an institution.

In 2008, the Banks FDIC assessment was $123,000. With the current turmoil in the banking industry, management anticipates that FDIC assessments will rise dramatically in 2009.

Community Reinvestment Act

Under the
Community Reinvestment Act of 1977 (CRA) and implementing regulations of the banking agencies, a financial institution has a continuing and affirmative obligation, consistent with safe and sound operation, to meet the credit needs of its
entire community, including low and moderate income neighborhoods. The CRA does not establish specific lending requirements or programs for financial institutions, nor does it limit an institutions discretion to develop the types of products
and services it believes to be best suited to its particular community. The CRA requires that bank regulatory agencies conduct regular CRA examinations and provide written evaluations of institutions CRA performance. The CRA also requires that
an institutions CRA performance rating be made public. CRA performance evaluations are based on a four-tiered rating system: Outstanding, Satisfactory, Needs to Improve and Substantial Noncompliance. Although CRA examinations occur on a
regular basis, CRA performance evaluations have been used principally in the evaluation of regulatory applications



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submitted by an institution. CRA performance evaluations are considered in evaluating applications for such things as mergers, acquisitions and applications
to open branches. A bank holding company cannot elect to be a financial holding company with the expanded securities, insurance and other powers that designation entails unless all of the depository institutions owned by the holding
company have a CRA rating of satisfactory or better. The Gramm-Leach-Bliley Act also provides that a financial institution will be subject to CRA examinations no more frequently than every 5 years if its most recent CRA rating was
outstanding, or every 4 years if its rating was satisfactory. Following a CRA examination as of November 17, 2003, the Bank received a rating of satisfactory.

Financial Services Modernization Legislation

The Gramm-Leach-Bliley Act of 1999 has had and will continue to have a significant impact on all financial institutions, including banks. The impact of the act is two-fold. First, the Act has swept away much of the regulatory structure
established in the 1930s under the Glass-Steagall Act. The law creates opportunities for banks, other depository institutions, insurance companies, and securities firms to enter into business combinations that permit a single financial
services organization to offer customers a complete array of financial products. The result will be increased competition in the market place for banks and other financial institutions, tempered by an enhanced ability to compete in this new market.
Banks, insurance companies and securities firms may now affiliate through a financial holding company and engage in a broad range of activities authorized by the Federal Reserve Board and the Department of Treasury. The new activities
that the Act permits for financial holding companies and their affiliates are those that are financial in nature or incidental to financial activities, including insurance underwriting, investment banking, investment advisory services and securities
brokerage services. The Federal Reserve maintains the authority to require that the financial holding company remain well capitalized and well managed. We have not elected to become a financial holding company.

In addition, national banks are authorized to conduct these activities through financial subsidiaries, under the supervision of the
Department of Treasurys Office of the Comptroller of the Currency, except that national bank subsidiaries may not engage in insurance underwriting, merchant banking, insurance company portfolio investment, or real estate investment and
development.

Secondly, the Act has altered the regulatory boundaries for all financial services organizations, including the Bank. For
example, by repealing an exemption from SEC broker/dealer registration formerly enjoyed by banks for their securities activities, the Act adds a potential layer of SEC regulation to the banks regulatory structure.

To the extent that the Gramm-Leach-Bliley Act permits banks, securities firms and insurance companies to affiliate, the financial services industry may
experience further consolidation. This could result in a growing number of larger financial institutions that offer a wider variety of financial services than the Bank is able to offer and that can aggressively compete in the markets that the Bank
intends to serve.



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Other Laws and Regulations

State usury and credit laws limit the amount of interest and various other charges collected or contracted by a bank on loans. The Banks loans are also subject to federal laws applicable to credit transactions,
such as the following:



| |  |  | Federal Truth-In-Lending Act, which governs disclosures of credit terms to consumer borrowers;
| | - |  | ----------------------------------------------------------------------------------------------



| |  |  | Home Mortgage Disclosure Act, requiring financial institutions to provide information to enable public officials to determine whether a financial institution is
fulfilling its obligations to meet the housing needs of the community it serves;
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Equal Credit Opportunity Act prohibiting discrimination on the basis of race, creed or other prohibitive factors in extending credit;
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Real Estate Settlement Procedures Act, which requires lenders to disclose certain information regarding the nature and cost of real estate settlements, and
prohibits certain lending practices, as well as limits escrow account amounts in real estate transactions;
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Fair Credit Reporting Act governing the manner in which consumer debts may be collected by collection agencies; and
| | - |  | -------------------------------------------------------------------------------------------------------------------



| |  |  | Various rules and regulations of various federal agencies charged with the implementation of such federal laws.
| | - |  | ---------------------------------------------------------------------------------------------------------------

Additionally, our operations are subject to the additional federal laws and regulations, including, without limitation:



| |  |  | Privacy provisions of the Gramm-Leach-Bliley Act and related regulations, which require us to maintain privacy policies intended to safeguard customer financial
information, to disclose the policies to our customers and to allow customers to opt out of having their financial service providers disclose their confidential financial information to non-affiliated third parties, subject to certain
exceptions;
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Right to Financial Privacy Act, which imposes a duty to maintain confidentiality of consumer financial records and prescribes procedures for complying with
administrative subpoenas of financial records;
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Consumer protection rules for the sale of insurance products by depository institutions, adopted pursuant to the requirements of the Gramm-Leach-Bliley Act; and
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Title III of the USA Patriot Act, which requires financial institutions to take certain actions to help prevent, detect and prosecute international money laundering
and the financing of terrorism.
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Section 404 of the Sarbanes-Oxley Act of 2002 requires management to issue a report on the effectiveness of its internal controls over financial reporting. In
addition, beginning in 2009 the Corporations independent registered public accountants are required to issue an opinion on the effectiveness of the Corporations internal control over financial reporting. Certifications of the Principal
Executive Officer and Chief Financial Officer as required by Sarbanes  Oxley and the resulting SEC rules can be found in the Signatures and Exhibits sections.
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



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Proposed Legislation and Regulations

From time to time, various federal and state legislation is proposed that could result in additional regulation of, and restrictions on, the business of the Corporation or the Bank, or otherwise change the business
environment. We cannot predict whether any of this legislation, if enacted, will have a material effect on the business of the Corporation or the Bank.

Employees

As of December 31, 2008, the Bank had a total of 71 full-time and 55 part-time employees.

Selected Statistical Information

Certain
statistical information is included as part of Managements Discussion and Analysis of Financial Conditions and Results of Operations, included on pages 37 through 52 of the Annual Report to Shareholders for the year ended December 31,
2008, attached to this Report as Exhibit 13 and incorporated herein by reference.



|ITEM 1A. | Risk Factors.
|-------- | -------------

(Not required of a smaller
reporting company)



|ITEM 1B. | Unresolved Staff Comments.
|-------- | --------------------------

Not applicable.



|ITEM 2. | Properties.
|------- | -----------



10



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##### Table of Contents

The Bank owns its main office located at Two North Main Street in Mifflintown, Pennsylvania and the
following branch offices:

Tuscarora Valley Branch

Route
75 & Old U.S. Route 22/322

Walker Township, Juniata County, Pennsylvania

Fermanagh Branch

Pa. Route 35 & U.S. Route 22/322

Fermanagh Township, Juniata County, Pennsylvania

Loysville Branch

Pa. Route 850 & Pa. Route 274

Loysville, Perry
County, Pennsylvania

New Bloomfield Branch

Route 274
West & Cold Storage Road

Center Township, Perry County, Pennsylvania

West Perry Branch

Route 74 & Route 274

Spring and Tyrone Townships, Perry County, Pennsylvania

Ickesburg Branch

Route 17 West

Ickesburg, Perry County, Pennsylvania

Bloomfield Borough Branch

216 S. Carlisle St.

New Bloomfield, Perry County, Pennsylvania

The Bank leases
the building space occupied by its Delaware branch office located on Pa. Route 333 in Delaware Township, Juniata County under a lease that shall expire on March 31, 2009. Upon expiration of the initial term, the Bank may extend the lease for
three successive renewal periods of five years each.

The Bank also leases the land where it constructed its East Waterford branch office,
located on North Main Street in Tuscarora Township, Juniata County. The initial term of this lease expires June 18, 2009. Upon expiration of the initial term, the Bank may extend the lease for three successive renewal periods of five years
each.

The Bank also leases the space occupied by the Shermans Dale Branch, located at the intersection of Pa. Route 850 and Pa. Route 34
in Carroll Township. The initial term of this lease expired February 28, 2003. However, the Bank has exercised its annual options to renew the lease for an additional one-year term, which options ultimately extend through June 30, 2010.



11



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##### Table of Contents

Each of the Banks eleven banking offices is a full service office, ten of which provide
drive-through teller and automated teller machine services.



|ITEM 3. | Legal Proceedings.
|------- | ------------------

Neither the Corporation nor the
Bank is a party to any material pending legal proceeding other than routine legal proceedings incidental to its business.



|ITEM 4. | Submission of Matters to a Vote of Security Holders.
|------- | ----------------------------------------------------

The Corporation had no matters submitted to a vote of security holders during the fourth quarter of the year ended December 31, 2008.

PART II



|ITEM 5. | Market for Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
|------- | ------------------------------------------------------------------------------------------------

Although shares of the Corporations common stock are traded from time to time in private transactions, there is no established public trading market
for the stock. The Corporations common stock is not listed on any stock exchange or automated quotation system and there are no present plans to so list the stock. There can be no assurance that, at any given time, any persons will be
interested in acquiring shares of the Corporations common stock. Price quotations for the Corporations common stock do not appear in any generally recognized investment media.

The following table reports the highest and lowest per share prices at which the Corporations common stock has actually traded in private
transactions during the periods indicated and of which management has knowledge. To the best of managements knowledge, such prices do not include any retail mark-up, mark-down or commission. Shares may also have been sold in transactions, the
price and terms of which are not known to the Corporation. Therefore, the per share prices at which the Corporations stock has previously traded may not necessarily be indicative of the true market value of the shares.



12



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##### Table of Contents

Highest and Lowest Per Share

Prices for Common Stock

in Actual Private Transactions

Known to Corporation



|               |  |      |       |      |   |       |  |     |       |  |   |      
|-------------- |  | ---- | ----- | ---- | - | ----- |  | --- | ----- |  | - | -----
|               |  | 2008 |       | 2007
|               |  | High |       | Low  |   | High  |  | Low
|First Quarter  |  | $    | 31.50 |      | $ | 31.00 |  | $   | 31.00 |  | $ | 30.00
|               |  |      |       |     
|Second Quarter |  |      | 31.50 |      |   | 30.00 |  |     | 31.00 |  |   | 30.00
|               |  |      |       |     
|Third Quarter  |  |      | 31.50 |      |   | 29.50 |  |     | 31.00 |  |   | 31.00
|               |  |      |       |     
|Fourth Quarter |  |      | 31.00 |      |   | 29.50 |  |     | 31.50 |  |   | 31.00

The authorized common stock of the Corporation consists of 10,000,000 shares of common stock, par
value $5.00 per share, of which 1,399,868 shares were outstanding at February 24, 2009. The Corporation has 656 shareholders of record as of February 24, 2009.

The Corporation pays dividends on the outstanding shares of our common stock as determined by the Board of Directors from time to time. It has been the practice of the Board of the Corporation to declare dividends on
a quarterly basis after considering the Corporations earnings, financial position, cash requirements and such other factors as the Board of Directors may deem relevant. The following table sets forth the cash dividends declared per share of
the Corporations common stock for the stated periods.



|                   |  |                                  |      
|------------------ |  | -------------------------------- | -----
|                   |  | Cash DividendsDeclared Per Share
|2008 First Quarter |  | $                                | 0.125
|Second Quarter     |  |                                  | 0.125
|Third Quarter      |  |                                  | 0.135
|Fourth Quarter     |  |                                  | 0.135
|                   |  |                                  |      
|                   |  | $                                | 0.520
|                   |  |                                  |      
|                   | 
|2007 First Quarter |  | $                                | 0.115
|Second Quarter     |  |                                  | 0.115
|Third Quarter      |  |                                  | 0.120
|Fourth Quarter     |  |                                  | 0.120
|                   |  |                                  |      
|                   |  | $                                | 0.470
|                   |  |                                  |      

See discussion under Supervision and Regulation  Dividends in Item 1 of
this Report and Note 11 to the financial statements contained in the Annual Report to Shareholders for the year ended December 31, 2008 for a description of restrictions that may limit the Corporations ability to pay dividends on its
common stock.

The Corporation has not adopted any compensation plans, including individual compensation arrangements, under which shares
of the Corporations common stock are authorized for issuance.

On January 8, 2008, the Board of Directors of the Company
authorized a stock repurchase program pursuant to which the Company is authorized to purchase up to 7.1% of its outstanding



13



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##### Table of Contents

shares or 100,000 shares. Share repurchases will be made from time to time and may be effected through open market purchases, block trades, or in privately
negotiated transactions.

The table below sets forth the information with respect to purchases made by or on behalf of First Community
Financial Corporation or any affiliated purchaser as defined in Rule 240-10b-18(a) (3) under Regulation S-K of common stock during the quarter ended December 31, 2008.



|                               |  |                               |  |                          |       |                                                                            |       |                                                                        |       
|------------------------------ |  | ----------------------------- |  | ------------------------ | ----- | -------------------------------------------------------------------------- | ----- | ---------------------------------------------------------------------- | ------
|                               |  | TotalNumberof SharesPurchased |  | AveragePricePaidPerShare |       | Total Number ofSharesPurchased asPartof a PubliclyAnnounced Planor Program |       | MaximumNumber ofSharesThat May Yet bePurchased Underthe Plan orProgram
|October 1 through October 31   |  | 0                             |  | $                        | 0.00  |                                                                            | 0     |                                                                        | 99,000
|                               |  |                               |  |                         
|November 1 through November 30 |  | 0                             |  | $                        | 0.00  |                                                                            | 0     |                                                                        | 99,000
|                               |  |                               |  |                         
|December 1 through December 31 |  | 1,050                         |  | $                        | 29.50 |                                                                            | 1,050 |                                                                        | 97,950



|ITEM 6. | Selected Financial Data.
|------- | ------------------------

The selected five year
financial data, included on page 52 of the Annual Report to Shareholders for the year ended December 31, 2008, attached to this Report as Exhibit 13, is incorporated herein by reference.



|ITEM 7. | Managements Discussion and Analysis of Financial Condition and Results of Operations.
|------- | --------------------------------------------------------------------------------------

Managements Discussion and Analysis of Financial Conditions and Results of Operations, included on pages 37 through 52 of the Annual Report to
Shareholders for the year ended December 31, 2008, attached to this Report as Exhibit 13, is incorporated herein by reference.



14



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##### Table of Contents

|ITEM 8. | Financial Statements and Supplementary Data.
|------- | --------------------------------------------

The
financial statements included on pages 8 through 36 of the Annual Report to Shareholders for the year ended December 31, 2008 attached to this Report as Exhibit 13, are incorporated herein by reference.



|ITEM 9. | Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.
|------- | -------------------------------------------------------------------------------------

Not Applicable.



|ITEM 9A. | Controls and Procedures.
|-------- | ------------------------

Conclusion Regarding the Effectiveness
of Disclosure Controls and Procedures

The Corporations management, with the participation of its President (Principal Executive
Officer) and CFO (Principal Financial Officer), conducted an evaluation, as of December 31, 2008 of the effectiveness of the Corporations disclosure controls and procedures (as defined in the Exchange Act Rule 13a-15(e)). Based on this
evaluation, the Corporations President and CFO concluded that, as of the end of the period covered by this annual report, the Corporations disclosure controls and procedures were effective in reaching a reasonable level of assurance that
management is timely alerted to material events relating to the Corporation during the period when the Corporations periodic reports are being prepared.

There were no significant changes in the Corporations internal control over financial reporting that occurred during the period covered by this report that has materially affected, or that is reasonably likely
to affect, our internal control over financial reporting.

Report of Managements Assessment of Internal Control over Financial Reporting

The information required to be disclosed by this item, including the Report of Managements Assessment of Internal Control over
Financial Reporting is included on page 6 of the Annual Report to Shareholders for the year ended December 31, 2008, attached to this report as Exhibit 13, is incorporated herein by reference.

This annual report does not include an attestation report of the Corporations registered public accounting firm regarding internal control over
financial reporting. Managements report was not subject to attestation by the Corporations registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the Corporation to provide
only managements report in this annual report.



15



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##### Table of Contents

|ITEM 9B. | Other Information.
|-------- | ------------------

None.

PART III



|ITEM 10. | Directors, Executive Officers and Corporate Governance.
|-------- | -------------------------------------------------------

The information required by Item 10 concerning the Corporations directors and executive officers is incorporated herein by reference from the sections captioned Election of Directors, Biographical Summaries of
Nominees and Directors, Nominating Process, Information about Executive Officers and Board Committees and Meeting Attendance  Audit Committee in the Corporations definitive proxy statement for
the 2009 Annual Meeting of Shareholders filed pursuant to Regulation 14A. The required information regarding compliance with Section 16(a) of the Exchange Act is incorporated by reference to the section captioned Section 16(a) Beneficial
Ownership Reporting Compliance in the Corporations definitive proxy statement for the 2009 Annual Meeting of Shareholders filed pursuant to Regulation 14A.

The Bank has adopted a code of ethics that applies to its principal executive officer, principal financial officer and other senior officers. Because the Banks principal executive officer and principal financial
officer also serve, respectively, as the principal executive officer and principal financial officer of the Corporation, the Banks code of ethics applies to them in their capacities as officers of the Corporation as well. A copy of the code of
ethics is available, without charge, upon written request to Richard R. Leitzel, Chief Financial Officer, First Community Financial Corporation, Two North Main Street, Mifflintown, Pennsylvania 17059.



|ITEM 11. | Executive Compensation.
|-------- | -----------------------

The information required
by Item 11 is incorporated by reference from the sections captioned Compensation of Directors, Executive Compensation Tables, and Potential Payments upon Termination, in the Corporations definitive
proxy statement for the 2009 Annual Meeting of Shareholders filed pursuant to Regulation 14A.



|ITEM 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
|-------- | -----------------------------------------------------------------------------------------------

The information required by Item 12 is incorporated by reference from the sections captioned Share Ownership of Certain Beneficial Owners
and Share Ownership of Management in the Corporations definitive proxy statement for the 2009 Annual Meeting of Shareholders filed pursuant to Regulation 14A.



16



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##### Table of Contents

|ITEM 13. | Certain Relationships and Related Transactions, and Director Independence.
|-------- | --------------------------------------------------------------------------

The information required by Item 13 is incorporated by reference from the sections captioned Transactions with Management and Director Independence in the Corporations definitive
proxy statement for the 2009 Annual Meeting of Shareholders filed pursuant to Regulation 14A.



|ITEM 14. | Principal Accountant Fees and Services.
|-------- | ---------------------------------------

The
information required by Item 14 is incorporated by reference from the section captioned Independent Certified Public Accountants in the Corporations definitive proxy statement for the 2009 Annual Meeting of Shareholders filed
pursuant to Regulation 14A. Information concerning the policy adopted by the Audit Committee regarding the pre-approval of audit and non-audit services provided by the Corporations independent auditors is incorporated by reference from the
section captioned Board Committees and Meeting Attendance  Audit Committee in the Corporations definitive proxy statement for the 2009 Annual Meeting of Shareholders filed pursuant to Regulation 14A.



17



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##### Table of Contents

PART IV



|ITEM 15. | Exhibits, Financial Statement Schedules.
|-------- | ----------------------------------------



|(a) | The following documents are filed as a part of this report:
|--- | -----------------------------------------------------------



| | (1) | List of financial statements:
| | --- | -----------------------------

The following consolidated
financial statements of the Corporation and its subsidiaries, included in the registrants annual report to shareholders for the year ended December 31, 2008, are incorporated by reference in Item 8:

Consolidated Balance Sheets: December 31, 2008 and 2007.

Consolidated Statements of Income: Years ended December 31, 2008 and 2007.

Consolidated Statements of
Shareholders Equity: Years ended December 31, 2008 and 2007.

Consolidated Statements of Cash Flows: Years ended December 31,
2008 and 2007.

Notes to Consolidated Financial Statements.



| | (2) | List of financial statement schedules:
| | --- | --------------------------------------

All financial
statement schedules for which provision is made under the applicable accounting regulations of the Securities and Exchange Commission are not required under the related instructions or are inapplicable and have therefore been omitted.



| | (3) | Exhibits
| | --- | --------

The exhibits listed on the index to exhibits in
Item 15(b) below are filed as part of, or hereby incorporated by reference into, this Form 10-K.



|(b) | Exhibits:
|--- | ---------



|        |  |                                                                                                                                                                                                                             
|------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit |  | Title                                                                                                                                                                                                                       
|        | 
|3.1     |  | Articles of Incorporation of the Corporation. (Incorporated by reference to Exhibit 2(a) to the Corporations Registration Statement on Form 10-SB, as filed with the Securities and Exchange
Commission on April 17, 2002.)
|        | 
|3.2     |  | Bylaws of the Corporation. (Incorporated by reference to Exhibit 2(b) to the Corporations Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on
April 17, 2002.)                   



18



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##### Table of Contents

|     |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|---- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     | 
|4.1  |  | Certain instruments defining the rights of the holders of long-term debt of the Corporation and certain of its Subsidiaries, none of which authorize a total amount of indebtedness in excess of
10% of the Corporation and its Subsidiaries on a consolidated basis, have not been filed as exhibits in accordance with Item 601(b)(4)(iii) of Regulation S-K. The Corporation hereby agrees to furnish a copy of these instruments to the
Commission upon request.
|     | 
|10.1 |  | Lease Agreement  Delaware Branch Office (Incorporated by reference to Exhibit 6(b)(1) to the Corporations Registration Statement on Form 10-SB, as filed with the Securities and
Exchange Commission on April 17, 2002.)                                                                                                                                                                                                                                          
|     | 
|10.2 |  | Lease Agreement  East Waterford Branch Office (Incorporated by reference to Exhibit 6(b)(2) to the Corporations Registration Statement on Form 10-SB, as filed with the Securities and
Exchange Commission on April 17, 2002.)                                                                                                                                                                                                                                    
|     | 
|10.3 |  | Lease Agreement  Shermans Dale Branch Office (Incorporated by reference to Exhibit 6(b)(3) to the Corporations Registration Statement on Form 10-SB, as filed with the Securities and
Exchange Commission on April 17, 2002.)                                                                                                                                                                                                                                     
|     | 
|10.4 |  | Salary Continuation Agreement dated August 19, 1997 between James McLaughlin and The First National Bank of Mifflintown (Incorporated by reference to Exhibit 6(c) (1) to the Corporations
Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on April 17, 2002.)                                                                                                                                                          
|     | 
|10.5 |  | Salary Continuation Agreement dated September 22, 1997 between Leona Shellenberger and The First National Bank of Mifflintown (Incorporated by reference to Exhibit 6(c) (2) to the
Corporations Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on April 17, 2002.)                                                                                                                                                    
|     | 
|10.6 |  | Salary Continuation Agreement dated August 28, 1997 between Jody Graybill and The First National Bank of Mifflintown (Incorporated by reference to Exhibit 6(c) (3) to the Corporations
Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on April 17, 2002.)                                                                                                                                                             
|     | 
|10.7 |  | Salary Continuation Agreement dated September 18, 1997 between Timothy Stayer and The First National Bank of Mifflintown (Incorporated by reference to Exhibit 6(c) (4) to the Corporations
Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on April 17, 2002.)                                                                                                                                                         
|     | 
|10.8 |  | Salary Continuation Agreement dated November 5, 2001 between Richard R. Leitzel and The First National Bank of Mifflintown (Incorporated by reference to Exhibit 6(c) (6) to the
Corporations Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on April 17, 2002.)                                                                                                                                                       



19



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##### Table of Contents

|      |  |                                                                                                                                                                                                                                                                                                                               
|----- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      | 
|10.9  |  | Officer Group Term Replacement Plan (Incorporated by reference to Exhibit 6(c) (7) to the Corporations Registration Statement on Form 10-SB, as filed with the Securities and Exchange
Commission on April 17, 2002.)                                                                                                        
|      | 
|10.10 |  | Director Deferred Fee Agreement dated September 29, 1997 between James McLaughlin and The First National Bank of Mifflintown (Incorporated by reference to Exhibit 6(c) (8) to the
Corporations Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on April 17, 2002.)               
|      | 
|10.11 |  | Director Deferred Fee Agreement dated September 29, 1997 between Joseph Barnes and The First National Bank of Mifflintown (Incorporated by reference to Exhibit 6(c) (9) to the
Corporations Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on April 17, 2002.)                  
|      | 
|10.12 |  | Director Deferred Fee Agreement dated September 30, 1997 between Roger Shallenberger and The First National Bank of Mifflintown (Incorporated by reference to Exhibit 6(c) (10) to the
Corporations Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on April 17, 2002.)           
|      | 
|10.13 |  | Director Deferred Fee Agreement dated April 9, 2002 between Nancy S. Bratton and The First National Bank of Mifflintown (Incorporated by reference to Exhibit 6(c) (11) to the
Corporations Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on April 17, 2002.)                   
|      | 
|10.14 |  | Director Deferred Fee Agreement dated April 9, 2002 between John P. Henry and The First National Bank of Mifflintown (Incorporated by reference to Exhibit 6(c) (12) to the
Corporations Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on April 17, 2002.)                      
|      | 
|10.15 |  | Director Deferred Fee Agreement dated April 9, 2002 between Samuel G. Kint and The First National Bank of Mifflintown (Incorporated by reference to Exhibit 6(c) (13) to the
Corporations Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on April 17, 2002.)                     
|      | 
|10.16 |  | Director Revenue Neutral Retirement Agreement dated September 29, 1997 between James McLaughlin and The First National Bank of Mifflintown (Incorporated by reference to Exhibit 6(c)
(14) to the Corporations Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on April 17, 2002.)
|      | 
|10.17 |  | Director Revenue Neutral Retirement Agreement dated September 30, 1997 between John H. Sheaffer and The First National Bank of Mifflintown (Incorporated by reference to Exhibit 6(c)
(15) to the Corporations Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on April 17, 2002.)



20



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##### Table of Contents

|      |  |                                                                                                                                                                                                                                                                                                                                  
|----- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      | 
|10.18 |  | Director Revenue Neutral Retirement Agreement dated September 29, 1997 between Donald Adams and The First National Bank of Mifflintown (Incorporated by reference to Exhibit 6(c) (16) to the
Corporations Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on April 17, 2002.)       
|      | 
|10.19 |  | Director Revenue Neutral Retirement Agreement dated September 29, 1997 between Joseph Barnes and The First National Bank of Mifflintown (Incorporated by reference to Exhibit 6(c)
(17) to the Corporations Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on April 17, 2002.)      
|      | 
|10.20 |  | Director Revenue Neutral Retirement Agreement dated September 29, 1997 between Samuel F. Metz and The First National Bank of Mifflintown (Incorporated by reference to Exhibit 6(c)
(18) to the Corporations Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on April 17, 2002.)     
|      | 
|10.21 |  | Director Revenue Neutral Retirement Agreement dated September 30, 1997 between Clair E. McMillen and The First National Bank of Mifflintown (Incorporated by reference to Exhibit 6(c)
(19) to the Corporations Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on April 17, 2002.)  
|      | 
|10.22 |  | Director Revenue Neutral Retirement Agreement dated September 29, 1997 between Roger Shallenberger and The First National Bank of Mifflintown (Incorporated by reference to Exhibit 6(c)
(20) to the Corporations Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on April 17, 2002.)
|      | 
|10.23 |  | Director Revenue Neutral Retirement Agreement dated September 29, 1997 between John Tetweiler and The First National Bank of Mifflintown (Incorporated by reference to Exhibit 6(c)
(21) to the Corporations Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on April 17, 2002.)     
|      | 
|10.24 |  | Director Revenue Neutral Retirement Agreement dated September 29, 1997 between Richard Wible and The First National Bank of Mifflintown (Incorporated by reference to Exhibit 6(c)
(22) to the Corporations Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on April 17, 2002.)      



21



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|      |  |                                                                                                                                                                                                                                                                                                                            
|----- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      | 
|10.25 |  | Director Revenue Neutral Retirement Agreement dated March 31, 1998 between Lowell M. Shearer and The First National Bank of Mifflintown (Incorporated by reference to Exhibit 6(c) (23) to
the Corporations Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on April 17, 2002.)
|      | 
|10.26 |  | Director Revenue Neutral Retirement Agreement dated March 24, 1998 between Charles C. Saner and The First National Bank of Mifflintown (Incorporated by reference to Exhibit 6(c) (24) to the
Corporations Registration Statement on Form 10-SB, as filed with the Securities and Exchange Commission on April 17, 2002.) 
|      | 
|13    |  | Annual Report to Security Holders.                                                                                                                                                                                                                                                                                         
|      | 
|21    |  | Subsidiaries of the Registrant.                                                                                                                                                                                                                                                                                            
|      | 
|23    |  | Consent of Independent Registered Public Accounting Firm                                                                                                                                                                                                                                                                   
|      | 
|31.1  |  | Certification of President and Principal Executive Officer of First Community Financial Corporation Pursuant to Securities and Exchange Commission Rule 13a-14(a) / 15d-14(a).                                                                                                                                             
|      | 
|31.2  |  | Certification of Chief Financial and Accounting Officer of First Community Financial Corporation Pursuant to Securities and Exchange Commission Rule 13a-14(a) / 15d-14(a).                                                                                                                                                
|      | 
|32.1  |  | Certification of President and Principal Executive Officer of First Community Financial Corporation Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.                                                                                                                                                             
|      | 
|32.2  |  | Certification of Chief Financial and Accounting Officer of First Community Financial Corporation Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.                                                                                                                                                                
|      | 
|(c)   |  | Financial statement schedules.                                                                                                                                                                                                                                                                                             
|      | 
|      |  | None.                                                                                                                                                                                                                                                                                                                      



22



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##### Table of Contents

SIGNATURES

Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed by the
undersigned, thereunto duly authorized.



|                        |  |                                       |  |                                             
|----------------------- |  | ------------------------------------- |  | --------------------------------------------
|                        |  | FIRST COMMUNITY FINANCIAL CORPORATION
|                        |  |                                      
|Date: February 24, 2009 |  | By:                                   |  | /s/ Jody D. Graybill                        
|                        |  |                                       |  | Jody D. Graybill, President                 
|                        |  |                                       |  | (Principal Executive Officer)               
|                        |  |                                      
|Date: February 24, 2009 |  | By:                                   |  | /s/ Richard R. Leitzel                      
|                        |  |                                       |  | Richard R. Leitzel, Vice President          
|                        |  |                                       |  | (Principal Financial and Accounting Officer)

In accordance with the Exchange Act, this report has been signed below by the following persons on
behalf of the registrant and in the capacities and on the date indicated.



|                          |  |                                                           |  |                  
|------------------------- |  | --------------------------------------------------------- |  | -----------------
|Signatures                |  | Title                                                     |  | Date             
|                          |  |                                                          
|/s/ Jody D. Graybill      |  | President and Director                                    |  | February 24, 2009
|Jody D. Graybill          |  |                                                          
|                          |  |                                                          
|/s/ Richard R. Leitzel    |  | Vice President Principal Financial and Accounting Officer |  | February 24, 2009
|Richard R. Leitzel        |  |                                                          
|                          |  |                                                          
|/s/ Joseph E. Barnes, Sr. |  | Director                                                  |  | February 24, 2009
|Joseph E. Barnes, Sr.     |  |                                                          
|                          |  |                                                          
|/s/ Nancy S. Bratton      |  | Director                                                  |  | February 24, 2009
|Nancy S. Bratton          |  |                                                          
|                          |  |                                                          
|/s/ John P. Henry         |  | Director                                                  |  | February 24, 2009
|John P. Henry             |  |                                                          
|                          |  |                                                          
|/s/ Samuel G. Kint        |  | Director                                                  |  | February 24, 2009
|Samuel G. Kint            |  |                                                          



23



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##### Table of Contents

|                        |  |          |  |                  
|----------------------- |  | -------- |  | -----------------
|                        |  |         
|/s/ James R. McLaughlin |  | Director |  | February 24, 2009
|James R. McLaughlin     |  |         
|                        |  |         
|/s/ Charles C. Saner    |  | Director |  | February 24, 2009
|Charles C. Saner        |  |         
|                        |  |         
|/s/ Roger Shallenberger |  | Director |  | February 24, 2009
|Roger Shallenberger     |  |         
|                        |  |         
|/s/ Lowell M. Shearer   |  | Director |  | February 24, 2009
|Lowell M. Shearer       |  |         
|                        |  |         
|/s/ David L. Swartz     |  | Director |  | February 24, 2009
|David L. Swartz         |  |         
|                        |  |         
|/s/ Frank L. Wright     |  | Director |  | February 24, 2009
|Frank L. Wright         |  |         



24