<PAGE>
                       SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D. C. 20549

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

               For the quarterly period ended September 30, 1995
                                       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 1-9138

                      FIRST CENTRAL FINANCIAL CORPORATION
             (Exact name of registrant as specified in its charter)

          New York                                   11-2648222
(State or other jurisdiction of          (I.R.S. Employer Identification Number)
incorporation or organization)

                   266 Merrick Road, Lynbrook, New York 11563
                    (Address of principal executive offices)
                                   (Zip Code)

                                 (516) 593-7070

              (Registrant's telephone number, including area code)

         Indicate by check mark whether (1) has filed all reports required to be
filed by Section 13 or 15(d) of the  Securities  Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required
to file such reports),  and (2) has been subject to such filing requirements for
the past 90 days. Yes X No ___

          Indicate  the  number of shares  outstanding  of each of the  issuer's
classes of common stock, as of the latest practicable date.


                                        Shares Outstanding at November 13, 1995
       Title of Class                     (excluding 595,404 treasury shares)
--------------------------------------  ----------------------------------------
Common Stock, Par Value $.10 Per Share                5,993,608



<PAGE>


                               TABLE OF CONTENTS

                        PART I - FINANCIAL INFORMATION 

                                                                        Page No.
                                                                        --------
ITEM 1. FINANCIAL STATEMENTS. . . . . . . . . . . . . . . . . . . . . . .   1

        Consolidated Balance Sheets. . . . . . . . . . . . . . . . . . . .  1

        Consolidated Statements of Income. . . . . . . . . . . . . . . . .  3

        Consolidated Statements of Changes in Shareholders' Equity . . . .  4

        Consolidated Statements of Cash Flows. . . . . . . . . . . . . . .  5

        Notes to Financial Statements. . . . . . . . . . . . . . . . . . .  6

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
        CONDITION AND RESULTS OF OPERATIONS. . . . . . . . . . . . . . . .  7


                        PART II - OTHER INFORMATION

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K. . . . . . . . . . . . . . . . .  11

        SIGNATURES. . . . . . . . . . . . . . . . . . . . . . . . . . . .  16




<PAGE>



                                     PART I

                             FINANCIAL INFORMATION


ITEM 1.           Financial Statements

FIRST CENTRAL FINANCIAL CORPORATION and SUBSIDIARIES

Consolidated Balance Sheets
<TABLE>
<CAPTION>

                                                                             September 30,           December 31,
                                                                                 1995                    1994
                                                                         ---------------------   ---------------------
                                                                              (Unaudited)                  *
<S>                                                                       <C>                     <C> 
ASSETS
Investments
  Securities available-for-sale, at market value:
      Fixed maturities (amortized cost 1995 - $37,053,596;
      1994 - $33,426,715)                                                        $ 36,187,794            $ 30,574,904
      Equity securities, (cost: 1995 - $28,776,008;
      1994 - $38,782,895)                                                          29,107,951              32,801,833
  Securities held-to-maturity at amortized cost (market:
      1995 - $22,613,770; 1994 - $9,870,326)                                       22,353,359               9,937,037
  Short-term investments, at cost, which approximates
    market                                                                          7,866,437               8,759,364
                                                                                 -------------           -------------
      Total Investments                                                            95,515,541              82,073,138

  Cash                                                                              2,890,256                 409,612
  Accrued investment income                                                         1,060,108                 944,470
  Agents' balances, less allowance for doubtful accounts
   (1995 - $1,333,424; 1994 - $1,321,936)                                          16,267,546              15,202,267
  Reinsurance receivables on unpaid losses                                         21,122,181              24,589,577
  Reinsurance receivables on paid losses                                            1,496,494                 243,504
  Prepaid reinsurance premiums                                                      8,102,745               1,973,997
  Federal income taxes recoverable                                                    170,225                 154,262
  Other receivables                                                                   246,237                 139,444
  Deferred policy acquisition costs                                                 6,976,014               7,339,084
  Deferred debenture costs                                                            468,950                 541,696
  Deferred income taxes                                                             4,108,000               6,280,000
  Property, plant and equipment less accumulated depreciation
   (1995 - $1,932,263; 1994 - $1,562,814)                                           4,763,312               1,045,799
  Other Assets                                                                        418,339                 791,730
                                                                                 -------------           -------------
                                                                                 $163,605,948            $141,728,580
                                                                                 =============           =============

</TABLE>

* The  balance  sheet  at  December  31,  1994  has been  derived  from  audited
consolidated financial statements at that date.

The accompanying notes are an integral part of these statements.

                                       1

<PAGE>



FIRST CENTRAL FINANCIAL CORPORATION and SUBSIDIARIES

Consolidated Balance Sheets
<TABLE>
<CAPTION>

                                                                 September 30,                  December 31,
                                                                      1995                          1994
                                                              --------------------          --------------------
                                                                  (Unaudited)                        *

<S>                                                            <C>                           <C>
LIABILITIES AND STOCKHOLDERS' EQUITY

Policy Liabilities
 Unpaid losses                                                      $ 70,007,354                  $ 66,499,524
 Unpaid loss adjustment expenses                                       7,913,625                     7,016,895
 Unearned premiums                                                    36,489,516                    32,529,415
                                                                    --------------                --------------
   Total Policy Liabilities                                          114,410,495                   106,045,834

Funds held for reinsurance treaty                                      3,714,080                             0
Reinsurance payable                                                    1,312,789                       503,684
Obligation under capital leases                                                0                        84,744
Convertible subordinated debentures                                    6,505,000                     6,755,000
Other liabilities                                                        780,581                     1,101,335
                                                                    --------------                --------------
   Total Liabilities                                                 126,722,945                   114,490,597
                                                                    --------------                --------------
Commitments and Contingencies

Shareholders' Equity
 Common Stock, par value $.10 per share;
  authorized - 20,000,000 shares; issued (1995 -
  6,576,512 shares; 1994 - 6,576,512 shares)                             658,902                       657,652
 Additional paid-in capital                                           13,209,395                    13,139,551
 Net unrealized depreciation on securities available-
  for-sale, net of deferred taxes of (1995 -
  $181,000; 1994 $3,003,000)                                            (352,859)                   (5,829,873)

 Retained earnings                                                    27,450,582                    23,189,795
                                                                    --------------                --------------
                                                                      40,966,020                    31,157,125
Less treasury stock, at cost (1995 - 595,404
 shares; 1994 - 572,404 shares)                                       (4,083,017)                   (3,919,142)
                                                                    --------------                --------------
   Total Shareholders' Equity                                         36,883,003                    27,237,983
                                                                    --------------                --------------
                                                                    $163,605,948                  $141,728,580
                                                                    ==============                ==============
</TABLE>


* The  balance  sheet  at  December  31,  1994  has been  derived  from  audited
consolidated financial statements at that date.

The accompanying notes are an integral part of these statements.

                                       2

<PAGE>



FIRST CENTRAL FINANCIAL CORPORATION and SUBSIDIARIES

Consolidated Statements of Income
<TABLE>
<CAPTION>

                                                   Nine Months Ended September 30,              Three Months Ended September 30,
                                                       1995                 1994                    1995                  1994
                                                ------------------   ------------------      -------------------   ----------------
                                                   (Unaudited)          (Unaudited)              (Unaudited)          (Unaudited)
<S>                                              <C>                  <C>                     <C>                   <C>            
Revenues
Premiums Written - Direct                           $ 55,166,749          $48,283,709              $16,783,755         $12,851,193
Reinsurance ceded                                    (17,322,170)          (7,283,227)              (4,332,798)         (2,250,564)
                                                    --------------        -------------            -------------       -----------
     Net Premiums Written                             37,844,579           41,000,482               12,450,957          10,600,629
Decrease (Increase) in unearned
   premiums                                            2,168,647           (4,026,442)               1,400,471           1,865,170
                                                    --------------        -------------            -------------       ------------
     Net Premiums Earned                              40,013,226           36,974,040               13,851,428          12,465,799

Net investment income                                  3,734,116            3,482,211                1,176,534           1,189,555
Realized gain on investments                             974,122              908,414                  429,262              97,166
Claims adjusting revenues                                469,880              402,765                  165,950             111,281
Rental income                                            153,568                    0                (133,370)                   0
                                                    --------------        -------------            -------------       ------------
          Total Revenues                              45,344,912           41,767,430               15,489,804          13,863,801
                                                    --------------        -------------            -------------       ------------

Expenses

Losses                                                19,248,378           17,154,085                6,872,285            5,498,062
Loss adjustment expense                                5,889,709            4,379,999                2,155,516            1,453,457
Policy acquisition costs                               9,908,330            9,504,552                3,461,747            3,165,709
Interest expense                                         451,698              486,294                  147,248              178,669
Doubtful accounts                                        618,122              682,770                      693               65,967
Other operating expenses                               2,828,180            3,413,118                  735,960            1,134,933
                                                    --------------        -------------            -------------       ------------
          Total Expenses                              38,944,417           35,620,818               13,373,449           11,496,797
                                                    --------------        -------------            -------------      -------------

Income Before Income Taxes                             6,400,495            6,146,612                2,116,355            2,367,004

Federal and State Income Taxes                         1,597,000            1,792,000                  597,500              884,700
                                                    --------------        -------------            -------------      -------------

          Net Income                                $  4,803,495          $ 4,354,612              $ 1,518,855          $ 1,482,304
                                                    ==============        =============            =============      =============

Per Share Data:

  Net Income:
   Primary                                            $0.80                $0.75                    $0.25                $0.25
                                                      =====                =====                    =====                =====

   Fully Diluted                                      $0.74                $0.69                    $0.24                $0.23
                                                      =====                =====                    =====                =====

  Cash Dividends Paid                                 $0.09                $0.075                   $0.03                $0.025
                                                      =====                ======                   =====                ======
</TABLE>

The accompanying notes are an integral part of these statements.

                                       3

<PAGE>



              FIRST CENTRAL FINANCIAL CORPORATION and SUBSIDIARIES
                Consolidated Statements of Shareholders' Equity
                      Nine Months Ended September 30, 1995
                                  (Unaudited)


<TABLE>
<CAPTION>


                                                                     Net Unrealized
                                                                     Depreciation on
                                                           Additional   Securities
                                        Common  Stock       Paid-In     Available      Retained     Treasury Stock
                                      Shares     Amount     Capital      For Sale      Earnings     Shares   Amount      Total
------------------------------------------------------------------------------------------------------------------------------------

<S>                                 <C>        <C>         <C>           <C>           <C>         <C>      <C>          <C>      
Balances at December 31, 1994*      6,576,512  $657,652    $13,139,551   $(5,829,873)  $23,189,795 572,404  $(3,919,142) $27,237,983

Add (deduct):

 Net income                                                                             4,803,495                         4,794,495

 Cash dividends declared (.03 per share)                                                 (542,708)                         (542,708)

 Purchase shares of treasury stock                                                                 23,000     (163,875)    (163,875)

 Decrease in unrealized depreciation                                      5,477,014                                       5,477,014

 Issuance of additional shares         12,500     1,250        69,844                                                        71,094

-----------------------------------------------------------------------------------------------------------------------------------
Balances at September 30, 1995      6,589,012  $658,902   $13,209,395     $(352,859)  $27,450,582 595,404  $(4,083,017) $36,883,003
===================================================================================================================================

</TABLE>

* The  balance  sheet  at  December  31,  1994  has been  derived  from  audited
consolidated financial statements at that date.

The accompanying notes are an integral part of these statements.

                                       4

<PAGE>



FIRST CENTRAL FINANCIAL CORPORATION and SUBSIDIARIES

Consolidated Statements of Cash Flows
<TABLE>
<CAPTION>

                                                                                       Nine Months Ended September 30,
                                                                                      1995                         1994
                                                                               -------------------          -------------------
                                                                                   (Unaudited)                  (Unaudited)

OPERATING ACTIVITIES

<S>                                                                             <C>                          <C>  
Net Income                                                                          $  4,803,495                  $  4,354,612
Adjustments to reconcile net income to net cash provided
 by operating activities:
  Amortization of deferred policy acquisition costs                                    7,339,084                     6,451,030
  Provision for depreciation and amortization                                            451,020                       383,881
  Provision for losses on uncollectible agents' balances                                 618,123                       318,356
  Net realized investment (gains)                                                       (974,122)                     (908,413)
  Provision for deferred federal income taxes                                           (650,000)                     (884,000)
  Changes in operating assets and liabilities
    Decrease in accrued investment income                                               (115,638)                      182,040
    Decrease (increase) in agents' balances and unearned premiums                     (3,852,049)                    2,014,581
    Decrease in unpaid losses, unpaid loss adjustment
     expenses, and reinsurance recoverable                                             6,618,966                     8,166,775
    Deferred policy acquisition costs                                                 (6,976,014)                   (6,857,821)
    Other items, net                                                                   4,027,057                       120,834

                                                                                    --------------                --------------
  NET CASH PROVIDED BY OPERATING ACTIVITIES                                           11,289,922                    13,341,875
                                                                                    --------------                --------------

INVESTING ACTIVITIES

Purchases of fixed maturities                                                        (38,823,055)                  (10,338,914)
Sales and maturities of fixed maturities                                              22,708,657                    16,390,279
Purchases of equity securities                                                       (13,373,837)                  (29,113,546)
Sales of equity securities                                                            24,442,226                    19,085,586
Net sales (purchases) sales of short-term investments                                    892,927                    (9,224,204)
Purchases of property, plant and equipment                                            (3,685,963)                     (276,029)
                                                                                    --------------                ---------------
  NET CASH USED IN INVESTING ACTIVITIES                                               (7,839,045)                  (13,476,828)
                                                                                    --------------                --------------
FINANCING ACTIVITIES

Reduction of Convertible Subordinated Debentures                                        (250,000)                   (1,060,000)
Proceeds from issuance of shares of common stock                                          71,094                     1,169,995
Principal payments on capital lease obligations                                          (84,744)                     (118,559)
Cash dividend paid                                                                      (542,708)                     (448,567)
Purchases of treasury stock                                                             (163,875)                      (29,917)
                                                                                    --------------                --------------
 NET CASH USED IN FINANCING ACTIVITIES                                                  (970,233)                     (487,048)
                                                                                    --------------                --------------

INCREASE IN CASH                                                                       2,480,644                      (622,001)

CASH AT BEGINNING OF YEAR                                                                409,612                     1,099,729
                                                                                    --------------                --------------
CASH AT END OF YEAR                                                                 $  2,890,256                  $    477,728
                                                                                    ==============                ==============

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
    Cash payments for:

     Interest                                                                            609,000                  $    689,000
                                                                                    ==============                ==============
     Income Taxes                                                                      2,237,000                  $  3,620,000
                                                                                    ==============                ==============
</TABLE>

The accompanying notes are an integral part of these statements.

                                       5

<PAGE>



FIRST CENTRAL FINANCIAL CORPORATION and SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

September 30, 1995


1. BASIS OF PRESENTATION

         The financial  information included herein is unaudited;  however, such
information  reflects all  adjustments  (consisting  solely of normal  recurring
adjustments)  which are,  in the  opinion of  management,  necessary  for a fair
presentation of results for the interim  periods.  The financial  statements for
the periods reported should be read in conjunction with the financial statements
and related notes  contained in First  Central's  Annual Report on Form 10-K for
the year ended December 31, 1994.

2. PER SHARE DATA

         Income per common  share is based upon the weighted  average  number of
shares  outstanding for the periods  reported.  Such weighted  average number of
shares outstanding were as follows:

         For the nine-month periods ended September 30,
<TABLE>
<CAPTION>

                                        Basic                 Primary              Fully Diluted
                                        -----                 -------              -------------
<S>                                   <C>                    <C>                     <C>
        1995......................    5,990,098              6,045,006               6,894,821

        1994......................    5,801,698              5,844,186               6,755,875
</TABLE>

3. PROPERTY, PLANT AND EQUIPMENT

         Property, plant and equipment consists of the following:


           Land                                        $1,000,000
           Building                                     3,037,913
           Equipment                                    2,657,612
                                                       -----------
           Sub-total                                    6,695,575
                                                       -----------
           Less accumulated depreciation                1,932,263
                                                       -----------
           Total                                       $4,763,312
                                                       ===========

                                       6

<PAGE>



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

General Information

         First Central Financial  Corporation ("First Central") was incorporated
on May 18,  1983  under  the laws of the  State of New  York.  It is the  parent
corporation of First Central Insurance  Company ("First Central  Insurance") and
Mercury Adjustment Bureau,  Inc.  ("Mercury").  First Central Insurance is a New
York licensed  property and casualty  insurance  company which  underwrites  the
following  types of  insurance  primarily  in the State of New York:  Commercial
Multiple Peril, Workers' Compensation,  General Liability,  Automobile Liability
and  Automobile  Physical  Damage.   First  Central  Insurance  is  licensed  to
underwrite  insurance  in  the  states  of  New  York,  Pennsylvania,  Maryland,
Delaware, and Connecticut. Mercury, a claims adjustment company, was acquired by
First Central in September, 1988.

Net Income - Earnings

         First Central reported net income for the three and nine-month  periods
ended  September 30, 1995 of $1,518,855 or $0.25 per share primary and $0.24 per
share fully diluted,  and  $4,803,495,  or $0.80 per share primary and $0.74 per
share fully diluted. During the three month period ended September 30, 1995, the
increase  over  the  corresponding  period  of  1994  in total revenues, derived
primarily from increases in earned premiums and realized gains, was offset by an
increase over the corresponding period of 1994 in total expenses resulting  from
increases in loss, loss adjustment expense and  policy acquisition  costs.  As a
result, income before taxes was $2,116,355  compared to $2,367,004 for the prior
period. However, net  income  after  taxes  for  the  three month  period  ended
September 30, 1995 increased 2.5% in comparison to the three month period  ended
September 30, 1994 due to a decrease in income taxes.  During  the  three  month
period ended September 30, 1995, First Central derived a significant tax benefit
from  the  reinsurance  endorsement  change  described  in "Premiums Written and
Earned" below. The increase in net income of 10.3%  for the  nine  month  period
ended September 30,  1995  in  comparison  to  the  corresponding  period  ended
September 30, 1994,  is due  primarily  to  increases  in  earned  premiums  and
realized gains, offset in part by increases in loss, loss adjustment expense and
policy acquisition  costs  as  well  as  the  decrease in income taxes described
above.

Premiums Written and Earned

         Direct written  premiums  increased  $3,932,562  (30.6%) and $6,883,040
(14.3%),  for the three and  nine-month  periods  ended  September  30, 1995, in
comparison to the corresponding  periods of 1994. The increase in premium volume
was a result of an expansion of First  Central  Insurance's  markets into larger
premium yielding lines.

         Ceded premiums increased  $2,082,234  (92.5%) and $10,038,943  (137.8%)
for the three and nine month periods  ended  September 30, 1995 when compared to
the  corresponding  periods  ended  September  30,  1994.  The increase in ceded
premiums were due primarily to a change in the company's  reinsurance  treaty as
of  April 1,  1995.  The  endorsement  to the  reinsurance  treaty  changed  the
calculation  of  reinsurance  premium from a percentage of earned  premiums to a
percentage of written premiums although reinsurance premiums will continue to be
paid when earned.  The effect of this  endorsement  is a change in the manner by
which the Company accounts for reinsurance  ceded resulting in a decrease in net
premiums  written and a decrease  in unearned  premiums.  The  endorsement  also
produces  a  liability:  Funds  held for  reinsurance  treaty of  $3,714,080  at
September 30, 1995.

         Net premiums earned increased $1,385,629 (11.1%) and $3,039,186 (8.2%),
for the three and nine-month  periods ended September 30, 1995, when compared to
the same period in 1994.  The increase for the three and  nine-month  periods is
attributable to the increase in direct written premiums.

Net Investment Income; Realized Gains

         First Central's net investment  income of $1,176,534 and $3,734,116 for
the  three  and  nine-month  periods  ended  September  30,  1995  respectively,
represent a 1.1% decrease and 7.2% increase, over the net investment income from
the  corresponding  periods of 1994.  The decrease for the three month period of
1.1% is due  primarily  to an  increase  in  investment  expenses  of 151%  when
compared to the three

                                       7

<PAGE>



month period ended September 30, 1994. The increase in net investment income for
the nine month  period is primarily  due to the  increase in invested  assets of
approximately  $8,000,000 since September 30, 1994. First Central's net realized
gains  for the  three and  nine-month  periods  ended  September  30,  1995 were
$429,262 and  $974,122  respectively,  an increase of 341.8% and 7.2%,  over the
same period  ended  September  30,  1994.  The  increase in net  realized  gains
resulted primarily from gains realized on the sale of equity securities.

         At September 30, 1995 First  Central held 46.1% of its invested  assets
in  fixed   maturities   available-   for-sale,   23.4%   in  fixed   maturities
held-to-maturity,  and 30.5% in equity securities  (common and preferred stocks)
available for sale. In comparison to December 31, 1994, First Central held 48.0%
of its invested assets in fixed  maturities  available-for-sale,  12.1% in fixed
maturities  held-to-maturity,  40.0% in equity securities  (common and preferred
stocks) available for sale.

         At September  30, 1995,  the total net  unrealized  loss  applicable to
First  Central's   available-for-sale   securities  amounted  to  $352,860.  The
unrealized loss is net of deferred taxes of $181,000.  In comparison to December
31, 1994 the unrealized  loss decreased  $5,477,014  from $5,829,873 to $352,859
net of the change in deferred  taxes of  $2,821,999,  primarily  due to stronger
market conditions experienced in 1995.

         In  accordance  with  FASB  Statement No.  115,  the  following  is the
investment  classifications  at  September  30,  1995.  Under Statement No. 115,
unrealized  loss  or  gains on available-for-sale  investments are reported as a
reduction or increase in shareholders equity.

<TABLE>
<CAPTION>
                                                                                                       CHARGE TO
                     SEPTEMBER 30, 1995                    COST                 MARKET                  SURPLUS
               -------------------------------------------------------------------------------------------------------
               <S>                                         <C>                   <C>                        <C>
                Debt Securities:
                 Held to Maturity                          22,353,359            22,613,770                         0
                 Available for Sale                        44,920,033            44,054,231                   865,803
                 Trading Securities                                 0                     0                         0
                                                    ------------------------------------------------------------------

                Equity Securities:
                 Available for Sale                        28,766,008            29,107,950                  (331,942)
                 Trading Securities                                 0                     0                         0
                                                                                                  --------------------
                 Less deferred taxes                                                                         (181,000)
                                                                                                  --------------------
                Reduction of Shareholder's Equity & Investments                                   $          (352,859)
                                                                                                  ====================
</TABLE>

Loss and Loss Adjustment Expense

         During the three and  nine-month  periods  ended  September  30,  1995,
incurred  losses net of reinsurance  increased by 25.0% and 12.2%  respectively,
when compared to the corresponding periods in 1994. The increase in net incurred
losses is primarily a result of an increase in  outstanding  case reserves as of
September  30, 1995 when  compared  to the three and  nine-month  periods  ended
September 30, 1994.

         During  the three and  nine-month  periods  ended  September  30,  1995
incurred loss adjustment  expenses,  net of reinsurance,  increased by 48.3% and
34.5% when compared to the  corresponding

                                       8

<PAGE>


periods in 1994. The increase in loss adjustment  expenses is due to an increase
in costs associated with claims and litigation  primarily due to the increase of
policies written over the last several years.



Underwriting Expenses

         Underwriting expenses are a combination of policy acquisition costs and
other operating expenses as shown on the income statement.

         Policy  acquisition  costs increased by 9.4% and 4.2% for the three and
nine-months  ended  September  30,  1995   respectively,   as  compared  to  the
corresponding  period in 1994  primarily  as a result of the increase in premium
volume.  Other operating expenses decreased by 35.2% and 17.1% for the three and
nine-month  periods ended  September  30, 1995 as compared to the  corresponding
period in 1994. The decrease in other operating expenses is primarily due to the
elimination of rent expense  relating to First  Central's  home office  building
which was purchased by First Central Insurance in January 1995.

Provision for Doubtful Accounts

         Provision for doubtful accounts  decreased 98.9% and 9.5% for the three
and nine-month  periods ended  September 30, 1995 compared to the  corresponding
period in 1994.

Interest Expense

         Interest expense  decreased 17.6% and 7.1% for the three and nine-month
periods ended September 30, 1995 when compared to corresponding  period in 1994.
This  decrease is due to the reduction in the principal  amount  outstanding  of
First Central's convertible subordinated debentures from $6,755,000 at September
30, 1994 to $6,505,000 at September 30, 1995.

Financing Activities

         For the  nine-month  period ended  September 30, 1995, net cash used in
First Central's investing activities was approximately $7,800,000 as compared to
approximately  $13,000,000  from the comparable  period in 1994. The decrease in
cash used for investing  activities  was due to a net decrease in investments in
equity  securities  and short term  investments  as offset by net  increases  in
investments in fixed  maturities  and property  plant and equipment.  In January
1995,  First  Central  Insurance  completed  the purchase of its home office for
$4,000,000 in cash.

Liquidity and Capital Resources

         First Central Insurance's  operations  generated funds adequate to meet
the business needs of First Central and the First Central  Insurance  during the
nine months ended September 30, 1995.

         Management is unaware of any trend which is reasonably likely to result
in an increase or decrease in First Central's liquidity or its capital resources
except that as First Central  Insurance's assets and investments have increased,
the  availability  of  investable  funds have  resulted in increased  investment
income and improved cash flow, and hence some  increased  liquidity of the First
Central  Insurance.  The liquidity of the  investment  portfolio of an insurance
company is  important  to its ability to maximize  investment  return which is a
significant component of overall profitability.


                                       9

<PAGE>



         First Central funded its February 1, 1995 interest  payment of $303,975
and August 1, 1995 interest payment of $292,725 under its outstanding Debentures
from  dividends  in the amount of  $1,500,000  it  received  from First  Central
Insurance.

Capital Commitments

         Neither the Company nor its subsidiaries  made any material  commitment
for capital expenditures.

                                       10

<PAGE>



                                    PART II

                               OTHER INFORMATION

ITEM 6.           Exhibits and Reports on Form 8-K

A.       Exhibits

Exhibit
  No.                                    Description
  ---                                    -----------
  3.1     Certificate of  Incorporation of First Central  Financial  Corporation
          ("First  Central")  a copy of which was filed with the  Commission  on
          December  6,  1984 as  Exhibit  3.1 to  First  Central's  Registration
          Statement  on  Form  S-18  (Reg.   No.   2-94804-NY)   and  is  hereby
          incorporated herein by this reference).

  3.2     Certificate  of Amendment of  Certificate  of  Incorporation  of First
          Central dated the 30th day of November 1984 (a copy of which was filed
          with the  Commission  on  December  10,  1984 as Exhibit  3.2 to First
          Central's  Registration  Statement on Form S-18 (Reg. No.  2-94804-NY)
          and is hereby incorporated herein by this reference).

  3.3     Certificate  of Amendment of  Certificate  of  Incorporation  of First
          Central  dated  July 23,  1993 (a copy of  which  was  filed  with the
          Commission  on  August  15,  1994 as  Exhibit  3.1 to First  Central's
          Quarterly  Report  on Form  10-Q and is  hereby  incorporated  by this
          reference).

  3.4     Amended and  Restated  By-Laws of First  Central,  dated as of May 18,
          1994 (a copy of which was filed with the Commission on August 15, 1994
          as Exhibit 3.2 to First Central's Quarterly Report on Form 10-Q and is
          hereby incorporated by this reference).

  4.1     Specimen copy of First Central's  common stock  certificate (a copy of
          which was filed with the  Commission  on December  10, 1984 as Exhibit
          4.1 to First  Central's  Registration  Statement on Form S-1 (Reg. No.
          2-94804-NY), and is hereby incorporated herein by this reference).

  4.2     Specimen copy of First Central's 9% Convertible Subordinated Debenture
          Due 2000 (a copy of which was  filed as  Exhibit  4.2 to  Registrant's
          Amendment  No. 1 to its  Registration  Statement on Form S-1, Reg. No.
          33-25264, and is hereby incorporated herein by this reference).

  4.3     Indenture  dated as of  September 1, 1988  between  First  Central and
          United  States  Trust  Company of New York as Trustee (a copy of which
          was filed with the  Commission  on October  31, 1988 as Exhibit 4.3 to
          First  Central's   Registration   Statement  on  Form  S-1  (Reg.  No.
          33-25264), and is hereby incorporated herein by this reference).

  4.4     Form of Common Stock Purchase  Warrant (a copy of which was filed with
          the  Commission  on August 15, 1994 as Exhibit 4.4 to First  Central's
          Quarterly  Report  on Form  10-Q and is  hereby  incorporated  by this
          reference).

  4.5     Form of First Central's 1990 Stock Incentive Plan Stock Option (a copy
          of which was filed with the  Commission  on August 15, 1994 as Exhibit
          4.5 to First  Central's  Quarterly  Report  on Form 10-Q and is hereby
          incorporated by this reference).

                                       11

<PAGE>



   10.1   Facultative  Reinsurance  Agreement  dated  September 25, 1987 between
          Munich  American  Reinsurance  Company and First Central  Insurance (a
          copy of which was filed  with the  Commission  on August  15,  1994 as
          Exhibit 10.8 to First Central's  Quarterly Report on Form 10- Q and is
          hereby incorporated by this reference).

   10.2   Addendum No. 1 to the  Reinsurance  Agreement  between  First  Central
          Insurance and Munich American Reinsurance Company, dated July 28, 1988
          (a copy of which was filed with the  Commission  on August 15, 1994 as
          Exhibit 10.9 to First Central's  Quarterly Report on Form 10- Q and is
          hereby incorporated by this reference).

   10.3   Addendum No. 2 to the  Reinsurance  Agreement  between  First  Central
          Insurance and Munich American  Reinsurance  Company,  dated January 1,
          1989 (a copy of which was filed with the Commission on August 15, 1994
          as Exhibit 10.10 to First Central's  Quarterly Report on Form 10-Q and
          is hereby incorporated by this reference).

   10.4   Addendum No. 3 to the  Reinsurance  Agreement  between  First  Central
          Insurance and Munich American  Reinsurance  Company,  dated January 1,
          1992 (a copy of which was filed with the Commission on August 15, 1994
          as Exhibit 10.11 to First Central's  Quarterly Report on Form 10-Q and
          is hereby incorporated by this reference).

   10.5   Addendum No. 4 to the  Reinsurance  Agreement  between  First  Central
          Insurance and Munich American Reinsurance Company, dated June 18, 1993
          (a copy of which was filed with the  Commission  on August 15, 1994 as
          Exhibit 10.12 to First Central's  Quarterly Report on Form 10-Q and is
          hereby incorporated by this reference).

   10.6   Addendum No. 5 to the  Reinsurance  Agreement  between  First  Central
          Insurance and Munich  American  Reinsurance  Company,  dated August 9,
          1994 (a copy of which was filed with the  Commission on March 31, 1995
          as Exhibit 10.6 to First  Central's  Annual Report on Form 10-K and is
          hereby incorporated by this reference).

   10.7   Automobile  Physical Damage Automatic  Binding Agreement between First
          Central Insurance and National Reinsurance Corporation, dated December
          6, 1994 (a copy of which was filed  with the  Commission  on March 31,
          1995 as Exhibit 10.7 to First Central's Annual Report on Form 10-K and
          is hereby incorporated by this reference).

   10.8   License Agreement dated September 30, 1989,  between Policy Management
          Systems  Corporation and First Central (a copy of which was filed with
          the Commission on August 15, 1994 as Exhibit 10.15 to First  Central's
          Quarterly  Report  on Form  10-Q and is  hereby  incorporated  by this
          reference).

   10.9   Sublease  Agreement  dated  December  15, 1988 between  First  Central
          Insurance  and Simon  General  (incorporated  herein by  reference  to
          Exhibit 10.9 in First  Central's  Amendment No. 1 to its  Registration
          Statement on Form S-1, Reg. No. 33-25264).

   10.10  Addendum to  Sublease  dated  October 1, 1993  between  First  Central
          Insurance  and  Simon  General  (a copy of which  was  filed  with the
          Commission  on August  15,  1994 as Exhibit  10.17 to First  Central's
          Quarterly  Report  on Form  10-Q and is  hereby  incorporated  by this
          reference).



                                       12

<PAGE>



   10.11  Form of  Indemnity  Agreement  (a copy of  which  was  filed  with the
          Commission  on August  15,  1994 as Exhibit  10.20 to First  Central's
          Quarterly  Report  on Form  10-Q and is  hereby  incorporated  by this
          reference).

   10.12  Agreement of Tax  Allocation  between  First Central and First Central
          Insurance (a copy of which was filed with the Commission on August 15,
          1994 as Exhibit 10.21 to First Central's Quarterly Report on Form 10-Q
          and is hereby incorporated by this reference).

   10.13  Property  Facultative  Automatic  Reinsurance  Agreement between First
          Central  Insurance and North  American  Reinsurance  Corp.,  effective
          January  1,  1993 (a copy of which was filed  with the  Commission  on
          August 15, 1994 as Exhibit 10.22 to First Central's  Quarterly  Report
          on Form 10-Q and is hereby incorporated by this reference).

   10.14  Subscription  Agreement  between  First  Central  and The  Trustees of
          General Electric Pension Trust ("G.E."),  dated March 19, 1993 (a copy
          of which was filed with the  Commission  on August 15, 1994 as Exhibit
          10.23 to First Central's  Quarterly  Report on Form 10-Q and is hereby
          incorporated by this reference).

   10.15  Common Stock  Purchase  Warrant  (Series B) issued by First Central to
          G.E.,  dated  March  19,  1993 (a copy of  which  was  filed  with the
          Commission  on August  15,  1994 as Exhibit  10.25 to First  Central's
          Quarterly  Report  on Form  10-Q and is  hereby  incorporated  by this
          reference).

   10.16  Subscription Agreement, dated April 16, 1993 between First Central and
          SBSF  Funds,  Inc. (a copy of which was filed with the  Commission  on
          August 15, 1994 as Exhibit 10.26 to First Central's  Quarterly  Report
          on Form 10-Q and is hereby incorporated by this reference).

   10.17  Common Stock  Purchase  Warrant  (Series B) issued by First Central to
          Atwell  dated  April  16,  1993 (a copy of which  was  filed  with the
          Commission  on August  15,  1994 as Exhibit  10.28 to First  Central's
          Quarterly  Report  on Form  10-Q and is  hereby  incorporated  by this
          reference).

   10.18  Subscription  Agreement,  dated December 3, 1993 between First Central
          and GE (a copy of which was filed  with the  Commission  on August 15,
          1994 as Exhibit 10.29 to First Central's Quarterly Report on Form 10-Q
          and is hereby incorporated by this reference).

   10.19  Common Stock  Purchase  Warrant  (Series B) issued by First Central to
          GE,  dated  December  3,  1993 (a copy of  which  was  filed  with the
          Commission  on August  15,  1994 as Exhibit  10.30 to First  Central's
          Quarterly  Report  on Form  10-Q and is  hereby  incorporated  by this
          reference).

   10.20  Stock Option,  dated September 10, 1993, granted to Martin J. Simon by
          First Central (a copy of which was filed with the Commission on August
          15, 1994 as Exhibit 10.31 to First Central's  Quarterly Report on Form
          10-Q and is hereby incorporated by this reference).

   10.21  Employment Agreement, dated as of March 18, 1994, by and between First
          Central  and  Martin  J.  Simon (a copy of which  was  filed  with the
          Commission  on August  15,  1994 as Exhibit  10.32 to First  Central's
          Quarterly  Report  on Form  10-Q and is  hereby  incorporated  by this
          reference).

   10.22  Software License  Agreement,  dated May 4, 1994,  between the Wheatley
          Group,  Ltd.  and First  Central  Insurance (a copy of which was filed
          with the  Commission  on August  15,  1994 as  Exhibit  10.33 to First
          Central's  Quarterly Report on Form 10-Q and is hereby incorporated by
          this reference).

                                       13

<PAGE>




   10.23  Multiple  Line  Excess of Loss  Reinsurance  Agreement  between  First
          Central Insurance and National Reinsurance Corporation,  dated January
          1, 1994 (a copy of which was filed with the  Commission  on August 15,
          1994 as Exhibit 10.34 to First Central's Quarterly Report on Form 10-Q
          and is hereby incorporated by this reference).

   10.24  Endorsement No. 1 of Agreement No. 3522-01002  Multiple Line Excess of
          Loss  Reinsurance   Agreement  between  First  Central  Insurance  and
          National  Reinsurance  Corporation,  dated  January 1, 1994 (a copy of
          which was filed  with the  Commission  on August  15,  1994 as Exhibit
          10.35 to First Central's  Quarterly  Report on Form 10-Q and is hereby
          incorporated by this reference).

   10.25  Investment  Advisory  Agreement,  dated June 30,  1994  between  First
          Central Insurance and Cramer Rosenthal McGlynn,  Inc. (a copy of which
          was filed with the  Commission  on August 15, 1994 as Exhibit 10.36 to
          First  Central's   Quarterly   Report  on  Form  10-Q  and  is  hereby
          incorporated by this reference).

   10.26  Contract  of Sale,  dated  October  18, 1994  between  Lynbrook  Court
          Associates and First Central Insurance (a copy of which was filed with
          the  Commission on March 31, 1994 as Exhibit 10.37 to First  Central's
          Quarterly  Report  on Form  10-Q and is  hereby  incorporated  by this
          reference).

   10.27  Subscription  Agreement,  dated August 19, 1994, between First Central
          and CRM Retirement  Partners,  L.P. ("CRM") (a copy of which was filed
          with  the  Commission  on March  31,  1994 as  Exhibit  10.38 to First
          Central's  Quarterly Report on Form 10-Q and is hereby incorporated by
          this reference).

   10.28  Common Stock  Purchase  Warrant  (Series C) issued by First Central to
          CRM,  dated  August  19,  1994 (a copy of  which  was  filed  with the
          Commission  on March  31,  1994 as  Exhibit  10.39 to First  Central's
          Quarterly  Report  on Form  10-Q and is  hereby  incorporated  by this
          reference).

   10.29  Subscription  Agreement,  dated August 19, 1994, between First Central
          and CRM (a copy of which was filed  with the  Commission  on March 31,
          1994 as Exhibit 10.40 to First Central's Quarterly Report on Form 10-Q
          and is hereby incorporated by this reference).

   10.30  Common Stock  Purchase  Warrant  (Series C) issued by First Central to
          CRM,  dated  August  19,  1994 (a copy of  which  was  filed  with the
          Commission  on March  31,  1994 as  Exhibit  10.41 to First  Central's
          Quarterly  Report  on Form  10-Q and is  hereby  incorporated  by this
          reference).

   10.31  Subscription Agreement, dated September 2, 1994, between First Central
          and  National  Reinsurance  Corp.  (a copy of which was filed with the
          Commission  on March  31,  1994 as  Exhibit  10.42 to First  Central's
          Quarterly  Report  on Form  10-Q and is  hereby  incorporated  by this
          reference).

   10.32  Common Stock  Purchase  Warrant  (Series C) issued by First Central to
          National  Reinsurance  Corp, dated August 2, 1994 (a copy of which was
          filed with the  Commission on March 31, 1994 as Exhibit 10.43 to First
          Central's  Quarterly Report on Form 10-Q and is hereby incorporated by
          this reference).

   10.33  Employment  Agreement,  dated as of July 1, 1994 by and between  First
          Central  and Joan M.  Locascio  (a copy of which  was  filed  with the
          Commission  on March  31,  1995 as  Exhibit  10.37 to First  Central's
          Annual  Report  on  Form  10-K  and is  hereby  incorporated  by  this
          reference).

                                       14

<PAGE>



   10.34  Employment  Agreement,  dated as of July 1, 1994 by and between  First
          Central and Harvey Mass (a copy of which was filed with the Commission
          on March 31, 1995 as Exhibit 10.38 to First Central's Annual Report on
          Form 10-K and is hereby incorporated by this reference).

   10.35  Employment  Agreement,  dated as of July 1, 1994 by and between  First
          Central and Raymond F.  Brancaccio (a copy of which was filed with the
          Commission  on March  31,  1995 as  Exhibit  10.39 to First  Central's
          Annual  Report  on  Form  10-K  and is  hereby  incorporated  by  this
          reference).

   10.36  Employment  Agreement,  dated as of July 1, 1994 by and between  First
          Central  and Joel I.  Dollinger  (a copy of which was  filed  with the
          Commission  on March  31,  1995 as  Exhibit  10.40 to First  Central's
          Annual  Report  on  Form  10-K  and is  hereby  incorporated  by  this
          reference).

   10.37  Employment  Agreement,  dated as of July 1, 1994 by and between  First
          Central  and Allan R.  Goodman  (a copy of which  was  filed  with the
          Commission  on March  31,  1995 as  Exhibit  10.41 to First  Central's
          Annual  Report  on  Form  10-K  and is  hereby  incorporated  by  this
          reference).

    10.38 Employment Agreement,  dated as of July 1, 1994 by and between Mercury
          and Joseph P. Ciorciari (a copy of which was filed with the Commission
          on March 31, 1995 as Exhibit 10.42 to First Central's Annual Report on
          Form 10-K and is hereby incorporated by this reference).

   *11    Computation of Per Share Earnings.

    21    List of Subsidiaries  (incorporated  by reference to Exhibit 22 to the
          Registrant's Amendment No. 1 to its Registration Statement on Form S-1
          Reg. No. 33-25264).

    27    Financial Data Schedule  (filed only with the electronic  EDGAR filing
          of this document).
-------------------------
*  filed herewith

     B.   Reports on Form 8-K.

          There  were no  reports  filed  on  Form  8-K  during  the  three  and
          nine-month periods ended September 30, 1995.

                                       15

<PAGE>



                                   SIGNATURES



          Pursuant to the  requirements of the Securities  Exchange Act of 1934,
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.


                                        FIRST CENTRAL FINANCIAL CORPORATION
Dated:   November 13, 1995              By:    /s/ Martin J. Simon
         ------------------------             --------------------------------
                                              Martin J. Simon, President
                                              (Chief Executive Officer)



                                        FIRST CENTRAL FINANCIAL CORPORATION
Dated:   November 13, 1995              By:    /s/ Joan M. Locascio
         -------------------------             ------------------------------
                                               Joan M. Locascio, Treasurer, Vice
                                               President (Chief Financial and
                                               Accounting Officer)



                                       16