SECURITY AND EXCHANGE COMMSSION
                             WASHNGTON, D.C. 20549
                                  FORM 10-QSB
    (Mark One)

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

                  For the quarterly period ended June 30, 1999

                                       OR

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

                         Commission File Number: 0-29276

                      FIRST ROBINSON FINANCIAL CORPORATION
-------------------------------------------------------------------------------
               (Exact name of registrant as specified its charter)

         DELAWARE                                             36-4145294
-------------------------------------------------------------------------------
(State or other jurisdiction                           I.R.S. Employer ID Number
of incorporation or organization)


501 EAST MAIN STREET, ROBINSON, ILLINOIS                         62454
-------------------------------------------------------------------------------
(Address of principal executive offices)                       (Zip Code)

       Registrant's telephone number, including area code (618) 544-8621


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

As of August 12, 1999, the  Registrant  had 768,391 shares of Common Stock,  par
value $0.01, issued and outstanding.


Transitional Small Business Disclosure Format (check one):  YES        NO  X
                                                                ----      ----


<PAGE>

                      FIRST ROBINSON FINANCIAL CORPORATION
                              Index to Form 10-QSB

PART I.  FINANCIAL INFORMATION PAGE

Item 1. Financial Statements

Consolidated Balance Sheet as of June 30, 1999
  And March 31, 1999....................................................      3

Consolidated Statements of Income for the Quarters Ended
  June 30, 1999 and June 30, 1998.......................................      4

Consolidated Statements of Stockholders' Equity for the Quarters
  Ended June 30, 1999 and June 30, 1998.................................      5

Consolidated Statements of Cash Flows for the Quarters
  Ended June 30, 1999 and June 30, 1998.................................      6

Notes to Consolidated Financial Statements..............................      8

Item 2. Management's  Discussion and Analysis of Financial Condition and
        Results of Operations...........................................     10

PART II. OTHER INFORMATION

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


SIGNATURES..............................................................     17



<PAGE>

Item 1.   Financial Statements

                  FIRST ROBINSON FINANCIAL CORP. AND SUBSIDIARY
                  CONSOLIDATED STATEMENT OF FINANCIAL CONDITION
<TABLE>
<CAPTION>
                                                                                Unaudited        Audited
                                                                                 6/30/99         3/31/99
                                                                                ----------      ---------
                                ASSETS                                                  ($1,000's)
<S>                                                                             <C>            <C>
Cash and Cash Equivalents:
  Cash and due from banks                                                         $1,075           $1,007
  Interest bearing deposits                                                        4,592            4,268
                                                                                   -----            -----
    Total Cash and Cash Equivalents                                                5,667            5,275

Securities available for sale, amortized cost of $15,769 and $11,942
  at June 30, 1999 and March 31, 1999, respectively                                15,381           11,919
Securities held to maturity, estimated market value of $175 and
  $195 at June 30, 1999 and March 31, 1999, respectively                             175              190
Loans receivable, net                                                             61,555           62,593
Accrued interest receivable                                                          720              698
Premises and equipment, net                                                        2,919            2,918
Foreclosed real estate                                                                 0                0
Prepaid income tax                                                                    18               97
Deferred income tax                                                                   73                0
Other assets                                                                         110              107
                                                                                 -------          -------

    Total Assets                                                                 $86,618          $83,797
                                                                                 -------          -------

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Deposits                                                                         $70,833          $67,325
Advances from Federal Home Loan Bank                                               2,000            2,000
Repurchase agreements                                                              2,046            2,206
Advances from Borrowers for taxes and insurance                                      117               98
Accrued interest payable                                                             297              294
Deferred income taxes                                                                  0               69
Accrued expenses                                                                     327              243
                                                                                 -------           ------
    Total Liabilities                                                             75,620           72,235
                                                                                 -------           ------

Commitments and Contingencies

Stockholders' Equity
Common stock, $ .01 par value; authorized 2,000,000 shares
  859,625 shares issued and outstanding                                                9                9
Preferred stock, $.01 par value; authorized 500,000 shares,
  No shares issued and outstanding
Additional paid-in capital                                                         8,283            8,277
Retained earnings                                                                  5,077            5,175
Treasury stock, at cost                                                           (1,016)            (747)
Accumulated other comprehensive income                                              (237)             (14)
Common stock acquired by ESOP/RRP                                                 (1,118)          (1,138)
                                                                                 -------          -------
    Total Stockholders' Equity                                                    10,998           11,562
                                                                                 -------          -------
    Total Liabilities and Stockholders' Equity                                   $86,618          $83,797
                                                                                 -------          -------
</TABLE>

The accompanying notes are an integral part of these consolidated financial
statements.

                                        3
<PAGE>

                  FIRST ROBINSON FINANCIAL CORP. AND SUBSIDIARY
                        CONSOLIDATED STATEMENTS OF INCOME
                  For the Quarters Ended June 30, 1999 and 1998
<TABLE>
<CAPTION>

                                                                                              June 30,
                                                                                   -------------------------
                                                                                   1999              1998
                                                                                 -------           --------
                                                                                 Unaudited         Unaudited
                                                                                          ($1,000's)
<S>                                                                          <C>               <C>

   Interest Income:
     Interest on Loans                                                            $1,366               $1,471
     Interest and dividends on securities                                            244                  157
                                                                                  ------               ------
        Total interest income                                                      1,610                1,628
                                                                                  ------               ------

   Interest expense:
     Interest on deposits                                                            715                  737
     Interest on FHLB advances                                                        25                   25
     Interest on repurchase agreements                                                30                   29
                                                                                  ------               ------
      Total interest expense                                                         770                  791
                                                                                  ------               ------

       Net interest income                                                           840                  837

   Provision for loan losses                                                          60                   70
                                                                                  ------               ------

       Net interest income after provision                                           780                  767

   Non-interest income:
     Service charges                                                                  99                   65
     Loan fees                                                                        24                   17
     Other non-interest income                                                        33                   17
                                                                                  ------               ------
      Total other income                                                             156                   99

   Non-interest expense:
     Compensation and employee benefits                                              411                  322
     Occupancy and equipment                                                         113                  109
     Foreclosed property expense                                                       0                   14
     Data Processing                                                                  19                   19
     Audit, legal and other professional                                              22                   26
     SAIF deposit insurance                                                           15                   10
     Advertising                                                                      20                   15
     Telephone and postage                                                            23                   22
     Other                                                                            82                   85
                                                                                  ------               ------
      Total other expenses                                                           705                  622
                                                                                  ------               ------

       Income before income tax                                                      231                  244

   Provision for income taxes                                                         83                   95
                                                                                  ------               ------

      Net Income                                                                    $148                 $149
                                                                                                                     -

   Earnings Per Share-Basic                                                        $0.20                $0.19
   Earnings Per Share-Diluted                                                      $0.20                $0.19
</TABLE>

The accompanying notes are an integral part of these consolidated financial
statements.
                                        4
<PAGE>

                  FIRST ROBINSON FINANCIAL CORP. AND SUBSIDIARY
                 CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                  For The Quarters Ended June 30, 1999 and 1998
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                                                      Unallocated    Accumulated
                                                                                          ESOP         Other                Compre-
                                 Common       Paid-in       Retained       Treasury       and        Comprehensive          hensive
                                  Stock       Capital       Earnings        Stock         RRP          Income      Total    Income
                              ------------------------------------------------------------------------------------------------------
                                                                            ($1,000's)

<S>                           <C>            <C>            <C>            <C>       <C>            <C>          <C>        <C>

Balance at March 31, 1999           $9          $8,277         $5,175        $(747)    $(1,138)       $(14)        $11,562
Net Income                                                        148                                                  148    $148
                                                                                                                              ----
Other Comprehensive Income
Unrealized gain (loss) on
Securities, net of related tax                                                                                                (365)
  effects of                                                                                                                   142
   Total other comprehensive income                                                                   (223)           (223)   (223)
                                                                                                                      -----
   Total comprehensive income                                                                                                  $75
                                                                                                                               ---
Rounding                                                           1                                                     1
Allocation of ESOP shares                            6                                      20                          26
Treasury Stock at cost                                                        (269)                                   (269)
Dividends paid                                                  (247)                                                 (247)
                               --------------------------------------------------------------------------------------------
Balance at June 30, 1999            $9          $8,283        $5,077       $(1,016)    $(1,118)      $(237)        $10,998
                                    --          ------        ------       --------    --------      ------        -------
</TABLE>

The accompanying notes are an integral part of these consolidated financial
statements.

<TABLE>
<CAPTION>

                                                                                            Accumulated
                                                                                              Other                      Compre-
                                 Common     Paid-in       Retained       Unallocated       Comprehensive                 hensive
                                 Stock      Capital       Earnings          ESOP              Income         Total        Income
                                 ------------------------------------------------------------------------------------------------
                                                                          ($1,000's)
<S>                             <C>        <C>        <C>             <C>              <C>               <C>           <C>


Balance at March 31, 1998         $9         $8,232      $5,223           $(602)           $33               $12,895
Comprehensive Income
  Net Income                                                149                                                  149       $149
  Other  comprehensive income
    Unrealized gain (loss) on
    Securities, net of related                                                                                              (74)
    tax effects of                                                                                                           29
                                                                                                                          -----
    Total other comprehensive income                                                       (45)                  (45)       (45)
                                                                                                                          -----
    Total comprehensive income                                                                                             $104
                                                                                                                          -----
Allocation of ESOP shares                        13                          18                                   31
Dividends paid                                             (258)                                                (258)
                                    ---------------------------------------------------------------------------------
Balance at June 30, 1998            $9       $8,245      $5,114           $(584)          ($12)              $12,772
                                    --       ------      ------           ------          ----               -------
</TABLE>

The accompanying notes are an integral part of these consolidated financial
statements.

                                        5
<PAGE>

                  FIRST ROBINSON FINANCIAL CORP. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
             For the Quarters Ended June 30, 1999 and June 30, 1998
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                                                        June 30,
                                                                                  1999                 1998
                                                                                --------            ---------
                                                                                          ($1,000's)
<S>                                                                             <C>               <C>

Cash flows from operating activities:
   Net income                                                                       $148               $149
   Adjustments to reconcile net income to net cash
    provided by (used in) operating activities
     Provision for depreciation                                                       64                 56
     Provision for loan losses                                                        60                 70
     Net amortization and accretion on investments                                    11                  6
     ESOP shares allocated                                                            26                 31
     Decrease (increase) in accrued interest receivable                              (22)                24
     Decrease (increase) decrease in prepaid income taxes                             79                 29
     Decrease (increase) in other assets                                             (3)                 94
     (Decrease) increase in accrued interest payable                                   3                (51)
     (Decrease) increase in accrued income taxes                                       0                 67
     (Decrease) increase in deferred income taxes                                      0                  0
     Increase  (decrease) in accrued expenses                                         84               (114)
     Gain on sale of loans                                                             0                  0
     Gain on sale of premises and equipment                                            0                  0
     Loss on sale of mortgage-backed securities                                        0                  0
                                                                                    ----               ----                 -
       Net cash provided by operating activities                                     450                361
                                                                                    ----               ----

   Cash flows from investing activities:
     Proceeds from sale of securities available for sale                               0                  0
     Proceeds from maturities of securities available for sale                         0                  0
     Proceeds from sale of mortgage-backed securities0
             available for sale                                                        0                  0
     Proceeds from maturities of securities held to maturity                          15                 15
     Purchase of securities held to maturity                                           0                (35)
     Purchase of securities available for sale                                         0               (741)
     Purchase of mortgage-backed securities available for sale                    (4,498)            (3,896)
     FHLB Stock purchased                                                            (45)               (16)
     Repayment of principal on mortgage-backed securities                            704                307
     Decrease (increase) in loans receivable                                         (44)            (1,299)
     Purchase of loans and participations                                              0                  0
     Sale or participation of originated loans                                     1,024              1,431
     Decrease (increase) in foreclosed real estate                                     0                 61
     Purchase of premises and equipment                                              (65)               (96)
                                                                                  ------              -----
       Net cash used in investing activities                                      (2,909)            (4,269)
                                                                                --------            -------

</TABLE>

The accompanying notes are an integral part of these consolidated financial
statements.

                                       6

<PAGE>

                  FIRST ROBINSON FINANCIAL CORP. AND SUBSIDIARY
                    CONSOLDIATED STATEMENT OF CASH FLOWS For
                        The Quarters Ended June 30, 1999
                                    and 1998
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                                                               June 30,
                                                                                     1999                     1998
                                                                                -------------              ------------
                                                                                                ($1,000's)
<S>                                                                             <C>                      <C>

   Cash flows from financing activities:
      Net increase (decrease) in deposits                                         $3,508                       $389
      Increase (decrease) in repurchase agreements                                 (160)                        427
      Advances from Federal Home Loan Bank                                             0                          0
      Repayment of FHLB advances                                                       0                          0
      Increase in advances from borrowers
         for taxes and insurance                                                      19                         27
      Proceeds from issuance of common stock                                           0                          0
      Purchase of employee stock ownership plan                                        0                          0
      Dividends paid                                                               (247)                      (258)
      Purchase of stock for Recognition & Retention Plan                               0                          0
      Purchase of treasury stock                                                   (269)                          0
                                                                                   -----                      -----
         Net cash provided by financing activities                                 2,851                        585
                                                                                   -----                      -----

   Increase (decrease) in cash and cash equivalents                                  392                      3,323

   Cash and cash equivalents at beginning of period                                5,275                      6,574
                                                                                   -----                     ------

   Cash and cash equivalents at end of period                                     $5,667                     $3,251
                                                                                   -----                      -----


   Supplemental Disclosures:
    Additional Cash Flows Information:
      Cash paid for:
        Interest on deposits, advances and
          repurchase agreements                                                    $768                        $842
        Income taxes:
         Federal                                                                      0                          56
         State                                                                       10                          13

   Schedule of Non-Cash Investing Activities:
      Change in unrealized gain on securities available for sale                   (365)                       (74)
      Change in deferred income taxes attributed to
         Unrealized gain on securities available for sale                           142                         29

</TABLE>

The accompanying notes are an integral part of these consolidated financial
statements.

                                        7
<PAGE>

               FIRST ROBINSON FINANCIAL CORPORATION AND SUBSIDIARY

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(1) Basis of Presentation

The  consolidated  financial  statements  include the accounts of First Robinson
Financial  Corporation  (the  Company)  and its wholly owned  subsidiary,  First
Robinson  Savings  Bank,  National   Association  (the  Bank).  All  significant
intercompany  accounts and transactions  have been eliminated in  consolidation.
The accompanying  consolidated  financial statements are unaudited and should be
read in conjunction with the consolidated financial statements and notes thereto
included in the Company's  annual report dated April 21, 1999. The  accompanying
unaudited  consolidated  financial  statements  have been prepared in accordance
with the instructions for Form 10-QSB and, therefore, do not include information
or footnotes  necessary  for a complete  presentation  of  financial  condition,
results of  operations,  and cash flows in conformity  with  generally  accepted
accounting  principles.  In  the  opinion  of  management  of the  Company,  the
unaudited consolidated financial statements reflect all adjustments  (consisting
of normal recurring accruals) necessary to present fairly the financial position
of the Company at June 30, 1999 and the results of its operations and cash flows
for the three months ended June 30, 1999 and 1998. The results of operations for
those months ended June 30, 1999 are not  necessarily  indicative of the results
to be expected for the full year.


(2) Stock Conversion

On June 27, 1997, the predecessor of the Bank,  First Robinson Savings and Loan,
F.A. completed its conversion from a federally chartered mutual savings and loan
to a national  bank and was  simultaneously  acquired by the Company,  which was
formed to act as the holding company of the Bank. At the date of the conversion,
the Company completed the sale of 859,625 shares of common stock $.01 par value,
to its Eligible  Account  Holders and Employee Stock  Ownership Plan (ESOP),  at
$10.00 per share.  Net proceeds  from the above  transactions,  after  deducting
offering  expenses,  underwriting  fees, and amounts  retained to fund the ESOP,
totaled $7,504,657.

(3) Earnings Per Share

The Company has adopted Statement of Financial Accounting Standards ("SFAS") No.
128,  "Earnings  per  Share,"  which  requires  entities  with  complex  capital
structures  to present both basic  earnings  per share  ("EPS") and diluted EPS.
Basic EPS  excludes  dilution  and is computed by dividing  income  available to
common  shareholders by the weighted average number of common shares outstanding
for the period.  Diluted EPS reflects the potential dilution that could occur if
securities of other contracts to issue common stock (such as stock options) were
exercised or  converted  into common stock or resulted in the issuance of common
stock that  would  then share in the  earnings  of the  entity.  Diluted  EPS is
computed by dividing net income by the weighted  average number of common shares
outstanding  for the period,  plus  common-equivalent  shares computed using the
treasury stock method.  The Company's weighted average common shares outstanding
were  748,234 and 800,311 for the  quarters  ending June 30, 1999 and 1998.  The
Company  approved a stock  option plan during the quarter  ended  September  30,
1998.  This plan had no dilutive  effect on the earnings per share since current
stock price was less than option price.

                                        8
<PAGE>

                  FIRST ROBINSON FINANCIAL CORP. AND SUBSIDIARY

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(4) Employee Stock Ownership Plan

In connection  with the conversion to the stock form of ownership,  the Board of
Directors  established  an  ESOP  for the  exclusive  benefit  of  participating
employees.  Employees age 21 or older who have completed one year of service are
eligible  to  participate.  Upon the  issuance  of the  common  stock,  the ESOP
acquired 68,770 shares of $0.01 par value common stock at the subscription price
of $10.00  per  share.  The Bank  makes  contributions  to the ESOP equal to the
ESOP's debt service less dividends  received by the ESOP. All dividends received
by the ESOP are used to pay debt  service.  As the debt is  repaid,  shares  are
released from  collateral and allocated to active  employees.  The Bank accounts
for its ESOP in accordance  with  Statement of Position 93-6.  Accordingly,  the
debt of the ESOP is recorded as debt and the shares  pledged as  collateral  are
reported as unearned ESOP shares in the consolidated  balance sheets.  As shares
are released from collateral, the Bank reports compensation expense equal to the
current  market  price of the  shares,  and the shares  become  outstanding  for
earnings-per-share calculations. Dividends on allocated shares are recorded as a
reduction  of  retained  earnings;  dividends  on  unallocated  ESOP  shares are
recorded as a reduction of debt or accrued interest.  ESOP compensation  expense
for the three  months  ended June 30, 1999 and 1998 were  $26,000  and  $31,000,
respectively.

The ESOP shares at June 30, 1999 and 1998 were as follows:

                                                1999                 1998
                                             --------              --------
  Allocated shares                            15,197                 6,877
  Shares released for allocation               3,985                 3,438
  Unallocated shares                          49,588                58,455
                                              ------                ------
  Total ESOP shares                           68,770                68,770

  Fair value of unallocated shares          $653,942            $1,008,349



(5) Disclosures about Segments of an Enterprise and Related Information

In June, 1997, the FASB issued SFAS No. 131,  "Disclosures  about Segments of an
Enterprise and Related Information".  SFAS 131 establishes standards for the way
that public business  enterprises  report  information about opening segments in
financial  statements  and  requires  that those  enterprises  report  selective
information  about  operating  segments in interim  financial  reports issued to
shareholders.  It also  establishes  standards  for  related  disclosures  about
products and services,  geographic areas, and major customers. This statement is
effective for financial  statements  for periods  beginning  after  December 15,
1997.  The Company has adopted the  appropriate  provisions of the statement for
the  quarter  ended June 30,  1999.  The  principal  business  of the Company is
overseeing  the  business  of the  Bank and  investing  the  portion  of the net
proceeds  from its initial  public  offering  retained by it. The Company has no
significant  assets  other than its  investment  in the Bank, a loan to the ESOP
plan,  and certain  investment  securities  and cash and cash  equivalents.  The
Bank's  principle  business  consists of  attracting  deposits  from the general
public  and  investing  these  deposits  in loans to its  customers.  The Bank's
operating facilities are contained in Crawford County, Illinois, and its lending
is  concentrated  within  Crawford  and  contiguous  counties.  The  Bank has no
customers from which it derives 10% or more of its revenue.  With these facts in
mind,  the Company's  management  believes that the Company is comprised of only
one reportable operating segment, and that the consolidated financial statements
adequately reflect the financial condition and operations of that segment.

                                        9
<PAGE>

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

                  FIRST ROBINSON FINANCIAL CORP. AND SUBSIDIARY
                 Management's Discussion and Analysis of Financial
                       Condition and Results of Operations

Forward-Looking Statements

     When used in this filing and in future filings by First Robinson  Financial
Corporation(the  "Company") with the Securities and Exchange Commission,  in the
Company's  press releases or other public or shareholder  communications,  or in
oral statements made with the approval of an authorized  executive officer,  the
words or phrases "would be," "will allow,"  "intends to," "will likely  result,"
"are expected to," "will continue," "is anticipated,"  "estimate,"  "project" or
similar expressions are intended to identify "forward-looking statements" within
the  meaning of the  Private  Securities  Litigation  Reform  Act of 1995.  Such
statements are subject to risks and uncertainties,  including but not limited to
changes in economic conditions in the Company's market area, changes in policies
by regulatory agencies,  fluctuations in interest rates, demand for loans in the
Company's market area and  competition,  all or some of which could cause actual
results  to differ  materially  from  historical  earnings  and those  presently
anticipated  or projected.  References in this filing to "we",  "us" , and "our"
refer to the Company and/or the Bank, as the content requires.

     We  wish to  caution  readers  not to  place  undue  reliance  on any  such
forward-looking  statements,  which speak only as of the date made,  and advises
readers  that  various  factors,   including   regional  and  national  economic
conditions,  substantial  changes in levels of market interest rates, credit and
other risks of lending and investment  activities and competitive and regulatory
factors,  could  affect our  financial  performance  and could  cause our actual
results  for future  periods to differ  materially  from  those  anticipated  or
projected.

     We do not undertake,  and specifically disclaim  any obligation,  to update
any forward-looking statements to reflect occurrences or unanticipated events or
circumstances after the date of such statements.

General

     Our principal business,  through our operating  subsidiary,  First Robinson
Savings Bank, National Association,  (the "Bank") consists of accepting deposits
from  the  general  public  and  investing   these  funds  primarily  in  loans,
mortgage-backed  securities and other securities. Our loans consist primarily of
loans secured by residential  real estate  located in our market area,  consumer
loans, commercial loans, and agricultural loans.

     Our net income is dependent primarily on our net interest income,  which is
the  difference  between  interest  earned  on  interest-eaming  assets  and the
interest paid on interest-bearing liabilities. Net interest income is a function
of our "interest rate spread," which is the difference between the average yield
earned on interest-earning  assets and the average rate paid on interest-bearing
liabilities.  The interest rate spread is affected by  regulatory,  economic and
competitive  factors  that  influence  interest  rates,  loan demand and deposit
flows.  To a lesser  extent,  our net income  also is  affected  by the level of
general  and  administrative  expenses  and the  level  of other  income,  which
primarily consists of service charges and other fees.

     Our  operations   are   significantly   affected  by  prevailing   economic
conditions,  competition  and the monetary,  fiscal and  regulatory  policies of
government  agencies.  Lending  activities  are influenced by the demand for and
supply of housing,  competition  among lenders,  the level of interest rates and
the  availability  of funds.  Deposit flows and costs of funds are influenced by
prevailing market rates of interest,  competing investments,  account maturities
and the levels of personal income and savings in our market area.

     Historically, our mission has been to originate loans on a profitable basis
to the communities we serve. In seeking to accomplish our mission,  the Board of
Directors  and  management  have  adopted a business  strategy  designed  (i) to
maintain the Bank's capital level in excess of regulatory requirements;  (ii) to
maintain  asset  quality,  (iii) to  maintain,  and if  possible,  increase  our
earnings; and (iv) to manage our exposure to changes in interest rates.



                                       10
<PAGE>


                  FIRST ROBINSON FINANCIAL CORP. AND SUBSIDIARY
                 Management's Discussion and Analysis of Financial
                       Condition and Results of Operations

Impact of the Year 2000

     We have completed  testing of our computer systems which were conducted for
the purpose of identifying  applications that could be affected by the Year 2000
issue. Our data processing is performed primarily in-house; however software and
hardware  utilized is under  maintenance  agreements  with third party  vendors.
Consequently, we are very dependent on those vendors to conduct our business. To
date, and while we cannot offer assurance with respect to their efforts, we have
been  informed  that  our  primary   service   providers   have   completed  all
reprogramming  efforts.  Review and testing of core systems has been  completed.
Management does not expect any additional costs to have a significant  impact on
our  financial  position or results of  continuing  operations.  There can be no
assurance,  however,  that the  vendors'  systems  will be Year 2000  compliant.
Consequently,  we could incur incremental costs to convert to another vendor. We
anticipate  that expenses  should not exceed  $78,000 for the fiscal year ending
March 31, 2000. We are expensing  all costs  associated  with Year 2000 required
system  changes as costs are incurred,  and such costs are being funded  through
operating cash flows. The cost of internal resources for compliance has not been
estimated.  While we cannot guarantee it, we do not expect significant increases
in  future  data  processing  costs  or  other  expenses  related  to Year  2000
compliance.

Business Strategy

     We continue to be a community-oriented, locally-owned financial institution
offering  financial  services to residents and  businesses  of Crawford  County,
Illinois,  our primary  market area.  The Board of Directors and  management are
strategically  planning our future.  New  products and services are  continually
discussed and reviewed for their effect on profitability  and customer  service.
This past year, the Bank began a fixed rate mortgage program through the Federal
Home Loan Bank of Chicago.  We also revised our checking and savings products to
take advantage of account changes made by some of our competitors.  In addition,
we have expanded our Internet  provider to service all of Crawford County.  This
service  has  grown  to  over  1,000   subscribers.   Although  we  delayed  the
installation  of a new  ATM  location  in  Robinson,  the  idea is  still  being
considered.  During  April of this  year we  signed a  contract  with  PrimeVest
Financial to provide investment  brokerage service to our customers.  As of June
1999,  the service had  provided  an  addition of  approximately  $7,000 net, to
non-interest  income. We intend to stay focused on providing  excellent customer
service and  maintaining a strong  presence in our  community.  We are still the
only independent community bank in Robinson, Oblong and Palestine, Illinois.

Financial Condition

Comparison at June 30, 1999 and March 31, 1999

     Our total assets increased by approximately  $2.8 million or 3.4%, to $86.6
million at June 30, 1999 from $83.8 million at March 31, 1999.  This increase in
total assets was  primarily  the result of a $3.5  million or 29.0%  increase in
securities  available  for sale and a $392,000 or 7.4% increase in cash and cash
equivalents  offset  primarily  by a $1.0  million  or 1.7%  decrease  in  loans
receivable, net. In an effort to better manage the risk in our balance sheet, we
are  shifting  the  make-up of our assets.  We have  reduced our loan to deposit
ratio from 92.9% for the  quarter  ended June 30,  1998 to 86.7% for the quarter
ended June 30, 1999 while  increasing our investment  securities.  Although this
strategy has reduced our risk, it has also had a negative impact on earnings.





                                       11

<PAGE>


                  FIRST ROBINSON FINANCIAL CORP. AND SUBSIDIARY
                 Management's Discussion and Analysis of Financial
                       Condition and Results of Operations

Financial Condition - Continued

     Liabilities  increased  approximately $3.4 million or 4.7% to $75.6 million
at June 30, 1999 from $72.2  million at March 31,  1999.  A $3.5 million or 5.2%
increase,  for the same  period,  in  deposits  was the  primary  reason for the
increase in our liabilities.  This increase in deposits was offset by a decrease
of $160,000 or 7.3% in repurchase agreements.  Due to FASB 115 and the valuation
of our  securities  held  available  for sale,  deferred  income  tax  decreased
$142,000.  At March 31, 1999 deferred  income taxes were recorded on the balance
sheet as a liability  of $69,000 and as of June 30, 1999  deferred  income taxes
were being carried on the balance sheet as an asset of $73,000.

     Stockholders' equity decreased $564,000 or 4.9% to $11.0 million as of June
30, 1999 from $11.6  million on March 31, 1999.  The decrease was  attributed to
three major  factors.  First,  we are  currently in the process of  completing a
stock  repurchase  program which  commenced  April 1, 1999. As of June 30, 1999,
compared to March 31, 1999, we had  purchased an additional  $269,000 at cost of
treasury stock,  bringing the total amount of treasury stock to be $1.0 million,
at cost as of June 30, 1999.  Second,  the payment of a $0.31 per share dividend
to  stockholders  of record as of June 2, 1999  amounted  to a total of $247,000
being paid from retained earnings.  Finally, there was a $223,000 decrease after
tax in the valuation of our securities  held available for sale. The decrease in
stockholders' equity for the quarter ended June 30, 1999, however, was offset by
the addition of $148,000 to retained earnings.

Results of Operation

Comparison of the Quarters ended June 30, 1999 and 1998

Performance Summary

     We are  reporting net earnings of $148,000 for the first quarter of the new
fiscal year.  Earnings for the quarter  ended June 30, 1998 were  $149,000.  The
$1,000  decrease  in net income was  primarily  due to an increase of $57,000 or
57.6% in  non-interest  income,  an increase of $13,000 or 1.7% in net  interest
income after provision and a reduction of provision for income tax of $12,000 or
12.6% offset by an increase of $83,000 or 13.3% in non-interest expense.

Net Interest Income

     Net  interest  income  increased  by $3,000 or 0.4% to $840,000  during the
three months ended June 30, 1999, as compared to $837,000 during the same period
in the prior year. Interest expense dropped by $21,000 or 2.7% from $791,000 for
the quarter  ended June 30, 1998 to $770,000 in  comparison of the quarter ended
June 30, 1999. The average rate on interest bearing  liabilities for the quarter
ended June 30, 1999 was 4.46%  compared to 4.94% for the quarter  ended June 30,
1998.  However,  the  decrease in  interest  expense was offset by a decrease in
interest  income.  Interest income  decreased by $18,000 or 1.1% for the quarter
ended  June 30,  1999 as  compared  to the  quarter  ended June 30,  1998.  This
decrease was a direct result of the shift in the assets from higher risk, higher
yielding loans to lower risk, lower yielding investment  securities.  Decreasing
our total amount of loans, however, did decrease our provision for loan losses.


                                       12

<PAGE>

                  FIRST ROBINSON FINANCIAL CORP. AND SUBSIDIARY
                 Management's Discussion and Analysis of Financial
                       Condition and Results of Operations

Non-Interest Income

     Total non-interest  income increased by $57,000 or 57.6% to $156,000 during
the three  months ended June 30,  1999,  as compared to $99,000  during the same
period  in the  prior  year.  The  increase  in total  non-interest  income  was
primarily  caused by an  increase  of $34,000 or 52.3% in  service  charges,  an
increase  of $16,000 or 94.1% in other  non-interest  income and an  increase of
$7,000 or 41.2% in loan fees.

Non-Interest Expense

     Total non-interest expense increased by $83,000 or 13.3% to $705,000 during
the three months ended June 30,  1999,  as compared to $622,000  during the same
period in the prior year.  This  increase  was due  primarily  to an increase of
$89,000 or 27.6% in compensation and employee benefits, an increase of $4,000 or
3.7% in  occupancy  and  equipment  expense,  an  increase of $5,000 or 50.0% in
Savings Association  Insurance Fund deposit insurance premiums,  and an increase
of $5,000 or 33.3% in  advertising  expense  partially  offset by a decrease  of
$14,000 or 100% in foreclosed property expense, a decrease of $4,000 or 15.4% in
audit,  legal and other  professional  fees and a decrease  of $3,000 or 3.5% in
other expenses. The increase in compensation expense is a result of the addition
of staff to  provide  better  customer  service  and to help  better  manage the
existing and future loan portfolio  underwriting.  We have seen a growth of over
1,000 new accounts or 14.1% of non-certificate of deposit accounts from June 30,
1998 to June 30, 1999.  Although these high volume transaction  accounts require
more handling which in turn results in the need for additional  staff,  they are
typically  lower or no  interest  bearing  accounts.  It is our beleif  that our
current staff will be capable of handling additional  increases in the number of
accounts.  The  increase in  compensation  expenses is also due to the  expenses
incurred  in  connection  with the  Recognition  and  Retention  Plan  which was
approved by shareholders in July 1998.

Provision for Loan Losses

     During the three months ended June 30, 1999, we recorded provision for loan
losses of $60,000 as  compared to $70,000 for the same period of the prior year,
a decrease  of $10,000  or 14.3%.  We  recorded  such  provisions  to adjust our
allowance for loan losses to a level deemed  appropriate  based on an assessment
of the  volume and  lending  presently  being  conducted  by the bank,  industry
standards,  past due loans, economic conditions in our market area generally and
other  factors  related  to  the  collectability  of  the  loan  portfolio.  Our
non-performing  assets as a  percentage  of total  assets  was 0.20% at June 30,
1999, as compared to 0.18% at March 31, 1999.

Provision for Income Taxes

     We recognized a provision for federal and state income taxes of $83,000 for
the three months ended June 30, 1999 as compared to a provision for income taxes
of $95,000 for the same period in the prior year.  The effective tax rate during
the three  months  ended June 30, 1999 was 35.9% as compared to 38.9% during the
quarter ended June 30, 1998.


                                       13
<PAGE>

                  FIRST ROBINSON FINANCIAL CORP. AND SUBSIDIARY
                 Management's Discussion and Analysis of Financial
                       Condition and Results of Operations

Liquidity and Capital Resources

     Our  principal  sources of funds are  deposits and  principal  and interest
payments collected on loans, investments and related securities. While scheduled
loan  repayments and maturing  investments are relatively  predictable,  deposit
flows and early loan prepayments are more influenced by interest rates,  general
economic conditions and competition.  Additionally, we may borrow funds from the
FHLB of Chicago, our correspondent bank, Cole Taylor Bank located in Chicago and
the  Discount  Window of the  Federal  Reserve  of St.  Louis or  utilize  other
borrowings of funds based on need,  comparative  costs and  availability  at the
time.

     At June 30, 1999 we had $2.0  million in advances  from the FHLB of Chicago
outstanding  with no change from the amount of advances as of March 31, 1999. We
use our liquidity  resources  principally  to meet  outstanding  commitments  on
loans, to fund maturing  certificates of deposit and deposit  withdrawals and to
meet  operating  expenses.  We  anticipate  no  foreseeable  problems in meeting
current loan  commitments.  At June 30, 1999, we had outstanding  commitments to
extend  credit,  which  amounted to $3.3 million  (including  $2.9  million,  in
available  revolving  commercial and agricultural  lines of credit).  Management
believes  that loan  repayments  and other  sources of funds will be adequate to
meet future foreseeable liquidity needs.

     Liquidity  management  is  both a daily  and  long-term  responsibility  of
management.  We adjust our investments in liquid assets based upon  management's
assessment  of (i) expected  loan demand,  (ii) expected  deposit  flows,  (iii)
yields available on interest-bearing  investments and (iv) the objectives of its
asset/liability  management  program.  Excess liquidity generally is invested in
interest-earning  overnight deposits and other short-term  government and agency
obligations.

Regulatory Capital

     The  Bank  is  subject  to  capital  requirements  of  the  Office  of  the
Comptroller  of the  Currency  ("OCC").  The OCC  requires  the Bank to maintain
minimum ratios of Tier I capital to total risk-weighted assets and total capital
to risk-weighted  assets of 4% and 8%, respectively.  Tier I capital consists of
total  stockholders'  equity  calculated in accordance  with generally  accepted
accounting  principals less intangible assets, and total capital is comprised of
Tier I capital plus certain adjustments,  the only one of which is applicable to
the Bank is the allowance for loan losses. Risk-weighted assets refer to the on-
and  off-balance  sheet  exposures of the Bank adjusted for relative risk levels
using formulas set forth by OCC regulations.  The Bank is also subject to an OCC
leverage capital requirement,  which calls for a minimum ratio of Tier I capital
to quarterly  average total assets of 3% to 5%,  depending on the  institution's
composite ratings as determined by its regulators.





                                       14

<PAGE>

                  FIRST ROBINSON FINANCIAL CORP. AND SUBSIDIARY
                 Management's Discussion and Analysis of Financial
                       Condition and Results of Operations

Regulatory Capital

     At June 30, 1999, the Bank was in compliance with all of the aforementioned
capital requirements as summarized below:
<TABLE>
<CAPTION>

                                                                                           June 30, 1999
                                                                                          ---------------
                                                                                             (1,000's)

<S>                                                                                      <C>
Tier I Capital:
         Common stockholders' equity                                                             9,630
         Unrealized loss (gain) on securities available for sale                                   237
         Deferred tax asset disallowed for regulatory capital                                     (73)

           Total Tier I Capital                                                                  9,794

Tier II Capital:
         Total Tier I capital                                                                    9,794
         Qualifying allowance for loan losses                                                      656

           Total capital                                                                        10,450

Risk-weighted assets                                                                            54,502
Quarter average assets                                                                          84,943

</TABLE>
<TABLE>
<CAPTION>

                                                                                                      To be Well Capitalized
                                                                                                         Under the Prompt
                                                                               For Capital              Corrective Action
                                                Actual                      Adequacy Purposes              Provisions
                                         ---------------------            ----------------------    --------------------------
                                         Amount         Ratio             Amount          Ratio        Amount          Ratio
                                        ---------     ---------         -----------    ----------    ----------      ---------
<S>                                     <C>          <C>              <C>             <C>           <C>             <C>

As of June 30, 1999:
     Total Risk-Based Capital
       (to Risk-Weighted Assets)         10,450        19.17%              4,360          8.00%             5,450        10.00%
     Tier I Capital
      (to Risk-Weighted Assets)           9,794        17.97%              2,180          4.00%             3,270         6.00%
     Tier I Capital
      (to Average Assets)                 9,794        11.53%              3,398          4.00%             4,247         5.00%

</TABLE>


At the time of the  conversion  of the Bank to a stock  organization,  a special
liquidation  account was established for the benefit of eligible account holders
and the supplemental  account holders in an amount equal to the net worth of the
Bank.  This special  liquidation  account will be maintained  for the benefit of
eligible  account holders and the  supplemental  account holders who continue to
maintain  their  accounts in the Bank after the  conversion on June 27, 1997. In
the event of a complete liquidation, each eligible and the supplemental eligible
account holders will be entitled to receive a liquidation  distribution from the
liquidation  account  in  an  amount   proportionate  to  the  current  adjusted
qualifying balances for accounts then held. With the reorganization completed on
June 27, 1997, this liquidation account became part of stockholders'  equity for
the Company under the same terms and conditions as if the reorganization had not
occurred. The Bank may not declare or pay cash dividends on or repurchase any of
its common  stock if  stockholders'  equity  would be reduced  below  applicable
regulatory capital requirements or below the special liquidation account.

                                       15
<PAGE>

                            PART II.  OTHER INFORMATION


Item 1.           Legal Proceedings
                  ------------------
                   None.

Item 2.           Changes in Securities
                  ----------------------
                   None.

Item 3.           Defaults Upon Senior Executives
                  -------------------------------
                    None.

Item 4.           Submission of Matters to a Vote of Security Holders
                  ---------------------------------------------------
                   None.

Item 5.           Other Information
                  ------------------
                   None.

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

                  (a)  The following exhibits are filed herewith:

                       1.  Exhibit 11:  Statement Regarding Computation
                           of Earnings.

                       2.  Exhibit 27:  Financial Data Schedule.

                  (b)  Reports Forms 8-K:

                       On May 20, 1999, the Registrant filed a press release
                       announcing a cash dividend of $0.31 per share and the
                       approval of a stock repurchase program.  In addition,
                       the Registrant announced its year-end earnings for the
                       fiscal year ended March 31, 1999.

                                       16
<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 ROBINSON FINANCIAL
                                     CORPORATION



Date:    August 16, 1999            /s/ Rick L. Catt
         ---------------            ------------------------------------------
                                    Rick L. Catt
                                    President and Chief Executive Officer
                                    (Duly Authorized Representative)


Date:    August 16, 1999            /s/ Jamie E. McReynolds
         ---------------            ------------------------------------------
                                    Jamie E. McReynolds
                                    Chief Financial Officer and Vice President
                                    (Principal Financial Officer)


                                       17