================================================================================

                                  UNITED STATES
                       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 period ended June 30, 2000

                                       OR

     [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
                              EXCHANGE ACT OF 1934.
                        For the transition period from to

                        Commission File Number : 0-12499

                             First Financial Bancorp
             (Exact name of registrant as specified in its charter)

          California                                           94-28222858
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                              Identification No.)

701 South Ham Lane,  Lodi,  California                           95242
(Address of principal executive offices)                       (Zip Code)

                                 (209)-367-2000
              (Registrant's telephone number, including area code)

                                       NA
              (Former name, former address and former fiscal year,
                         if changed since last report.)

         Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days.

                                                           [X] Yes    [ ] No

         As of August 4, 2000 there were  1,516,798  shares of Common Stock,  no
par value, outstanding.

================================================================================


<PAGE>

<TABLE>
                             FIRST FINANCIAL BANCORP

                                    FORM 10-Q

            FOR THE QUARTER AND SIX MONTH PERIOD ENDED JUNE 30, 2000
                                TABLE OF CONTENTS
<CAPTION>
                                                                                          Page
                                                                                          ----
                                     PART I
<S>                                                                                        <C>
Item 1.  Consolidated Financial Statements and Notes to Consolidated
         Financial Statements...................................................            1

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

Item 3.  Quantitative and Qualitative Disclosures about Market Risk.............           16


                                     PART II

Item 1.  Legal Proceedings......................................................           16

Item 2.  Changes in Securities..................................................           16

Item 3.  Defaults Upon Senior Securities........................................           16

Item 4.  Submission of Matters to a Vote of Security Holders ...................           16

Item 5.  Other Information......................................................           16

Item 6.  Exhibits and Reports on Form 8-K.......................................           16

</TABLE>
                                               i

<PAGE>


ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS
<TABLE>
                               FIRST FINANCIAL BANCORP AND SUBSIDIARIES
                                     Consolidated Balance Sheets
                                             (Unaudited)
                                 (in thousands except share amounts)
<CAPTION>
                                                                     June 30,           December 31,
                                                                       2000                1999
                                                                  --------------      ---------------

 Assets

-----------------------------------------------------------------
<S>                                                                    <C>                  <C>
 Cash and due from banks                                               $   9,391            $   9,309
 Federal funds sold                                                        5,500                  100

 Investment securities:
 Available-for-sale, at fair value                                        35,187               36,096

 Loans                                                                   116,877              112,174
 Less: allowance for loan losses                                          (2,668)              (2,580)
                                                                  --------------       --------------
 Net loans                                                               114,209              109,594

 Bank premises and equipment, net                                          7,105                7,096
 Accrued interest receivable                                               1,709                1,487
 Other assets                                                             13,108               12,652
                                                                  --------------       --------------
 Total Assets                                                          $ 186,209            $ 176,334
                                                                  ==============       ==============

 Liabilities and Stockholders' Equity

-----------------------------------------------------------------

 Liabilities:
 Deposits:
 Non-interest bearing                                                  $  20,745            $  21,054
 Interest bearing                                                        141,022              135,107
                                                                  --------------       --------------
 Total deposits                                                          161,767              156,161

 Accrued interest payable                                                    307                  304
 Short term borrowings                                                     8,347                4,300
 Other liabilities                                                           563                1,048
                                                                  --------------       --------------
 Total liabilities                                                       170,984              161,813

 Stockholders' equity:
 Common stock - no par value; authorized 9,000,000
 shares, issued and outstanding in 2000 and 1999,
 1,516,798 and 1,433,734 respectively                                      9,250                8,433
 Retained earnings                                                         6,090                6,354
 Accumulated other comprehensive loss                                       (115)                (266)
                                                                  --------------       --------------
 Total stockholders' equity                                               15,225               14,521
                                                                  --------------       --------------
 Total Liabilities and Stockholders' Equity                            $ 186,209            $ 176,334
                                                                  ==============       ==============

<FN>
See accompanying notes.
</FN>
</TABLE>

                                                 -1-

<PAGE>

<TABLE>
                                              FIRST FINANCIAL BANCORP AND SUBSIDIARIES
                                                  Consolidated Statements of Income
                                                             (Unaudited)
                                              (in thousands, except per share amounts)
<CAPTION>

                                                                            Three Months Ended                Six Months Ended
                                                                                  June 30,                         June 30,
                                                                          ------------------------          -----------------------
                                                                            2000             1999             2000            1999
                                                                          -------          -------          -------         -------
<S>                                                                       <C>              <C>              <C>             <C>
Interest income:
    Loans, including fees                                                 $ 2,657          $ 2,317          $ 5,221         $ 4,563
    Investment securities:
       Taxable                                                                417              555              870           1,135
       Exempt from federal taxes                                              140               52              277             104
    Federal funds sold                                                         64               52              106             132
                                                                          -------          -------          -------         -------
            Total interest income                                           3,278            2,976            6,474           5,934

Interest expense:
    Deposit accounts                                                          981              911            2,016           1,849
    Short term borrowings                                                     174             --                174            --
                                                                          -------          -------          -------         -------
            Total interest expense                                          1,155              911            2,190           1,849
                                                                          -------          -------          -------         -------
        Net interest income                                                 2,123            2,065            4,284           4,085


Provision for loan losses                                                      65              101              100             201
                                                                          -------          -------          -------         -------
        Net interest income after provision for
           loan losses                                                      2,058            1,964            4,184           3,884
Non-interest income:
     Service charges                                                          329              239              644             447
     Premiums and fees from SBA and mortgage
         operations                                                           137              162              327             378
     Miscellaneous                                                            163               79              320             140
                                                                          -------          -------          -------         -------
        Total non-interest income                                             629              480
                                                                                                              1,291             965

Non-interest expense:
     Salaries and employee benefits                                         1,119              980            2,237           1,912
     Occupancy                                                                262              186              463             385
     Equipment                                                                131              151              310             307
     Other                                                                  1,007              871            1,848           1,573
                                                                          -------          -------          -------         -------
        Total non-interest expense                                          2,519            2,188            4,858           4,177
                                                                          -------          -------          -------         -------
Income before provision for income taxes                                      168              256              617             672

Provision for income tax (benefit) expense                                    (28)              78               75             221
                                                                          -------          -------          -------         -------
        Net income                                                        $   196          $   178          $   542         $   451

        Unrealized gain (loss) on available for
             sale securities, net of tax                                      262             (181)             151            (278)
                                                                          -------          -------          -------         -------
Total comprehensive income (loss)                                             458               (3)             693             173
                                                                          =======          =======          =======         =======

Earnings per share:
         Basic                                                            $  0.13          $  0.12          $  0.36         $  0.30
                                                                          =======          =======          =======         =======

         Diluted                                                          $  0.13          $  0.11          $  0.35         $  0.29
                                                                          =======          =======          =======         =======

Dividends declared per share                                              $  --            $  0.05          $  --           $  0.10
                                                                          =======          =======          =======         =======
</TABLE>

See accompanying notes.

                                                                 -2-

<PAGE>

<TABLE>
                                              FIRST FINANCIAL BANCORP AND SUBSIDIARIES
                              Consolidated Statements of Stockholders' Equity and Comprehensive Income
                                                             (Unaudited)
                                                 (in thousands except share amounts)
<CAPTION>
Six Months Ended June 30, 1999

                                                                                                            Accumulated
                                                   Common         Common                                       Other
                                                   Stock          Stock      Comprehensive       Retained   Comprehensive
      Description                                  Shares        Amounts         Income          Earnings      Income        Total
------------------------------------------------------------------------------------------------------------------------------------
<S>                                               <C>          <C>            <C>                  <C>             <C>       <C>
Balance at December 31, 1998                      1,349,292    $     7,584                         5,971           302       13,857

Comprehensive income:
   Net income                                                                 $       451            451                        451
                                                                              -----------
  Other comprehensive loss:
      Unrealized holding losses on
      securities available for sale
      arising during the current
      period, net of tax benefit
      of $202                                                                        (278)
                                                                              -----------
         Total other comprehensive
          loss                                                                       (278)          (278)                      (278)
                                                                              -----------
   Comprehensive income                                                       $       173
                                                                              ===========
Options exercised                                    34,825            232                                                      232
Stock dividend                                       40,860                                           (7)                        (7)
Cash dividend                                                                                       (138)                      (138)
                                                --------------------------                   ---------------------------------------
Balance at June 30, 1999                          1,424,977    $     7,816                         6,277            24       14,117
                                                ==========================                   =======================================


Six Months Ended June 30, 2000

                                                                                                            Accumulated
                                                   Common         Common                                       Other
                                                   Stock          Stock      Comprehensive       Retained   Comprehensive
      Description                                  Shares        Amounts         Income          Earnings      Income        Total
------------------------------------------------------------------------------------------------------------------------------------
<S>                                               <C>          <C>            <C>                  <C>             <C>       <C>
Balance at December 31, 1999                      1,433,734    $     8,433                         6,354          (266)      14,521

Comprehensive income:
   Net income                                                                 $       542            542                        542
                                                                              -----------
   Other comprehensive income:
      Unrealized holding gains on
      securities available for
      sale arising during the
      current period, net of tax
      of $109                                                                         151
                                                                              -----------
          Total other comprehensive
          income                                                                      151                          151          151
                                                                              -----------
   Comprehensive income                                                       $       693
                                                                              ===========
Options exercised                                    11,300             85                                                       85
Stock dividend                                       71,764            732                          (732)
Cash dividend                                                                                        (74)                       (74)
                                                --------------------------                   ---------------------------------------
Balance at June 30, 2000                          1,516,798    $     9,250                         6,090          (115)      15,225
                                                ==========================                   =======================================
</TABLE>

See accompanying notes.

                                                                 -3-

<PAGE>

<TABLE>
                                              FIRST FINANCIAL BANCORP AND SUBSIDIARIES
                                                Consolidated Statements of Cash Flows
                                                             (Unaudited)
                                                           (in thousands)
                                                      Six Months Ended June 30,

<CAPTION>
                                                                                                         2000                1999
                                                                                                       --------            --------
<S>                                                                                                    <C>                 <C>
Cash flows from operating activities:
     Net income                                                                                        $    542            $    451
     Adjustments to reconcile net income to net cash
         used in operating activities:
         Increase in loans held for sale                                                                 (1,270)             (1,959)
         Increase in deferred loan income                                                                    20                  35
                  Depreciation & amortization                                                               629                 541
                  Provision for loan losses                                                                 100                 201
                  Increase in accrued interest receivable                                                  (222)               (114)
                  Increase (decrease) in accrued interest payable                                             3                 (43)
                  Decrease in other liabilities                                                            (485)                (39)
                  Increase in Cash Surrender Value Life Insurance                                          (225)                (77)
                  Decrease (increase) in other assets                                                       443                (245)
                                                                                                       --------            --------
                     Net cash used in operating activities                                                 (465)             (1,249)

Cash flows from investing activities:
         Proceeds from maturity of available-for-sale securities                                          1,954               4,279
         Proceeds from sale of available-for-sale securities                                               --                14,450
         Purchase of available-for-sale securities                                                         (899)            (11,850)
         Increase in loans made to customers                                                             (3,465)             (8,822)
         Proceeds from the sale of other real estate                                                         10                --
         Purchases of bank premises, equipment and intangible assets                                       (417)               (202)
         Purchase of cash surrender value life insurance                                                   (900)               --
                                                                                                       --------            --------
                Net cash used in investing activities
                                                                                                         (3,717)             (2,145)

Cash flows from financing activities:
         Net increase in deposits                                                                         5,606               1,419
         Increase in short term borrowings                                                                4,047                --
         Proceeds from issuance of common stock                                                              85                 232
         Payment of dividends                                                                               (73)               (138)
         Payment for fractional stock dividends                                                              (1)                 (7)
                                                                                                       --------            --------
                Net cash provided by financing activities
                                                                                                          9,664               1,506


Net increase (decrease) in cash and cash equivalents                                                      5,482              (1,888)
Cash and cash equivalents at beginning of period                                                          9,409              12,129
                                                                                                       --------            --------
Cash and cash equivalents at end of period                                                             $ 14,891            $ 10,241
                                                                                                       ========            ========

Supplemental Discolsures of Cash Flow Information:
         Cash paid for interest payments                                                               $  2,187               1,892
         Cash paid for taxes                                                                           $    491                 570
</TABLE>

See accompanying notes.

                                                                 -4-

<PAGE>


                    FIRST FINANCIAL BANCORP AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                       June 30, 2000 and December 31, 1999

(1)  Summary of Significant Accounting Policies

     The  accounting  and  reporting  policies of First  Financial  Bancorp (the
     Company) and its  subsidiaries,  Bank of Lodi, N.A., (the Bank) and Western
     Auxiliary  Corporation  (WAC) conform with  generally  accepted  accounting
     principles  and  prevailing  practices  within  the  banking  industry.  In
     preparing the consolidated financial statements,  management is required to
     make estimates and assumptions  that affect the reported  amounts of assets
     and liabilities as of the date of the balance sheet and revenue and expense
     for the period. Actual results could differ from those estimates applied in
     the preparation of the consolidated financial statements. There were no new
     accountings standards adopted during the current period.

(2)  Weighted Average Shares Outstanding

     Per share  information  is based on  weighted  average  number of shares of
     common stock  outstanding  during each three- and  six-month  periods after
     giving  retroactive effect for the five percent stock dividend declared for
     shareholders  of record May 9, 2000,  payable May 23, 2000.  Basic earnings
     per  share  (EPS)  is  computed  by  dividing   net  income   available  to
     shareholders by the weighted average common shares  outstanding  during the
     period.  Diluted  earnings  per share is computed  by  dividing  net income
     available to shareholders by the weighted average common shares outstanding
     during  the  period  plus  potential  common  shares  outstanding.  Diluted
     earnings per share  reflects  the  potential  dilution  that could occur if
     securities  or other  contracts  to issue  common  stock were  exercised or
     converted  into common  stock or resulted in the  issuance of common  stock
     that then shared in the earnings of the Company.


                                       -5-

<PAGE>


                    FIRST FINANCIAL BANCORP AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                       June 30, 2000 and December 31, 1999

(2)  Weighted Average Shares Outstanding (continued)
<TABLE>
     The following table provides a reconciliation of the numerator and denominator of the basic and diluted earnings
     per share computation of the three and six month periods ending June 30, 2000 and 1999:
<CAPTION>
                                                                        Income             Shares        Per-Share
         Three months ended June 30, 2000                            (numerator)       (denominator)       Amount
         ---------------------------------------------------------- --------------- -- --------------- --------------
<S>                                                                      <C>                <C>                <C>
         Basic earnings per share                                        $ 196,000          1,516,798          $ .13
         Effect of dilutive securities                                           -             38,022              -
                                                                    ---------------    ---------------
         Diluted earnings per share                                      $ 196,000          1,554,820          $ .13
                                                                    ===============    ===============

                                                                        Income             Shares        Per-Share
         Three months ended June 30, 1999                            (numerator)       (denominator)       Amount
         ---------------------------------------------------------- --------------- -- --------------- --------------
         Basic earnings per share                                        $ 178,000          1,493,915          $ .12
         Effect of dilutive securities                                           -             69,034              -
                                                                    ---------------    ---------------
         Diluted earnings per share                                      $ 178,000          1,562,949          $ .11
                                                                    ===============    ===============

                                                                        Income             Shares        Per-Share
         Six months ended June 30, 2000                              (numerator)       (denominator)       Amount
         ---------------------------------------------------------- --------------- -- --------------- --------------
         Basic earnings per share                                        $ 542,000          1,512,918          $ .36
         Effect of dilutive securities                                           -             39,075              -
                                                                    ---------------    ---------------
         Diluted earnings per share                                      $ 542,000          1,551,993          $ .35
                                                                    ===============    ===============

                                                                        Income             Shares        Per-Share
         Six months ended June 30, 1999                              (numerator)        (denominator)      Amount
         ---------------------------------------------------------- --------------- -- ---------------- -------------
         Basic earnings per share                                        $ 451,000          1,482,129          $ .30
         Effect of dilutive securities                                           -             66,778              -
                                                                    ---------------    ----------------
         Diluted earnings per share                                      $ 451,000          1,548,907          $ .29
                                                                    ===============    ================


(3) Allowance for Loan Losses

         The following  summarizes  changes in the allowance for loan losses for the six month periods ended June 30,
         2000 and 1999 and the twelve month period ended December 31, 1999:

                                                                       6/30/00          6/30/99          12/31/99
                                                                    --------------    -------------    --------------
         Balance at beginning of period                             $  2,580,000        1,564,000         1,564,000
           Loans charged off                                             (23,000)          (8,000)         (110,000)
           Recoveries                                                     11,000           38,000            75,000
           Provisions charged to operations                              100,000          201,000         1,051,000
                                                                    --------------    -------------    --------------
         Balance at end of period                                   $  2,668,000        1,795,000         2,580,000
                                                                    ==============    =============    ==============


</TABLE>

                                                         -6-

<PAGE>

                    FIRST FINANCIAL BANCORP AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                       June 30, 2000 and December 31, 1999


(4) Basis of Presentation

    First  Financial  Bancorp is the holding  company for Bank of Lodi, N.A. and
    Western   Auxiliary   Corporation.   In  the  opinion  of  management,   the
    accompanying   unaudited   consolidated  financial  statements  reflect  all
    adjustments  (consisting of normal recurring  accruals and other accruals as
    explained above) necessary for a fair presentation of financial  position as
    of the dates indicated and results of operations for the periods shown.  All
    material  intercompany  accounts and  transactions  have been  eliminated in
    consolidation. In preparing the financial statements, management is required
    to make  estimates and  assumptions  that affect the reported  amounts.  The
    results for the three and six months ended June 30, 2000 are not necessarily
    indicative of the results which may be expected for the year ended  December
    31, 2000. The unaudited  consolidated  financial statements presented herein
    should be read in conjunction with the consolidated financial statements and
    notes included in the 1999 Annual Report to Shareholders.


                                       -7-

<PAGE>

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

Cautionary  Statement  for the  Purposes  of the Safe Harbor  Provisions  of the
Private Securities Litigation Reform Act of 1995.

The Company is including the following cautionary statement to take advantage of
the "Safe Harbor" provisions of the Private Securities  Litigation Reform Act of
1995 for any  forward-looking  statement  made by, or on behalf of, the Company.
The factors  identified in this cautionary  statement are important factors (but
not necessarily all important factors) that could cause actual results to differ
materially from those expressed in any forward-looking  statement made by, or on
behalf of, the Company.

Where any such forward-looking statement includes a statement of the assumptions
of bases underlying such forward-looking  statement,  the Company cautions that,
while it believes such  assumptions  or bases to be reasonable and makes them in
good faith,  assumed facts or bases almost always vary from actual results,  and
the  differences  between  assumed  facts or bases  and  actual  results  can be
material,  depending  on  the  circumstances.   Where,  in  any  forward-looking
statement,  the Company expresses an expectation or belief as to future results,
such  expectation  or belief is  expressed  in good faith and believed to have a
reasonable  basis,  but  there  can  be  no  assurance  that  the  statement  of
expectation or belief will result, or be achieved or accomplished.

Taking into account the foregoing, such risks and uncertainties include, but are
not  limited  to, the  following  factors:  competitive  pressure in the banking
industry; changes in the interest rate environment; general economic conditions,
either  nationally  or  regionally  becoming  less  favorable  than expected and
resulting  in, among other  things,  a  deterioration  in credit  quality and an
increase in the provision for possible  loan losses;  changes in the  regulatory
environment;  changes  in  business  conditions;  volatility  of rate  sensitive
deposits; operational risks, including data processing system failures or fraud;
asset/liability   matching  risks  and  liquidity  risks;  and  changes  in  the
securities markets.

The  following  discussion  addresses  information  pertaining  to the financial
condition  and results of  operations  of the Company  that may not be otherwise
apparent  from a review of the  consolidated  financial  statements  and related
footnotes.  It should be read in  conjunction  with those  statements  and notes
found on pages 1 through 7, as well as other  information  presented  throughout
this report.

Changes in Financial Condition

Consolidated  total  assets at June 30, 2000 were  approximately  $186  million,
which  represents an increase of $9.9 million or 5.6% above the comparable level
at December 31, 1999. The increase in total assets was directly  attributable to
a $5.6 million or 3.6% increase in total deposits  combined with a $4.0 million,
or 94.1%,  increase in short term  borrowings  as compared to December 31, 1999.
The growth in deposits is primarily the result of increases in  Certificates  of
Deposit, which include a $2 million increase in Certificates of Deposit obtained
from the State of California as part of the State's Time  Certificate of Deposit
program.  Compared to year-end 1999,  non-interest bearing deposits decreased by
$309 thousand,  or 1.5%, while interest bearing deposits increased $5.9 million,
or 4.4%. The increase in interest  bearing  deposits is comprised of an increase
of $7.7  million,  or 2.5%,  in  Certificates  of  Deposit,  which was offset by
decreases


                                      -8-

<PAGE>

of $1.1 million,  or 1.9%, in interest bearing checking accounts and $1 million,
or 2.3%, in regular savings accounts.

The gross loan portfolio  increased $4.7 million or 4.2%, from December 31, 1999
to June 30,  2000.  Included in the  activity  for the year 2000 was the sale of
approximately $1.2 million in Small Business Administration ("SBA") and mortgage
loans which were held for sale to the secondary  market at December 31, 1999. At
June 30, 2000, the Bank had $2.5 million in SBA and mortgage loans held for sale
to the secondary market.

Increases to the loan  portfolio  occurred in the SBA  portfolio  totaling  $2.1
million, or 9.4%, Real Estate loans totaling $1.1 million, or 2.7%, Construction
loans  totaling  $1.8 million,  or 13.1%,  and Loans Held for Sale totaling $1.3
million, or 104.4%, respectively, during the first six months of 2000. Decreases
to the loan portfolio occurred in Agricultural  loans totaling $1.3 million,  or
7.3%. Commercial loans (excluding agriculture loans) and consumer loans remained
relatively flat, respectively, during the first six months of 2000.

The  allowance  for loan  losses  (the  "allowance")  is  established  through a
provision for loan losses charged to expense. The allowance at June 30, 2000 was
in excess of the December  31, 1999  allowance by $88  thousand,  or 3.4%,  as a
result of a  provision  for $100  thousand  and net  charge  offs  totaling  $12
thousand. This compares to a provision of $201 thousand for the first six months
of 1999.  The decreased  provision is a result of the general growth of the loan
portfolio  during  the first  six  months of 2000  ($4.7  million,  or 4.2%) not
occurring  at the same rate as  occurred  during  the  first six  months of 1999
($10.8  million,  or 11.6%).  At June 30, 2000,  non-performing  loans were $7.1
million,  or 6.0% of gross loans  outstanding.  This compares to $2.7 million or
2.4% of  gross  loans  outstanding  at  December  31,  1999.  The  allowance  to
non-performing  loan  coverage  ratio  decreased  to 0.37 times from 0.96 times.
Total  portfolio  delinquency  at June 30,  2000 was 7.1%,  compared to 3.32% at
December  31,  1999.   Excluding  the  non-performing   loans,  total  portfolio
delinquency at June 30, 2000 was 1.1%, compared to 0.9% at December 31, 1999.

Year-to-date  interest forgone or reversed on non-accrual loans during the first
six months of 2000  totals  approximately  $325,000.  The  majority of the loans
placed on nonaccrual  were  internally  identified  as  classified  assets as of
December 31, 1999 and specific  reserves  for possible  losses were  established
within the allowance as of December 31, 1999.  Management  continues to actively
monitor the status of these  nonperforming loans and as of June 30, 2000 did not
believe any material increases to the specific reserves for these  nonperforming
loans as compared to December 31, 1999 was  necessary.  Management  believes the
allowance  at June 30, 2000 is  adequate  to absorb loan losses  inherent in the
portfolio.  However,  there can be no assurances that future economic events may
negatively  impact the Bank's  borrowers,  thereby causing loan losses to exceed
the current allowance.


                                      -9-

<PAGE>

<TABLE>
The  following  tables  depict  activity  in the  allowance  for loan losses and
allocation of reserves as of and for the six months and year ended June 30, 2000
and December 31, 1999, respectively:

<CAPTION>
                                                      June 30,      December 31,
                                                       2000             1999
                                                     -------          -------
<S>                                                  <C>              <C>
Balance at beginning of period                       $ 2,580          $ 1,564
   Charge-offs:
     Commercial                                         --                (90)
     Real estate                                        --               --
     Consumer                                            (23)             (20)
                                                     -------          -------
  Total charge-offs                                      (23)            (110)
  Recoveries:
     Commercial                                            4               68
     Real estate                                        --               --
     Consumer                                              7                7
                                                     -------          -------
  Total recoveries                                        11               75
                                                     -------          -------
Net charge-offs                                          (12)             (35)
Provision charged to operations                          100            1,051
                                                     -------          -------
Balance at end of period                             $ 2,668            2,580
                                                     =======          =======
</TABLE>


<TABLE>
Allocation of the Allowance for Loan Losses
<CAPTION>
                              ---------------------------------------     ---------------------------------------
                                          June 30, 2000                             December 31, 1999
                              ---------------------------------------     ---------------------------------------
                                     Amount                                     Amount
Loan Category                       (000's)               % of Loans           (000's)                % of Loans
-------------------------     -----------------     -----------------     -----------------     -----------------
<S>                                    <C>                   <C>                   <C>                   <C>
Commercial                             $   893                78.60%               $   538                79.03%
Real Estate                                528                18.71%                   366                18.04%
Consumer                                     2                 2.69%                     1                 2.93%
Unallocated                              1,245                   N/A                 1,675                   N/A
                                         -----               -------                ------               -------
                                       $ 2,668               100.00%               $ 2,580               100.00%
                                        ======               =======                ======               =======
</TABLE>


Investments

Investments  consist  of federal  funds  sold,  money  market  mutual  funds and
investment  securities.  Investment  securities  decreased by $909 thousand,  or
2.5%,  from December 31, 1999 to June 30, 2000. The decline  represents  matured
bonds and securities  contractually called by issuers. As a result of the Bank's
projections  for the funding of loans,  the  matured  and called  bonds over the
first half of 2000 were  reinvested  primarily  in  federal  funds sold to avoid
market risk over the short-term before funding loans.

Equity

Consolidated  equity  increased by $704  thousand from December 31, 1999 to June
30, 2000. Consolidated equity represented 8.18% and 8.23% of consolidated assets
at June 30,  2000 and  December  31,  1999,  respectively.  In  addition  to the
earnings of $542  thousand,  equity  capital  increased by $85 thousand from the
exercise  of stock  options  over the six months  ended  June 30,


                                      -10-

<PAGE>

2000 and $151 thousand to reflect the increase in the after-tax  market value of
the  available-for-sale  investment  securities  portfolio.  The increase in the
investment security  portfolio's market value reflects the decrease in the level
of market  interest  rates at June 30,  2000  compared  to  December  31,  1999.
Year-to-date  capital reductions include $73 thousand for dividend payments,  $1
thousand for the cash payout for  fractional  shares as a result of the 5% stock
dividend  declared  in May 2000.  The  total  risk-based  capital  ratio for the
Company's  wholly  owned  subsidiary,  Bank of Lodi was 10.56% at June 30,  2000
compared to 10.51% at December 31, 1999. The Bank's  leverage  capital ratio was
7.70% at June 30, 2000 versus 7.73% at December 31, 1999. The capital ratios are
in excess of the regulatory minimums for a well-capitalized bank.
<TABLE>
Changes in Results of Operations - Three and Six Months ended June 30, 2000
<CAPTION>
Summary of Earnings Performance

                                           ------------------------------------    ----------------------------------
                                                    Three Months Ended                      Six Months Ended
                                                         June 30,                               June 30,
                                           ------------------------------------    ----------------------------------
                                                2000                  1999              2000                1999
                                           ----------------       -------------    ---------------      -------------
<S>                                               <C>                 <C>                 <C>               <C>
Earnings (in thousands)                           $  196              $  178              $ 542             $  451
Basic earnings per share                          $ 0.13              $ 0.12              $0.36             $ 0.30
Diluted earnings per share                        $ 0.13              $ 0.11              $0.35             $ 0.29
Return on average assets                            0.44%               0.43%              0.61%              0.55%
Return on average equity                            5.48%               5.24%              7.69%              6.71%
Dividend payout ratio                                 --               38.46%                --              31.25%
Average equity to average assets                    7.96%               8.22%              7.92%              8.21%
</TABLE>

The Company  reported net income of $196,000  ($.13 per share,  diluted) for the
three months ended June 30, 2000, compared to $178,000 ($.11 per share, diluted)
for the same period in 1999.  Net income for the six months  ended June 30, 2000
was $542,000  ($.35 per share,  diluted)  compared to $451,000  ($.29 per share,
diluted).  The  increase  in net  income  for the  second  quarter  in 2000 when
compared to the same  period one year ago is due to an increase of $58  thousand
in net interest  income,  a decrease of $36 thousand in the  provision  for loan
losses,  an increase of $149 thousand in non-interest  income and an increase of
$331  thousand in  non-interest  expense.  The increase in net income during the
first six months of 2000 when  compared  to the same period in 1999 is due to an
increase of $199 thousand in net interest income, a decrease of $101 thousand in
the  provision  for loan losses,  an increase of $326  thousand in  non-interest
income and an increase of $681 thousand in non-interest expense.


                                      -11-

<PAGE>

Net Interest Income
<TABLE>
The following tables provides a detailed analysis of the net interest spread and
net interest margin for the periods indicated:
<CAPTION>
                                -------------------------------------------------------------------------------------------
                                                           For the Three Months Ended June 30,
                                -------------------------------------------------------------------------------------------
                                                   2000                                            1999
                                --------------------------------------------    -------------------------------------------
                                  Average          Income/          Yield        Average           Income/         Yield
   Dollars In Thousands           Balance          Expense           (1)         Balance           Expense          (1)
                                ------------     -------------    ----------    -----------     ------------    -----------
<S>                            <C>              <C>                   <C>      <C>             <C>                  <C>
Earning Assets:
Investment securities
(1)(2)                         $     34,988     $         557         6.39%    $    42,944     $        607         5.68%
Federal funds sold                    3,587                64         7.16%          4,311               52         4.78%
Loans (2)(3)                        115,062             2,657         9.26%         97,220            2,317         9.56%
                                ------------     -------------    ----------    -----------     ------------    -----------
                               $    153,637     $       3,278         8.56%    $   144,475     $      2,976         8.26%
                                ============     =============    ==========    ===========     ============    ===========
Liabilities:

Non-interest bearing
deposits                       $     19,869     $          --           --     $    19,482     $         --           --
Savings, money market,
& NOW deposits                       83,404               332         1.60%         80,190              330         1.65%
Time deposits                        55,538               729         5.26%         50,923              581         4.58%
Other borrowings                      5,583                94         6.78%
                                ------------     -------------    ----------    -----------     ------------    -----------
Total Liabilities              $    164,394     $       1,155         2.82%    $   150,595     $        911         2.43%
                                ============     =============    ==========    ===========     ============    ===========
Net Interest Spread                                                   5.74%                                         5.83%
                                                                  ==========                                    ===========

                                ------------     -------------    ----------    -----------     ------------    -----------
                                  Earning           Income                       Earning           Income
                                  Assets          (Expense)         Yield         Assets          (Expense)        Yield
                                ------------     -------------    ----------    -----------     ------------    -----------
Yield on average earning       $    153,637     $       3,278         8.56%    $   144,475     $      2,976         8.26%
assets
Cost of funding average

earning assets                 $    153,637            (1,155)       (3.02)%   $   144,475             (911)        2.53)%
                                                 -------------    ----------                    ------------    -----------
Net Interest Margin            $    153,637     $       2,123         5.54%    $   144,475     $      2,065         5.73%
                                                 =============    ==========                    ============    ===========
<FN>
          (1)  Yield for period annualized on actual number of days in period and based on a 365-day year.
          (2)  Income on tax-exempt securities has not been adjusted to a tax equivalent basis.
          (3)  Nonaccrual loans are included in the loan totals for each period;  however,  only collected  interest
               on such loans is included in interest income.
</FN>

                                                           -12-

<PAGE>

                                -------------------------------------------------------------------------------------------
                                                            For the Six Months Ended June 30,

                                -------------------------------------------------------------------------------------------

                                                   2000                                            1999
                                --------------------------------------------    -------------------------------------------
                                  Average          Income/          Yield        Average          Income/          Yield
   Dollars In Thousands           Balance          Expense           (1)         Balance          Expense           (1)
                                ------------     -------------    ----------    -----------     ------------    -----------
Earning Assets:
Investment securities (1)
(2)                            $     35,547     $       1,147         6.47%    $    44,043     $      1,239          5.67%
Federal funds sold                    3,232               106         6.58%          5,544              132          4.79%
Loans (2) (3)                       113,153             5,221         9.25%         94,706            4,563          9.72%
                                ------------     -------------    ----------    -----------     ------------    -----------
                               $    151,932     $       6,474         8.55%    $   144,293     $      5,934          8.29%
                                ============     =============    ==========    ===========     ============    ===========
Liabilities:

Non-interest bearing

deposits                       $     19,597     $          --           --     $    18,790     $         --            --
Savings, money market, &
NOW deposits                         83,612               667         1.60%         80,470              660          1.65%
Time deposits                        53,713             1,349         5.03%         50,500            1,189          4.75%
Other borrowings                      5,583               174         6.25%             --               --            --
                                ------------     -------------    ----------    -----------     ------------    -----------
Total Liabilities              $    162,505     $       2,190         2.70%    $   149,760     $      1,849          2.48%
                                ============     =============    ==========    ===========     ============    ===========
Net Interest Spread                                                   5.84%                                          5.81%
                                                                  ==========                                    ===========

                                ------------     -------------    ----------    -----------     ------------    -----------
                                  Earning           Income                       Earning          Income
                                  Assets          (Expense)         Yield         Assets         (Expense)         Yield
                                ------------     -------------    ----------    -----------     ------------    -----------
Yield on average earning       $    151,932     $       6,474         8.55%    $   144,293     $      5,934          8.29%
assets
Cost of funding average

earning assets                 $    151,932     $      (2,190)       (2.89)%   $   144,293     $     (1,849)        (2.58)%
                                                 -------------    ----------                    ------------    -----------
Net Interest Margin            $    151,932     $       4,284         5.66%    $   144,293     $      4,085          5.71%
                                                 =============    ==========                    ============    ===========
<FN>
          (1)  Yield for period annualized on actual number of days in period and based on a 365-day year.
          (2)  Income on tax-exempt securities has not been adjusted to a tax equivalent basis.
          (3)  Nonaccrual loans are included in the loan totals for each period;  however,  only collected  interest
               on such loans is included in interest income.
</FN>
</TABLE>
Interest  income for the second quarter of 2000  increased by $302 thousand,  or
10.1%,  over the same quarter of 1999. The net interest  margin of 5.54% for the
second  quarter of 2000 decreased from 5.73% for the second quarter of 1999. For
the first six months of 2000,  interest  income  increased by $540 thousand,  or
9.1%,  over the same period one year ago. The net  interest  margin of 5.66% for
the first six months of 2000  decreased from 5.71% over the same period one year
ago.  Improvement  in  interest  income was the  result of the higher  volume of
loans, a more


                                      -13-

<PAGE>

profitable  mix  of  investment   securities,   and  the  continued   growth  in
non-interest  bearing deposits to help lower the cost of funding earning assets.
Conversely,  the decline in the net interest margin resulted  primarily from the
impact of interest  forgone on  nonaccrual  loans  combined  with an increase in
Certificate of Deposit rates.

Average  loans for the three  months  ended  June 30,  2000  increased  by $17.8
million,  or 18.4% compared to the prior year quarter.  For the first six months
of 2000, average loans increased $18.4 million, or 19.5%,  compared to the first
six months of 2000.  This increase has been the result of the Bank's  efforts to
increase total loans.  It is the intent of management to increase the total loan
to deposit ratio to 75%, which at June 30, 2000 was 72.3%.  Average deposits for
the three  months  ended  June 30,  2000  increased  by $8.2  million,  or 5.5%,
compared  to the prior year  quarter.  The average  rate paid on savings,  money
market and NOW accounts  decreased  from 1.65% in the second  quarter of 1999 to
1.60% for the second quarter of 2000. The average rate paid on  certificates  of
deposits  increased,  from 4.58% for the second quarter of 1999 to 5.26% for the
same  quarter  of 2000.  For the first  six  months  of 2000,  average  deposits
increased $7.2 million,  or 4.8%,  compared to the first six months of 2000. The
average rate paid on savings,  money market and NOW accounts was 1.60%  compared
to 1.65% for 1999.  The average rate paid on  certificates  of deposit was 5.03%
compared to 4.75% for 1999.

Average non-interest bearing deposits have kept pace with the growth in interest
bearing  deposits from a year ago and make up 13% of average total deposits both
for the second quarter and for the first six months of 2000.  This has helped to
keep down the cost of funding  earning assets.  Average  certificates of deposit
for the  second  quarter  and the first  six  months of 2000 were 34% and 35% of
average deposits, respectively, compared to 34% for the same periods of 1999.

Provision for Loan Losses

The  provision  for loan losses for the three and six months ended June 30, 2000
was $65,000 and $100,000  compared  with $101,000 and $201,000 for the three and
six months ended June 30, 1999. The decrease is consistent  with the decrease in
the growth rate of gross  loans  during the first six months of 2000 as compared
to the first six months of 1999. Also see "Allowance for Loan Losses"  contained
herein.

Non-interest Income

Non-interest  income for the second  quarter of 2000 increased by $149 thousand,
or 31.0%,  over the same  period  last  year.  For the first six months of 2000,
non-interest income increased $326 thousand, or 33.8%, compared to the first six
months of 1999.

Service  charge  income for the second  quarter  increased by $90  thousand,  or
37.7%,  compared to the same quarter of 1999.  For the first six months of 2000,
service charge income increased $197 thousand,  or 44.1%,  compared to the first
six months of 1999.  The  increases  have resulted  from  strategic  initiatives
regarding pricing and improved services which were implemented during the second
half of 1999.


                                      -14-

<PAGE>

Income from the premiums and fees from SBA and mortgage  operations  declined by
$25 thousand, or 15.4%, compared to the prior year second quarter. For the first
six months of 2000, premiums and fees from SBA and mortgage operations decreased
$51 thousand,  or 13.5%,  compared to the first six months of 1999. The decrease
in income is a result of declines in total volumes of loans  generated and sold,
particularly  in the area of SBA loans.  Furthermore,  the Bank has  experienced
general declines in the premiums received for sold SBA loans.

Non-interest Expenses

Non-interest  expenses  increased by $331  thousand,  or 15.1%,  compared to the
prior  year  quarter.  For the first six  months of 2000,  non-interest  expense
increased $681 thousand, or 16.3%, compared to the first six months of 1999. The
increase in non-interest  expense results primarily from increases in salary and
benefits, legal and consulting, marketing and problem loan resolution.

For the second  quarter,  salary and employee  benefits  expense  increased $139
thousand, or 14.2%, legal expenses increased $36 thousand, or 156.5%, consulting
expenses  increased $38 thousand,  or 80.9%,  marketing  expenses  increased $53
thousand, or 86.9%, and problem loan resolution expenses increased $82 thousand,
or 1,366.7%, compared to the prior year.

Year to date, salary and employee  benefits expense increased $325 thousand,  or
17.0%,  legal expenses  increased $38 thousand,  or 86.4%,  consulting  expenses
increased $82 thousand, or 98.8%, marketing expenses increased $135 thousand, or
121.6%, and problem loan resolution expenses increased $81 thousand,  or 736.4%,
compared to the prior year.

Salary and employee  benefits  expense  increased as a result of the addition of
certain staffing positions combined with general merit increases in salaries and
increased  employee  benefit  costs.  The  increase  in  legal  expense  relates
primarily to ongoing  corporate  matters combined with costs associated with the
resolution of classified  loans. The consulting  expenses have related primarily
to matters regarding  enhancement of noninterest income,  personnel and employee
benefits and continued improvements to technology. The marketing expenses relate
to  increased  efforts to expand  the Bank's  market  share  through  the use of
television  and radio.  During the first half of 2000,  the bank entered into an
agreement with Mr. Stan Atkinson, a well known local television personality,  to
represent the Bank as its spokesman.  Management  believes this arrangement with
Mr.  Atkinson will greatly  improve the Bank's ability to increase market share,
particularly in the greater Sacramento area.

Basis of Presentation

First  Financial  Bancorp is the  holding  company  for Bank of Lodi,  N.A.  and
Western Auxiliary  Corporation.  In the opinion of management,  the accompanying
unaudited consolidated financial statements reflect all adjustments  (consisting
of normal  recurring  accruals and other accruals as explained  above) necessary
for a fair  presentation  of financial  position as of the dates  indicated  and
results of operations for the periods shown. All material  intercompany accounts
and  transactions  have been  eliminated  in  consolidation.  In  preparing  the
financial  statements,  management is required to make estimates and assumptions
that affect the reported amounts. The results for the three and six months ended
June  30,  2000 are not  necessarily  indicative  of the  results  which  may be
expected  for the year ended  December  31,  2000.  The  unaudited  consolidated
financial  statements  presented  herein should be read in conjunction  with the
consolidated  financial  statements and notes included in the 1999 Annual Report
to Shareholders.


                                      -15-

<PAGE>

ITEM 3.        QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

While there are several  varieties of market risk,  the market risk  material to
the Company and the Bank is interest  rate risk.  Within the context of interest
rate risk,  market  risk is the risk of loss due to  changes in market  interest
rates that have an adverse effect on net interest income,  earnings,  capital or
the fair  value of  financial  instruments.  Exposure  to this type of risk is a
regular part of a financial institution's operations. The fundamental activities
of making  loans,  purchasing  investment  securities,  and  accepting  deposits
inherently  involve  exposure to interest  rate risk.  The Company  monitors the
repricing  differences  between  assets and  liabilities  on a regular basis and
estimates  exposure to net interest income,  net income,  and capital based upon
assumed  changes in the market yield  curve.  As of and for the six months ended
June 30, 2000,  there were no material changes in the market risk profile of the
Company or the Bank as described in the Company's 2000 Form 10-K.

PART II -- OTHER INFORMATION

ITEM 1.       LEGAL PROCEEDINGS

              Not Applicable.

ITEM 2.       CHANGES IN SECURITIES

              Not Applicable.

ITEM 3.       DEFAULTS UPON SENIOR SECURITIES

              Not Applicable.

ITEM 4.       SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

              Not Applicable

ITEM 5.       OTHER INFORMATION

              Not Applicable

ITEM 6.       EXHIBITS AND REPORTS ON FORM 8-K

    (a)       Exhibits

              Exhibit No.  Description
              -----------  -----------

                 3(a)      Articles  of  Incorporation,  as  amended,  filed  as
                           Exhibit  3.1  to  the  Company's   General  Form  for
                           Registration  of  Securities  on Form  10,  filed  on
                           September  21,  1983,  is  hereby   incorporated   by
                           reference.

                 3(b)      Bylaws,  as  amended,  filed as  Exhibit  3(b) to the
                           Company's  Form 10K for the year ended  December  31,
                           1998 are hereby incorporated by reference.

                 4         Specimen Common Stock  Certificate,  filed as Exhibit
                           4.1 to the Company's General Form for Registration of
                           Securities  on Form 10, filed on September  21, 1983,
                           is hereby incorporated by reference.

                 10(a)     First  Financial  Bancorp 1991 Director  Stock Option
                           Plan and form of Nonstatutory Stock Option Agreement,
                           filed  as  Exhibit  4.1 to  the  Company's  Form  S-8
                           Registration  Statement  (Registration No. 33-40954),
                           filed on May 31,  1991,  is  hereby  incorporated  by
                           reference.

                 10(b)     Amendment to First  Financial  Bancorp 1991  Director
                           Stock  Option  Plan,  filed  as  Exhibit  4.3  to the
                           Company's  Post-Effective Amendment No. 1 to Form S-8
                           Registration  Statement  (Registration No. 33-40954),
                           filed as Exhibit 10 to the Company's Quarterly Report
                           on Form 10-Q for the period ended March 31, 1995,  is
                           hereby incorporated by reference.

                 10(c)     First  Financial  Bancorp 1991 Employee  Stock Option
                           Plan and forms of Incentive  Stock  Option  Agreement
                           and Nonstatutory Stock Option Agreement,


                                      -16-

<PAGE>


                           filed  as  Exhibit  4.2 to  the  Company's  Form  S-8
                           Registration  Statement  (Registration No. 33-40954),
                           filed on May 31,  1991,  is  hereby  incorporated  by
                           reference.

                 10(d)     Bank of Lodi Employee Stock Ownership Plan,  filed as
                           Exhibit  10 to the  Company's  Annual  Report on Form
                           10-K for the year ended  December 31, 1992, is hereby
                           incorporated by reference.

                 10(e)     First Financial Bancorp 1997 Stock Option Plan, filed
                           as Exhibit 10 to the  Company's  Quarterly  Report on
                           Form 10-Q for the period ended September 30, 1997, is
                           hereby incorporated by reference.

                 10(f)     Bank of Lodi Incentive  Compensation  Plan,  filed as
                           Exhibit 10(f) to the Company's  Annual Report on Form
                           10-K for the year ended  December 31, 1997, is hereby
                           incorporated by reference.

                 10(g)     First  Financial  Bancorp 401(k) Profit Sharing Plan,
                           filed as Exhibit 10(g) to the Company's Annual Report
                           on Form 10-K for the year ended December 31, 1997, is
                           hereby incorporated by reference.

                 10(h)     Employment  Agreement dated as of September 30, 1998,
                           between   First   Financial   Bancorp   and  Leon  J.
                           Zimmerman.,  filed as Exhibit  10(h) to the Company's
                           Quarterly  Report on Form 10-Q for the quarter  ended
                           September  30,  1998,  is  hereby   incorporated   by
                           reference.

                 10(i)     Executive    Supplemental    Compensation   Agreement
                           effective as of April 3, 1998,  between Bank of Lodi,
                           N.A. and Leon J. Zimmerman, filed as Exhibit 10(j) to
                           the Company's  Quarterly  Report on Form 10-Q for the
                           quarter   ended   September   30,  1998,   is  hereby
                           incorporated by reference.

                 10(j)     Life Insurance  Endorsement  Method Split Dollar Plan
                           Agreement effective as of April 3, 1998, between Bank
                           of Lodi, N.A. and Leon J. Zimmerman, filed as Exhibit
                           10(l) to the Company's  Quarterly Report on Form 10-Q
                           for the quarter  ended  September 30, 1998, is hereby
                           incorporated by reference.

                 10(k)     Life Insurance  Endorsement  Method Split Dollar Plan
                           Agreement effective as of April 3, 1998, between Bank
                           of Lodi, N.A. and David M. Philipp,  filed as Exhibit
                           10(m) to the Company's  Quarterly Report on Form 10-Q
                           for the quarter  ended  September 30, 1998, is hereby
                           incorporated by reference.

                 10(l)     Form of Director Supplemental Compensation Agreement,
                           effective  as of April 3, 1998,  as executed  between
                           Bank of Lodi,  N.A. and each of Benjamin R. Goehring,
                           Michael D. Ramsey, Weldon D. Schumacher and Dennis R.
                           Swanson,  filed as  Exhibit  10(n)  to the  Company's
                           Quarterly  Report on Form 10-Q for the quarter  ended
                           September  30,  1998,  is  hereby   incorporated   by
                           reference.

                 10(m)     Form  of  Life  Insurance  Endorsement  Method  Split
                           Dollar Plan Agreement, effective as of April 3, 1998,
                           as executed  between  Bank of Lodi,  N.A. and each of
                           Benjamin R.  Goehring,  Michael D. Ramsey,  Weldon D.
                           Schumacher  and Dennis R.  Swanson,  filed as Exhibit
                           10(o) to the Company's  Quarterly Report on Form 10-Q
                           for the quarter  ended  September 30, 1998, is hereby
                           incorporated by reference.

                 10(n)     Form of Director Supplemental Compensation Agreement,
                           effective  as of April 3, 1998,  as executed  between
                           Bank of Lodi,  N.A.  and each of Angelo  J.  Anagnos,
                           Raymond H.  Coldani,  Bozant  Katzakian  and Frank M.
                           Sasaki,  filed  as  Exhibit  10(p)  to the  Company's
                           Quarterly  Report on Form 10-Q for the quarter  ended
                           September  30,  1998,  is  hereby   incorporated   by
                           reference.

                 10(o)     Form  of  Life  Insurance  Endorsement  Method  Split
                           Dollar Plan Agreement, effective as of April 3, 1998,
                           as executed  between  Bank of Lodi,  N.A. and each of
                           Angelo  J.  Anagnos,   Raymond  H.  Coldani,   Bozant
                           Katzakian and Frank M.


                                      -17-

<PAGE>


                           Sasaki,  filed  as  Exhibit  10(q)  to the  Company's
                           Quarterly  Report on Form 10-Q for the quarter  ended
                           September  30,  1998,  is  hereby   incorporated   by
                           reference.

                 27        Financial Data Schedule (electronic submission only).



   (b)           Reports on Form 8-K

                     Form 8-K dated April 25, 2000 announcing first quarter 2000
                     financial results and five percent stock dividend.

                     Form 8-K dated  August 9, 2000  announcing  second  quarter
                     2000 financial results.


                                      -18-

<PAGE>



                                   SIGNATURES

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

                                                         FIRST FINANCIAL BANCORP




Date: August 11, 2000                                    /s/ Leon J. Zimmerman
      ---------------                                    ---------------------
                                                         Leon J. Zimmerman
                                                         President & CEO



                                      -19-