UNITED
      STATES





SECURITIES
      AND EXCHANGE COMMISSION




WASHINGTON,
      D.C. 20549




FORM
      10-QSB





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





For
      the
      quarterly period ended December
      31, 2007





Commission
      File Number: 0-29276





FIRST
      ROBINSON FINANCIAL CORPORATION


(Exact
      name of registrant as specified in its charter)


DELAWARE
              
              36-4145294(State
                  or other jurisdiction
              
              I.R.S.
                  Employer ID Numberof
                  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


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





Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act)


YES o
      NO x





As
      of
      February 13, 2008, the Registrant had 454,558 shares of Common Stock, par value
      $0.01, issued and outstanding.





Transitional
      Small Business Disclosure Format (check one):


YES
o  NO x









FIRST
      ROBINSON FINANCIAL CORPORATION


Index
      to
      Form 10-QSB


PAGEPART
                  1. FINANCIAL INFORMATIONItem
                  1.
              Financial
                  StatementsCondensed
                    Consolidated Balance Sheets as of December 31, 2007 And March
                    31,
                    2007
              3Condensed
                    Consolidated Statements of Income for the Three-Month and
                    Nine-Month  Periods Ended December 31, 2007 and Decmber 31,
                    2006
              4Condensed
                    Consolidated Statements of Cash Flows for the Nine-Month Periods
                    Ended December 31, 2007 and December 31, 2006
              6Notes
                  to Condensed Consolidated Financial Statements
              8Item
                  2.
              Management’s
                  Discussion and Analysis or Plan of Operation
              13Item
                  3.
              Controls
                  and Procedures
              26PART
                  II. OTHER INFORMATIONItem
                  1.
              Legal
                  Proceedings
              27Item
                  2.
              Unregistered
                  Sales of Equity Securities and Use of Proceeds
              27Item
                  3.
              Defaults
                  Upon Senior Executives
              27Item
                  4.
              Submission
                  of Matters to a Vote of Security Holders
              27Item
                  5.
              Other
                  Information
              27Item
                  6.
              Exhibits
              27SIGNATURES
              28CERTIFICATIONS
              29




2




Item
      1:


FIRST
      ROBINSON FINANCIAL CORPORATION


CONDENSED
      CONSOLIDATED BALANCE SHEETS


(In
      thousands, except share data)


December 31, 2007
            
            March 31, 2007(Unaudited)ASSETSCash
                and cash equivalents
            
            $
            12,476
            
            $
            4,049Available-for-sale
                securities
            
            
            29,476
            
            
            31,129Loans,
                net of allowance for loan losses of $760 and $729 at December 31,
                2007 and March 31, 2007, respectively
            
            
            79,575
            
            
            71,070Federal
                Reserve and Federal Home Loan Bank stock
            
            
            805
            
            
            805Premises
                and equipment, net
            
            
            2,328
            
            
            2,482Interest
                receivable
            
            
            728
            
            
            737Deferred
                income taxes
            
            
            121
            
            
            209Cash
                surrender value of life insurance
            
            
            1,382
            
            
            1,341Other
                assets
            
            
            525
            
            
            452Total
                Assets
            
            $
            127,416
            
            $
            112,274LIABILITIES
                AND STOCKHOLDERS’ EQUITY**Liabilities**Deposits
            
            
            96,041
            
            
            86,773Other
                borrowings
            
            
            18,233
            
            
            12,088Advances
                from borrowers for taxes and insurance
            
            
            81
            
            
            129Accrued
                income taxes
            
            
            208
            
            
            154Interest
                payable
            
            
            239
            
            
            203Other
                liabilities
            
            
            1,056
            
            
            1,037Total
                Liabilities
            
            
            115,858
            
            
            100,384**Commitments
                and Contingencies**
            
            
            —
            
            
            —**Stockholders’
                Equity**Preferred
                stock, $.01 par value; authorized 500,000 shares, no shares issued
                and
                outstandingCommon
                stock, $ .01 par value; authorized 2,000,000 shares; 859,625 shares
                issued;  outstanding December 31, 2007–
                453,980
                shares; March 31, 2007 – 484,908 shares
            
            
            9
            
            
            9Additional
                paid-in capital
            
            
            8,462
            
            
            8,406Retained
                earnings
            
            
            9,969
            
            
            9,459Accumulated
                other comprehensive loss, net of income tax
            
            
            (6
            )
            
            (199
            )Treasury
                stock, at costCommon:
                December 31, 2007 –
                398,414
                shares; March 31, 2007 – 367,486 shares
            
            
            (6,876
            )
            
            (5,785
            )Total
                Stockholders’ Equity
            
            
            11,558
            
            
            11,890Total
                Liabilities and Stockholders’ Equity
            
            $
            127,416
            
            $
            112,274





See
      Notes
      to Condensed Consolidated Financial Statements.




3




FIRST
      ROBINSON FINANCIAL CORPORATION


CONDENSED
      CONSOLIDATED STATEMENTS OF INCOME


For
      the
      Three and Nine-Month Periods Ended December 31, 2007 and 2006


(In
      thousands, except per share data)


(Unaudited)





Three-Month
                Period
            
            Nine-Month
                Period2007
            
            2006
            
            2007
            
            2006Interest
                and Dividend Income:Loans
            
            $
            1,448
            
            $
            1,360
            
            $
            4,240
            
            $
            3,849Securities:Taxable
            
            
            314
            
            
            346
            
            
            978
            
            
            994Tax-exempt
            
            
            23
            
            
            25
            
            
            72
            
            
            74Other
                interest income
            
            
            75
            
            
            52
            
            
            183
            
            
            168Dividends
                on Federal Reserve Bank and Federal Home Loan Bank stock
            
            
            2
            
            
            7
            
            
            16
            
            
            22Total
                Interest and Dividend Income
            
            
            1,862
            
            
            1,790
            
            
            5,489
            
            
            5,107Interest
                Expense:Deposits
            
            
            688
            
            
            529
            
            
            1,956
            
            
            1,485Other
                borrowings
            
            
            137
            
            
            187
            
            
            410
            
            
            461Total
                Interest Expense
            
            
            825
            
            
            716
            
            
            2,366
            
            
            1,946Net
                Interest Income
            
            
            1,037
            
            
            1,074
            
            
            3,123
            
            
            3,161Provision
                for Loan Losses
            
            
            30
            
            
            15
            
            
            60
            
            
            45Net
                Interest Income After Provision for Loan Losses
            
            
            1,007
            
            
            1,059
            
            
            3,063
            
            
            3,116Non-interest
                income:Charges
                and fees on deposit accounts
            
            
            226
            
            
            221
            
            
            688
            
            
            640Charges
                and other fees on loans
            
            
            34
            
            
            7
            
            
            91
            
            
            20Net
                gain on sale of loans
            
            
            37
            
            
            26
            
            
            92
            
            
            73Net
                gain on sale of foreclosed assets
            
            
            —
            
            
            —
            
            
            3
            
            
            —Other
            
            
            97
            
            
            72
            
            
            298
            
            
            214Total
                Non-Interest Income
            
            
            394
            
            
            326
            
            
            1,172
            
            
            947Non-interest
                expense:Compensation
                and employee benefits
            
            
            537
            
            
            529
            
            
            1,637
            
            
            1,474Occupancy
                and equipment
            
            
            157
            
            
            138
            
            
            461
            
            
            404Foreclosed
                property expense
            
            
            —
            
            
            —
            
            
            2
            
            
            1Data
                processing
            
            
            59
            
            
            64
            
            
            161
            
            
            161Audit,
                legal and other professional
            
            
            51
            
            
            37
            
            
            141
            
            
            106Advertising
            
            
            26
            
            
            32
            
            
            89
            
            
            91Telephone
                and postage
            
            
            24
            
            
            23
            
            
            71
            
            
            69Net
                loss on sale of foreclosed property
            
            
            —
            
            
            —
            
            
            —
            
            
            2Net
                loss on disposal of fixed assets
            
            
            —
            
            
            —
            
            
            4
            
            
            —Other
            
            
            153
            
            
            126
            
            
            450
            
            
            394Total
                Non-Interest Expense
            
            
            1,007
            
            
            949
            
            
            3,016
            
            
            2,702





See
      Notes
      to Condensed Consolidated Financial Statements.





4





FIRST
      ROBINSON FINANCIAL CORPORATION


CONDENSED
      CONSOLIDATED STATEMENTS OF INCOME


For
      the
      Three and Nine-Month Periods Ended December 31, 2007 and 2006


(In
      thousands, except per share data)


(Unaudited)





Three-Month
                Period
            
            Nine-Month
                Period2007
            
            2006
            
            2007
            
            2006Income
                before income taxes
            
            
            394
            
            
            436
            
            
            1,219
            
            
            1,361Provision
                for income taxes
            
            
            133
            
            
            144
            
            
            393
            
            
            455Net
                Income
            
            $
            261
            
            $
            292
            
            $
            826
            
            $
            906Earnings
                Per Share-Basic
            
            $
            0.60
            
            $
            0.62
            
            $
            1.82
            
            $
            1.91Earnings
                Per Share-Diluted
            
            $
            0.57
            
            $
            0.59
            
            $
            1.73
            
            $
            1.83Comprehensive
                IncomeNet
                Income
            
            $
            261
            
            $
            292
            
            $
            826
            
            $
            906Other
                Comprehensive Income:Unrealized
                gains on securities
            
            
            357
            
            
            197
            
            
            309
            
            
            170Related
                tax effects
            
            
            (134
            )
            
            (74
            )
            
            **(**116
            )
            
            (64
            )Other
                Comprehensive Income
            
            
            223
            
            
            123
            
            
            193
            
            
            106Comprehensive
                Income
            
            $
            484
            
            $
            415
            
            $
            1,019
            
            $
            1,012




See
      Notes
      to Condensed Consolidated Financial Statements.




5





FIRST
      ROBINSON FINANCIAL CORPORATION


CONDENSED
      CONSOLIDATED STATEMENTS OF CASH FLOWS


For
      the
      Nine-Month Periods Ended December 31, 2007 and 2006


(In
      thousands)


(Unaudited)





Nine-Month
                Period2007
            
            2006Cash
                flows from operating activities:Net
                income
            
            $
            826
            
            $
            906Items
                not requiring (providing) cash:Depreciation
                and amortization
            
            
            221
            
            
            172Provision
                for loan losses
            
            
            60
            
            
            45Amortization
                of premiums and discounts on securities
            
            
            (31
            )
            
            (11
            )Amortization
                of loan servicing rights
            
            
            40
            
            
            30Compensation
                related to ESOP
            
            
            —
            
            
            102Compensation
                related to the exercise of options
            
            
            69
            
            
            66Deferred
                income taxes
            
            
            (28
            )
            
            (15
            )Originations
                of mortgage loans held for sale
            
            
            (5,835
            )
            
            (3,467
            )Proceeds
                from the sale of mortgage loans
            
            
            5,927
            
            
            3,540Net
                gain on loans sold
            
            
            (92
            )
            
            (73
            )Net
                (gain) loss on sale of foreclosed property
            
            
            (3
            )
            
            2Net
                loss on disposal of fixed assets
            
            
            4
            
            
            —Changes
                in:Interest
                receivable
            
            
            9
            
            
            (11
            )Cash
                surrender value of life insurance
            
            
            (41
            )
            
            (37
            )Other
                assets
            
            
            (139
            )
            
            (42
            )Accrued
                income taxes
            
            
            54
            
            
            38Interest
                payable
            
            
            36
            
            
            28Other
                liabilities
            
            
            19
            
            
            (25
            )Net
                cash provided by operating activities
            
            
            1,096
            
            
            1,248Cash
                flows from investing activities:Purchases
                of securities available for sale
            
            
            (2,072
            )
            
            (5,010
            )Proceeds
                from maturities of available for sale securities
            
            
            300
            
            
            —Sale
                of Federal Home Loan Bank Stock
            
            
            —
            
            
            32Repayments
                of principal on mortgage-backed securities
            
            
            3,765
            
            
            3,400Net
                change in loans
            
            
            (8,589
            )
            
            (7,014
            )Proceeds
                from sale of foreclosed assets
            
            
            27
            
            
            9Purchases
                of premises and equipment
            
            
            (45
            )
            
            (102
            )Net
                cash used in investing activities
            
            
            (6,614
            )
            
            (8,685
            )





See
      Notes
      to Condensed Consolidated Financial Statements.




6




FIRST
      ROBINSON FINANCIAL CORPORATION


CONDENSED
      CONSOLIDATED STATEMENT OF CASH FLOWS


For
      the
      Nine-Month Periods Ended December 31, 2007 and 2006


(In
      thousands)


(Unaudited)





Nine-Month
                Period2007
            
            2006Cash
                flows from financing activities:Net
                increase in deposits
            
            $
            9,268
            
            $
            10Proceeds
                from other borrowings
            
            
            99,464
            
            
            104,310Repayment
                of other borrowings
            
            
            (93,319
            )
            
            (96,391
            )Federal
                funds purchased
            
            
            95,955
            
            
            4,200Repayment
                of federal funds purchased
            
            
            (95,955
            )
            
            (4,200
            )Net
                decrease in advances from borrowers for taxes and
                insurance
            
            
            (48
            )
            
            (49
            )Proceeds
                received from exercise of options
            
            
            65
            
            
            25Dividends
                paid
            
            
            (316
            )
            
            (273
            )Purchase
                of treasury stock
            
            
            (1,159
            )
            
            (350
            )Purchase
                of incentive plan shares
            
            
            (10
            )
            
            (9
            )Net
                cash provided by financing activities
            
            
            13,945
            
            
            7,273Increase
                (decrease) in cash and cash equivalents
            
            
            8,427
            
            
            (164
            )Cash
                and cash equivalents at beginning of period
            
            
            4,049
            
            
            7,389Cash
                and cash equivalents at end of period
            
            $
            12,476
            
            $
            7,225Supplemental
                Cash Flows InformationInterest
                paid
            
            $
            2,330
            
            $
            1,919Income
                taxes paid (net of refunds)
            
            
            367
            
            
            432Real
                estate acquired in settlement of loans
            
            
            24
            
            
            —





See
      Notes
      to Condensed Consolidated Financial Statements.




7




FIRST
      ROBINSON FINANCIAL CORPORATION


NOTES
      TO
      CONDENSED CONSOLIDATED FINANCIAL STATEMENTS




1.
            Basis
                of Presentation





The
      condensed 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 condensed consolidated financial statements are unaudited
      and
      should be read in conjunction with the consolidated financial statements and
      notes thereto included in the Company’s Form 10-KSB filed with the Securities
      and Exchange Commission. The accompanying unaudited interim condensed
      consolidated financial statements have been prepared in accordance with the
      rules and regulations for reporting on 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
      accounting principles generally accepted in the United States of America. In
      the
      opinion of management of the Company, the unaudited condensed consolidated
      financial statements reflect all adjustments (consisting of normal recurring
      adjustments) necessary to present fairly the financial position of the Company
      at December 31, 2007, the results of its operations for the three month and
      nine
      month periods ended December 31, 2007 and 2006 and cash flows for nine month
      periods ended December 31, 2007 and 2006. The results of operations for those
      months ended December 31, 2007 are not necessarily indicative of the results
      to
      be expected for the full year.





The
      Condensed Consolidated Balance Sheet of the Company, as of March 31, 2007,
      has
      been derived from the audited Consolidated Balance Sheet for the Company as
      of
      that date.




2.
            Newly
                Adopted Accounting
                Pronouncements





The
      Company adopted the provisions of FASB Interpretation No. 48 ("FIN 48"),
      "Accounting for Uncertainty in Income Taxes," on April 1, 2007. Implementation
      of the new Standard did not have a material impact on the Company’s financial
      statements. The Company files U.S. and State of Illinois income tax returns.
      As
      of January 28, 2008, the open tax years under FIN 48 are 2005, 2006 and
      2007.





On
      April
      1, 2007, the Company adopted the provisions of Statement of Financial Accounting
      Standards No. 156 (“SFAS No. 156”), “Accounting for Servicing of Financial
      Assets”, an amendment of FASB Statement No. 140, “Accounting for Transfers and
      Servicing of Financial Assets and Extinguishments of Liabilities”.
      Implementation of the new standard did not have a material impact on the
      Company’s financial statements.





In
      September 2006, the FASB ratified a consensus opinion by the EITF on EITF Issue
      06-5, “Accounting for Purchases of Life Insurance-Determining the Amount that
      Could be Realized in Accordance with FASB Technical Bulletin No. 85-4.” The
      guidance in EITF 06-5 required policy holders to consider other amounts included
      in the contractual terms of an insurance policy, in addition to cash surrender
      value, for purposes of determining the amount that could be realized under
      the
      terms of the insurance contract. If it is probable that contractual terms would
      limit the amount that could be realized under the insurance contract, those
      contractual limitations should be considered when determining the realizable
      amounts. The amount that could be realized under the insurance contract should
      be determined on an individual policy (or certificate) level and should include
      any amount realized on the assumed surrender of the last individual policy
      or
      certificate in a group policy.





The
      Company holds several life insurance policies, however, the policies do not
      contain any provisions that would restrict or reduce the cash surrender value
      of
      the policies. The consensus in EITF Issue 06-5 is effective for fiscal years
      beginning after December 15, 2006. The application of this guidance did not
      have
      a material adverse effect on the Company’s financial position or results of
      operation.





8


FIRST
      ROBINSON FINANCIAL CORPORATION


NOTES
      TO
      CONDENSED CONSOLIDATED FINANCIAL STATEMENTS




3.
            Employee
                Stock OwnershipPlan





In
      connection with the conversion to the stock form of ownership, the Board of
      Directors established an employee stock ownership plan (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. Dividends
      on the unallocated shares 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. Accordingly, the debt of the ESOP is recorded as debt and
      the
      shares pledged as collateral are reported as unearned ESOP shares in the
      condensed 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. As all shares were
      allocated in prior periods, there was no ESOP compensation expense for the
      three
      month or nine-month periods ended December 31, 2007. ESOP compensation expense
      for the three-month and nine-month periods ended December 31, 2006 was $34,000
      and $102,000, respectively.





4.
            Authorized
                Share Repurchase Program





On
      January 16, 2007, the Board of Directors of First Robinson Financial Corporation
      approved a repurchase program of its equity stock. The announcement of the
      program was filed purusant to Form 8-K. Under the program, the Company was
      authorized to repurchase up to 25,000 shares of the Company’s common stock from
      time to time, in the open market, when deemed appropriate by management. The
      program, approved January 16, 2007, expired with the completion of the purchase
      of all 25,000 shares on September 14, 2007. On September 18, 2007, the Board
      of
      Directors of First Robinson Financial Corporation approved another repurchase
      program of its equity stock. The Company may repurchase up to 25,000 shares
      of
      the Company’s outstanding common stock from time to time, in the open market,
      when deemed appropriate by management. The Program, approved September 18,
      2007,
      will expire the earlier of the completion of the repurchase of the 25,000 shares
      or September 17, 2008. A total of 13,428 shares have been repurchased in the
      open market as of December 31, 2007.





5.
            Stock-based
                Compensation





On
      July
      29, 1998, the stockholders of the Company approved a Stock Option Plan (“SOP”)
      and a Recognition and Retention Plan (“RRP”). Options and restricted shares were
      granted to directors, officers and employees at the fair value of the shares
      as
      of that date. The plans were for a period of ten (10) years with a five year
      vesting period for both plans from the date of the grant. Prior to April 1,
      2006
      the Company accounted for the Plan under the recognition and measurement
      provisions of Accounting Principles Board Opinion No. 25, "Accounting for Stock
      Issued to Employees," and related Interpretations.





In
      December 2004, the Financial Accounting Standards Board ("FASB") issued
      Statement of Financial Accounting Standards ("SFAS") No. 123 (revised 2004),
      "Share Based Payment," which established standards for the accounting for
      transactions in which an entity exchanges its equity instruments for goods
      or
      services, and focuses primarily on accounting for transactions in which an
      entity obtains
      employee services. The SFAS requires a public entity to measure the cost of
      employee services received in exchange for its equity instruments based on
      the
      fair value at the grant date (with limited exceptions) and recognize that cost
      over the service period. This statement revises SFAS No. 123, "Accounting for
      Stock-Based Compensation," and supersedes APB Opinion No. 25, "Accounting for
      Stock Issued to Employees." Effective April 1, 2006, the Company adopted the
      provisions of SFAS No. 123 (revised 2004). As a result of adopting SFAS No.
      123R
      on April 1, 2006, the Company did not record any additional compensation
      expense, as no stock options had been granted in recent years and options
      granted were fully vested prior to adoption. However, on April 1, 2006, the
      Company reclassified $125,000 of unearned compensation, or 7,231 shares, related
      to previously recognized compensation for restricted share awards that had
      been
      vested as of that date to additional paid-in capital as these awards represent
      equity awards as defined in SFAS No. 123R.




9


FIRST
      ROBINSON FINANCIAL CORPORATION


NOTES
      TO
      CONDENSED CONSOLIDATED FINANCIAL STATEMENTS




6.
            Earnings
                Per Share for the Three-Month
                Period





Basic
      earnings per share is calculated by dividing net income by the weighted average
      number of common shares outstanding during the period. Diluted earnings per
      share gives effect to the increase in the average shares outstanding which
      would
      have resulted from the exercise of dilutive stock options. The components of
      basic and diluted earnings per share for the three months ended December 31,
      2007 and 2006 were computed as follows (dollar amounts in thousands except
      share
      data):




WeightedAverage
              
              Per
                  ShareIncome
              
              Shares
              
              AmountFor
                  the Quarter Ended December 31, 2007:Basic
                  Earnings per Share:Income
                  available to common stockholders
              
              $
              261
              
              
              437,534
              
              $
              0.60Effect
                  of Dilutive Securities:Unearned
                  incentive plan shares
              
              
              
              
              
              16,287Stock
                  options
              
              
              
              
              
              6,050Diluted
                  Earnings per Share:Income
                  available to common stockholders
              
              $
              261
              
              
              459,871
              
              $
              0.57For
                  the Quarter Ended December 31, 2006:Basic
                  Earnings per Share:Income
                  available to common stockholders
              
              $
              292
              
              
              471,337
              
              $
              0.62Effect
                  of Dilutive Securities:Unearned
                  incentive plan shares
              
              
              
              
              
              15,442Stock
                  options
              
              
              
              
              
              6,359Diluted
                  Earnings per Share:Income
                  available for common stockholders
              
              $
              292
              
              
              493,138
              
              $
              0.59




10





FIRST
      ROBINSON FINANCIAL CORPORATION


NOTES
      TO
      CONDENSED CONSOLIDATED FINANCIAL STATEMENTS




Earnings
      Per Share for the Nine-Month Period





Basic
      earnings per share is calculated by dividing net income by the weighted average
      number of common shares outstanding during the period. Diluted earnings per
      share gives effect to the increase in the average shares outstanding which
      would
      have resulted from the exercise of dilutive stock options. The components of
      basic and diluted earnings per share for the nine months ended December 31,
      2007
      and 2006 were computed as follows (dollar amounts in thousands except share
      data):




WeightedAverage
              
              Per
                  ShareIncome
              
              Shares
              
              AmountFor
                  the Nine-Month Period Ended December 31, 2007:Basic
                  Earnings per Share:Income
                  available to common stockholders
              
              $
              826
              
              
              454,479
              
              $
              1.82Effect
                  of Dilutive Securities:Unearned
                  incentive plan shares
              
              
              
              
              
              16,193Stock
                  options
              
              
              
              
              
              6,054Diluted
                  Earnings per Share:Income
                  available to common stockholders
              
              $
              826
              
              
              476,726
              
              $
              1.73For
                  the Nine-Month Period Ended December 31, 2006:Basic
                  Earnings per Share:Income
                  available to common stockholders
              
              $
              906
              
              
              474,826
              
              $
              1.91Effect
                  of Dilutive Securities:Unearned
                  incentive plan shares
              
              
              
              
              
              15,343Stock
                  options
              
              
              
              
              
              6,283Diluted
                  Earnings per Share:Income
                  available for common stockholders
              
              $
              906
              
              
              496,452
              
              $
              1.83




11


FIRST
      ROBINSON FINANCIAL CORPORATION


NOTES
      TO
      CONDENSED CONSOLIDATED FINANCIAL STATEMENTS




7.
            Recent
                Accounting Pronouncements





In
      September, 2006, the Financial Account Standards Board (FASB) issued SFAS No.
      157 "Fair Value Measurements" which defines value, establishes a framework
      for
      measuring fair value in generally accepted accounting principles, and expands
      disclosures about fair value measurements. SFAS 157 will be effective for the
      Company on April 1, 2008, with earlier adoption permitted, and is not expected
      to have a significant impact on the Company's financial statements.





In
      February, 2007, the FASB issued SFAS No. 159, "The Fair Value Option for
      Financial Assets and Financial Liabilities," which permits companies to choose
      to measure many financial instruments and certain other items at fair value.
      The
      objective of the new pronouncement is to improve financial reporting by
      providing companies with the opportunity to mitigate volatility in reported
      earnings caused by measuring assets and liabilities differently without having
      to apply complex hedge accounting provisions. SFAS 159 will be effective for
      the
      Company in 2008, with earlier adoption permitted. The Company has not yet made
      a
      determination as to when it will elect to apply the options available in SFAS
      159. The Company is currently evaluating the effect SFAS 159 may have on the
      Company’s financial statements.


12




Item
      2:


FIRST
      ROBINSON FINANCIAL CORPORATION


Management’s
      Discussion and Analysis or Plan of Operation




**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; changes in accounting principles, policies, or
      guidelines; fluctuations in interest rates; demand for loans in the Company’s
      market area; competition; customer growth and retention; earnings growth and
      expectations; new products and services; credit quality and adequacy of
      reserves; technology; and employees; 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.





The
      Company wishes 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.





The
      Company does not undertake, and specifically disclaims any obligation, to update
      any forward-looking statements to reflect occurrences or unanticipated events
      or
      circumstances after the date of such statements.




**General**





The
      Company’s principal business, through its 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. Loans consist primarily of
      loans secured by residential real estate located in our market area, consumer
      loans, commercial loans, and agricultural loans.





The
      Company’s results of operations are dependent primarily on net interest income,
      which is the difference between interest earned on interest-earning assets
      and
      the interest paid on interest-bearing liabilities. Net interest income is a
      function of “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, the results of operations are
      also
      affected by other income, and general, administrative and other expense, the
      provision for losses on loans and income tax expense. Other income consists
      primarily of service charges and gains (losses) on sales of loans. General,
      administrative and other expense consists primarily of salaries and employee
      benefits, occupancy and office expenses, advertising, data processing expenses
      and the costs associated with being a publicly held company.





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 the Company’s market area.





Historically,
      the Company’s mission has been to originate loans on a profitable basis to the
      communities served. In seeking to accomplish this 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 earnings;
      and (iv) to manage exposure to changes in interest rates.





13





FIRST
      ROBINSON FINANCIAL CORPORATION


Management’s
      Discussion and Analysis or Plan of Operation





**Overview**





First
      Robinson Financial Corporation (the “Company”) is the holding company for First
      Robinson Savings Bank, National Association (the “Bank”). The Company is
      headquartered in Robinson, Illinois and operates three full service offices
      and
      one drive-up facility in Crawford County. The Company earned $826,000 for the
      first nine months of the fiscal year 2008 versus $906,000 in the same period
      of
      fiscal year 2007, a decrease of 8.8%. Earnings were positively impacted by
      a
      $225,000 increase in non-interest income offset by an increase of $314,000
      in
      non-interest expense, and a $53,000 decrease in net interest income after
      provision. Basic earnings per share for the 2008 nine month fiscal period were
      $1.82 per share versus $1.91 per share for the same period of fiscal year 2007.
      Diluted earnings per share reflect the potential dilutive impact of stock
      options granted under the stock option plan. Diluted earnings per share for
      the
      nine months of fiscal 2008 were $1.73 per share, versus $1.83 per share for
      the
      nine months of fiscal year 2007.





Net
      income for the three month period ending December 31, 2007 was $261,000, versus
      $292,000 in the same period of 2006, a decrease of 10.6%. The decrease in
      earnings were a result of a $52,000 decline in net interest income after
      provision and an increase of $58,000 in non-interest expense, offset in part,
      by
      a $68,000 increase in non-interest income and a decrease of $11,000 in provision
      for income taxes. Basic earnings per share for the December 31, 2007 three
      month
      period were $0.60 per share versus $0.62 per share for the same period of 2006.
      Diluted earnings per share reflect the potential dilutive impact of stock
      options granted under the stock option plan. Diluted earnings per share for
      the
      three months ending December 31, 2007 were $0.57 per share, versus $0.59 per
      share for the three months ending December 31, 2006.





**Business
      Strategy**





First
      Robinson Savings Bank, National Association is a community-oriented, locally
      owned financial institution offering community-banking services to residents
      and
      businesses of Crawford County, Illinois, our primary market area. Periodically,
      the Board of Directors and management meet to strategically plan for the future.
      We review and discuss both current and new products and services to determine
      their effect on our profitability and customer service. We also monitor current
      events and economic trends in our local area that could materially impact the
      Bank’s earnings. At the present time, the employment market has remained stable
      in Crawford County and we anticipate no major events or economic trends that
      could negatively affect the Bank. However, in the month of October a super
      department store, that leases space to a commercial bank, opened in the Robinson
      market. The addition of a new bank in the market will increase the competition
      in attracting new and retaining current customers.





The
      strategic plan identifies the most critical issue to our success as consistent
      earnings. Net earnings have remained relatively consistent. A positive factor
      in
      maintaining consistent earnings is the Bank’s overall asset quality, which is
      strong. The Bank continues to offer fixed rate residential real estate mortgages
      through programs with the Federal Home Loan Bank of Chicago and USDA Rural
      Development. Our Internet banking service, “Netteller” is very popular and the
      number of customers actively using the service is increasing. It has allowed
      us
      to offer bill paying, cash management and also direct deposit and payroll
      services to our business customers. “Reward Checking,” which was introduced in
      January 2007, is continuing to increase in popularity as none of the competitors
      in our market offer any type of similar account. The product offers
      higher-than-market interest rates, which can be earned by customers if they
      meet
      specific transaction-based criteria. Our criteria promote the use of debit
      cards
      and our internet-based services and technology which in turn will decrease
      non-interest expenses associated with processing paper checks. We also provide
      investment brokerage services to our customers through PrimeVest Financial
      Services. The service continues to grow and is also providing non-interest
      income. We plan to revisit the viability of implementing an internal trust
      department during the fourth quarter of fiscal year 2008.





We
      continue to maintain a strong presence in the community and are pleased to
      be
      the only independent community bank in Robinson, Palestine and Oblong, Illinois.
      To visit First Robinson Savings Bank on the web go to www.frsb.net.





**Asset
      Quality**




***Delinquencies*** .
      When a
      borrower fails to make a required payment on a loan, the Bank attempts to cause
      the delinquency to be cured by contacting the borrower. In the case of loans
      secured by real estate, reminder notices are sent to borrowers. If payment
      is
      late, appropriate late charges are assessed and a notice of late charges is
      sent
      to the borrower. If the loan is in excess of 60 days delinquent, the loan will
      generally be referred to the Bank’s legal counsel for collection.




14


FIRST
      ROBINSON FINANCIAL CORPORATION


Management’s
      Discussion and Analysis or Plan of Operation





When
      a
      loan becomes more than 90 days delinquent and collection of principal and
      interest is considered doubtful, or is otherwise impaired, the Bank will
      generally place the loan on non-accrual status and previously accrued interest
      income on the loan is charged against current income.Delinquent consumer loans
      are handled in a similar manner as to those described above. The Bank’s
      procedures for repossession and sale of consumer collateral are subject to
      various requirements under applicable consumer protection laws.




The
      following table sets forth the Bank’s loan delinquencies by type, by amount and
      by percentage of type at December 31, 2007.


Loans
                  Delinquent For:30-89
                  Days(1)
              
              90
                  Days and Over(1)
              
              Nonaccrual
              
              Total
                  Delinquent LoansNumber
              
              Amount
              
              Percentof
                  Loan Category
              
              Number
              
              Amount
              
              Percentof
                  Loan Category
              
              Number
              
              Amount
              
              Percent of
                  Loan Category
              
              Number
              
              Amount
              
              Percent
                  ofLoan Category(Dollars
                  in thousands)Real
                  Estate:One-
                  tofour-family
              
              
              4
              
              $
              93
              
              
              0.23
              %
              
              —
              
              
              —
              
              
              —
              
              
              5
              
              $
              127
              
              
              0.33
              %
              
              9
              
              $
              220
              
              
              0.56
              %Commercial
                  andagriculturalreal
                  estate
              
              
              1
              
              
              2
              
              
              0.01
              
              
              —
              
              
              —
              
              
              —
              
              
              1
              
              
              227
              
              
              1.38
              
              
              2
              
              
              229
              
              
              1.39
              %Consumer
                  and other loans
              
              
              3
              
              
              11
              
              
              0.17
              
              
              —
              
              
              —
              
              
              —
              
              
              3
              
              
              7
              
              
              0.11
              
              
              6
              
              
              18
              
              
              0.28
              %Commercialbusiness
                  andagriculturalfinance
              
              
              2
              
              
              31
              
              
              0.27
              
              
              —
              
              
              —
              
              
              —
              
              
              2
              
              
              66
              
              
              0.56
              
              
              4
              
              
              97
              
              
              0.83
              %Total
              
              
              10
              
              $
              137
              
              
              0.17
              %
              
              —
              
              
              —
              
              
              —
              
              
              11
              
              $
              427
              
              
              0.53
              %
              
              21
              
              $
              564
              
              
              0.70
              %





(1)
            Loans
                are still accruing.





***Non-Performing
      Assets*** .
      The
      table below sets forth the amounts and categories of non-performing assets
      in
      the Bank’s loan portfolio. Loans are placed on non-accrual status when the
      collection of principal and/or interest become doubtful. Foreclosed assets
      include assets acquired in settlement of loans.


December31,
              
              March
                31,
              
              December31,2007
              
              2007
              
              2006Non-accruing
                  loans:One-
                  to four-family
              
              $
              127
              
              $
              119
              
              $
              111Commercial
                  and agriculturalreal
                  estate
              
              
              227
              
              
              —
              
              
              —Consumer
                  and other loans
              
              
              7
              
              
              4
              
              
              31Commercial
                  business and agricultural finance
              
              
              66
              
              
              32
              
              
              45Total
                  non-performing assets
              
              $
              427
              
              $
              155
              
              $
              187Total
                  as a percentage of totalassets
              
              
              0.34
              %
              
              0.14
              %
              
              0.16
              %




15




FIRST
      ROBINSON FINANCIAL CORPORATION


Management’s
      Discussion and Analysis or Plan of Operation





Gross
      interest income which would have been recorded had the non-accruing loans been
      current in accordance with their original terms amounted to approximately
      $17,000 for the three months and $22,000 for the nine months ended December
      31,
      2007 and $4,000 for the three months and $12,000 for the nine months ended
      December 31, 2006.





***Classified
      Assets*** .
      Federal
      regulations provide for the classification of loans and other assets, such
      as
      debt and equity securities, considered by the Office of the Comptroller of
      the
      Currency (“OCC”) to be of lesser quality, as “substandard,” “doubtful” or
“loss.” An asset is considered “substandard” if it is inadequately protected by
      the current net worth and paying capacity of the obligor or the collateral
      pledged, if any. “Substandard” assets include those characterized by the
“distinct possibility” that the insured institution will sustain “some loss” if
      the deficiencies are not corrected. Assets classified as “doubtful” have all of
      the weaknesses inherent in those classified “substandard” with the added
      characteristic that the weaknesses present make “collection or liquidation in
      full” on the basis of currently existing facts, conditions and values, “highly
      questionable and improbable.” Assets classified as “loss” are those considered
“uncollectible” and of such little value that their continuance as assets
      without the establishment of a specific loss reserve is not
      warranted.





When
      an
      insured institution classifies problem assets as either substandard or doubtful,
      it may establish general allowances for losses in an amount deemed prudent
      by
      management. General allowances represent loss allowances which have been
      established to recognize the inherent risk associated with lending activities,
      but which, unlike specific allowances, have not been allocated to particular
      problem assets. When an insured institution classifies problem assets as “loss,”
it is required either to establish a specific allowance for losses equal to
      100%
      of that portion of the asset so classified or to charge-off such amount. An
      institution’s determination as to the classification of its assets and the
      amount of its valuation allowances is subject to review by the regulatory
      authorities, who may order the establishment of additional general or specific
      loss allowances.





In
      connection with the filing of its periodic reports with the OCC and in
      accordance with its classification of assets policy, the Bank regularly reviews
      loans in its portfolio to determine whether such assets require classification
      in accordance with applicable regulations. On the basis of management’s review
      of its assets, at December 31, 2007, the Bank had classified a total of $708,000
      of its assets as substandard and $146,000 as doubtful. At December 31, 2007,
      total classified assets comprised $854,000, or 7.6% of the Bank’s capital, and
      0.7% of the Bank’s total assets.





***Other
      Loans of Concern*** *.* As of
      December 31, 2007, there were $3.9 million in loans identified, but not
      classified, by the Bank with respect to which known information about the
      possible credit problems of the borrowers or the cash flows of the business
      have
      caused management to have some doubts as to the ability of the borrowers to
      comply with present loan repayment terms and which may result in the future
      inclusion of such items in the non-performing asset categories.





***Allowance
      for Loan Losses*** *.* The
      allowance for loan losses is maintained at a level which, in management’s
      judgment, is adequate to absorb credit losses inherent in the loan portfolio.
      The amount of the allowance is based on management’s evaluation of the
      collectibility of the loan portfolio, including the nature of the portfolio,
      credit concentrations, trends in historical loss experience, specific impaired
      loans and economic conditions. Allowances for impaired loans are generally
      determined based on collateral values. The allowance is increased by a provision
      for loan losses, which is charged to expense and reduced by charge-offs, net
      of
      recoveries.





Real
      estate properties acquired through foreclosure are recorded at the fair market
      value minus 20% of the fair market value if the property is appraised at $50,000
      or less. If the property is appraised at greater than $50,000, then the property
      is recorded at the fair market value less 10% of the market fair value. If
      fair
      value at the date of foreclosure is lower than the balance of the related loan,
      the difference will be charged-off to the allowance for loan losses at the
      time
      of transfer. Valuations are periodically updated by management and if the value
      declines, a specific provision for losses on such property is established by
      a
      charge to operations. At December 31, 2007, the Bank had no real estate
      properties acquired through foreclosure.





Although
      management believes that it uses the best information available to determine
      the
      allowance, unforeseen market conditions could result in adjustments and net
      earnings could be significantly affected if circumstances differ substantially
      from the assumptions used in making the final determination. Future additions
      to
      the Bank’s allowance for loan losses will be the result of periodic loan,
      property and collateral reviews and thus cannot be predicted in advance. In
      addition, federal regulatory agencies, as an integral part of the examination
      process, periodically review the Bank’s allowance for loan losses. Such agencies
      may require the Bank to increase the allowance based upon their judgment of
      the
      information available to them at the time of their examination. At December
      31,
      2007, the Bank had a total allowance for loan losses of $760,000, representing
      0.95% of the Bank’s loans, net. At March 31, 2007, the Bank’s total allowance
      for loan losses to the Bank’s loans, net was at 1.03%.




16


FIRST
      ROBINSON FINANCIAL CORPORATION


Management’s
      Discussion and Analysis or Plan of Operation





The
      distribution of the Bank’s allowance for losses on loans at the dates indicated
      is summarized as follows:




December
                31, 2007
            
            March
                31, 2007Amount of
              Loan LossAllowance
            
            Loan
              Amounts by
              Category
            
            Percent of
              Loans in Each
              Category to
              Total Loans
            
            Amount of
              Loan Loss
              Allowance
            
            Loan
              Amounts by
              Category
            
            Percent of
              Loans in
              Each
              Category to
              Total Loans(Dollars
                in thousands)One-
                to four-family
            
            $
            88
            
            $
            39,597
            
            
            48.88
            %
            $
            101
            
            $
            36,214
            
            
            49.84
            %Multi-family
            
            
            —
            
            
            625
            
            
            0.77
            
            
            —
            
            
            591
            
            
            0.81Commercial
                andagricultural
                real estate
            
            
            395
            
            
            16,516
            
            
            20.39
            
            
            346
            
            
            14,815
            
            
            20.39Construction
                ordevelopment
            
            
            12
            
            
            2,656
            
            
            3.28
            
            
            8
            
            
            2,556
            
            
            3.52Consumer
                and other loans
            
            
            38
            
            
            6,372
            
            
            7.86
            
            
            41
            
            
            6,168
            
            
            8.49State
                and MunicipalGovernments
            
            
            —
            
            
            3,536
            
            
            4.37
            
            
            —
            
            
            3,265
            
            
            4.50Commercial
                businessand
                agriculturalfinance
            
            
            227
            
            
            11,706
            
            
            14.45
            
            
            233
            
            
            9,048
            
            
            12.45Gross
                Loans
            
            
            
            
            
            81,008
            
            
            100.00
            %
            
            
            
            
            72,657
            
            
            100.00
            %Undisbursed
                portion of loans
            
            
            
            
            
            (673
            )
            
            
            
            
            
            
            
            (858
            )Unallocated
            
            
            —
            
            
            
            
            
            
            
            
            —Total
            
            $
            760
            
            $
            80,335
            
            
            
            
            $
            729
            
            $
            71,799




The
      following table sets forth an analysis of the Bank’s allowance for loan
      losses.




Three Months Ended
                December 31,
              
              Nine Months Ended
                December 31,2007
              
              2006
              
              2007
              
              2006(Dollars
                  in thousands)Balance
                  at beginning of period
              
              $
              732
              
              $
              770
              
              $
              729
              
              $
              753Charge-offs:One-
                  to four-family
              
              
              —
              
              
              28
              
              
              4
              
              
              35Consumer
                  and other loans
              
              
              10
              
              
              8
              
              
              22
              
              
              23Total
                  charge-offs
              
              
              10
              
              
              36
              
              
              26
              
              
              58Recoveries:One-
                  to four-family
              
              
              —
              
              
              —
              
              
              —
              
              
              3Consumer
                  and other loans
              
              
              5
              
              
              6
              
              
              13
              
              
              12Total
                  recoveries
              
              
              5
              
              
              6
              
              
              13
              
              
              15Net
                  charge-offs
              
              
              5
              
              
              30
              
              
              13
              
              
              43Additions
                  charged to operations
              
              
              30
              
              
              15
              
              
              60
              
              
              45Transfer
                  for off-balance sheet credit exposure
              
              
              3
              
              
              —
              
              
              (16
              )
              
              —Balance
                  at end of period
              
              $
              760
              
              $
              755
              
              $
              760
              
              $
              755Ratio
                  of net charge-offs during the period toaverage
                  loans outstanding during the period
              
              
              0.01
              %
              
              0.04
              %
              
              0.02
              %
              
              0.06
              %Ratio
                  of net charge-offs during the period toaverage
                  non-performing assets
              
              
              1.28
              %
              
              14.01
              %
              
              4.68
              %
              
              13.22
              %




17




FIRST
      ROBINSON FINANCIAL CORPORATION


Management’s
      Discussion and Analysis or Plan of Operation





**Results
      of Operations**





**Net
      Interest Income**





For
      the
      three-month period ended December 31, 2007, net interest income totaled
      $1,037,000, a decrease of 3.4%, or $37,000, compared to the same period of
      2006.
      The decrease in net interest income is primarily due to an increase of $7.7
      million in average interest bearing liabilities compared to a $5.4 million
      increase in interest earning assets. For the nine-month period ended December
      31, 2007, net interest income totaled $3,123,000, compared to $3,161,000 in
      net
      interest income for the nine-month period ended December 31, 2006. This $38,000,
      or 1.2%, decrease is the result of a 39 basis point increase in the cost of
      funds on interest bearing liabilities compared to only a 9 basis point increase
      on interest earning assets when comparing the nine-month period ending December
      31, 2007 to the same period in 2006.





During
      the December 2007 quarter, total interest and dividend income increased $72,000,
      or 4.0%, to $1.9 million, versus $1.8 million during the same quarter of 2006
      due to an increase in interest bearing assets which was offset by a decrease
      in
      yields. For the three-month period ended December 31, 2007, the yield on
      average-earning assets decreased 7 basis points to 6.56% from a yield of 6.63%
      for the three-month period ended December 31, 2006. During the first nine months
      of fiscal 2008, total interest and dividend income increased by $382,000, or
      7.5%, to $5.5 million, versus $5.1 million during the first nine months of
      fiscal 2007. The yield on average earning assets increased by 9 basis points
      to
      6.58% for the nine-month period ended December 31, 2007 versus 6.49% in the
      same
      period of 2006.





The
      average daily loan balances for the quarter ended December 31, 2007 increased
      $6.6 million, or 9.3%, to $77.8 million, versus $71.2 million for the same
      period of 2006. During the same period, loan interest income increased by
      $88,000, or 6.5%, to $1,448,000 versus $1,360,000 during the quarter ended
      December 31, 2006. The yield on loans decreased 19 basis points to 7.45% from
      7.64% for the December 31, 2007 quarter compared to the December 2006 quarter.
      The average daily loan balances for the nine-month period ending December 31,
      2007 increased 10.3% to $75.3 million, versus the average daily loan balances
      of
      $68.3 million for the same period of 2006. This increase in average loan
      balances contributed to an increase in loan interest income by $391,000, or
      10.2%, to $4.2 million. The yield on loans, for the nine-months ended December
      31, 2007, declined by 1 basis point to 7.51% from 7.52% in the same nine-month
      period of 2006.





The
      average daily securities balances, the Company’s interest-earning demand
      deposits and the federal funds sold balances for the third quarter of fiscal
      year 2008 decreased $1.2 million, or 3.3%, to $34.9 million, versus $36.1
      million for the same period of fiscal year 2007. During the same period, income
      from these sources decreased by $11,000, or 2.6%, to $412,000 versus $423,000
      during the third quarter of fiscal year 2007. The average daily balances of
      securities, interest-earning demand deposits and federal funds sold for the
      first nine months of fiscal 2008 decreased $680,000, or 1.9%, to $35.1 million,
      versus $35.8 million for the same period of fiscal year 2007. During the same
      periods, income from securities, interest-earning demand deposits and federal
      funds sold decreased by $3,000, or 0.2%, to $1,233,000 versus $1,236,000 during
      the nine months of fiscal 2007.





Dividends
      received from Federal Home Loan Bank (“FHLB”) and Federal Reserve Bank (“FRB”)
      stocks decreased by $5,000, or 71.4%, when comparing the December 2007 quarter
      to the December 2006 quarter. The rate of return on the FRB stock remained
      steady at 6.0% for each quarter when comparing December 2007 to 2006. For the
      December 2007 quarter no dividends were earned on the FHLB stock as the FHLB
      Chicago did not pay any dividends. On September 26, 2007, the Company received
      a
      letter from the FHLB of Chicago regarding a Consent Cease and Desist Order
      they
      were issued from their regulator, the Federal Housing Finance Board. The Order
      prohibits the FHLB of Chicago from repurchasing or redeeming any of its capital
      stock without prior approval from their regulator. The Order also proposes
      that
      the declaration of a dividend by the FHLB of Chicago on its capital stock be
      subject to prior written approval. The Company can make no prediction as to
      if
      or when the FHLB will resume dividend payments. For the nine months ended
      December 2007, dividends received from FHLB and FRB stock also decreased. Income
      from dividends decreased by $6,000, or 27.3% from $22,000 as of December 31,
      2006 to $16,000 as of December 31, 2007. The decrease is a result of no
      dividends being paid by the FHLB Chicago during the quarter ending December
      31,
      2007.





Total
      interest expense increased $109,000, or 15.2%, to $825,000 for the three-month
      period ended December 31, 2007, from $716,000 for the comparable period in
      2006.
      The increase resulted from a 20 basis point increase in the Company's daily
      cost
      of funds to 3.37%, versus 3.17% for the same period of 2006 and the increase
      of
      $7.7 million in the average balance of interest bearing liabilities from $90.3
      million at December 31, 2006 to $98.0 million at December 31, 2007. Total
      interest expense also increased $420,000, or 21.6%, to $2.4 million for the
      nine-month period ended December 31, 2007, from $1.9 million for the comparable
      period in 2006. The increase was primarily the result of a $6.3 million, or
      7.2%, increase in the Company's average balance in interest bearing liabilities
      to $93.8 million at December 31, 2007 from $87.5 million as of December 31,
      2006
      and a 39 basis point increase in the daily cost of funds to 3.36%, versus 2.97%
      for the same period of 2006.




18




FIRST
      ROBINSON FINANCIAL CORPORATION


Management’s
      Discussion and Analysis or Plan of Operation




On
      an
      average daily basis, total interest-bearing deposits increased $8.8 million,
      or
      12.0%, to $82.4 million for the three-month period ended December 31, 2007,
      versus $73.6 million in the same period in 2006. The average cost of funds
      increased by 46 basis points to 3.34% for the December 2007 quarter versus
      the
      December 2006 quarter at 2.88%. The average daily balance of interest-bearing
      deposits for the nine-month period ended December 2007 also increased by $5.9
      million, or 8.0%, to $79.4 million from $73.5 million. When comparing the
      average cost of funds for the December 2007 nine-month period to the same period
      ending December 31, 2006 there was an increase of 59 basis points from 2.69%
      to
      3.28%.





For
      the
      three-months ended December 31, 2007 versus the same period of 2006, the average
      daily balance of short-term borrowings and federal funds purchased decreased
      $1.2 million, or 7.1%, from $16.8 million to $15.6 million. In addition, the
      average cost of funds decreased for the December 2007 quarter by 97 basis points
      from 4.47% to 3.50%. The average daily balance of short-term borrowings and
      federal funds purchased for the nine-months ended December 31, 2007 increased
      by
      $410,000, or 2.9%, to $14.4 million from $14.0 million for the nine-month period
      ending December 31, 2006 while the average cost of funds decreased by 60 basis
      points to 3.80% from 4.40% when comparing the nine-months of fiscal year 2008
      to
      fiscal year 2007.





**Provision
      for Loan Losses**





The
      provision for loan losses for the quarter ended December 31, 2007 was $30,000
      compared to $15,000 for the quarter ended December 31, 2006. The loan loss
      provision for the nine-month period ending December 30, 2007 was $60,000
      compared to $45,000 for the prior comparable period, representing a 33.3%
      increase. The provision for all periods reflects management's analysis of the
      Company's loan portfolio based on the information which was available to the
      Company. Management meets on a quarterly basis to review the adequacy of the
      allowance for loan losses based on Company guidelines. Classified loans are
      reviewed by the loan officers to arrive at specific reserve levels for those
      loans. Once the specific reserve for each loan is calculated, management
      calculates general reserves for each loan category based on a combination of
      loss history adjusted for current national and local economic conditions, trends
      in delinquencies and charge-offs, trends in volume and term of loans, changes
      in
      underwriting standards, and industry conditions. While the Company cannot assure
      that future chargeoffs and/or provisions will not be necessary, the Company's
      management believes that, as of December 31, 2007, its allowance for loan losses
      was adequate.




19




FIRST
      ROBINSON FINANCIAL CORPORATION


Management’s
      Discussion and Analysis or Plan of Operation




**Non-interest
      Income**





Non-interest
      income categories for the three and nine-month periods ended December 31, 2007
      and 2006 are shown in the following table:





Three Months EndedDecember 31,2007
            
            2006
            
            % Change(In
                thousands)Non-interest
                income:Charges
                and fees on deposit accounts
            
            $
            226
            
            $
            221
            
            
            2.3
            %Charges
                and other fees on loans
            
            
            34
            
            
            7
            
            
            385.7Net
                gain on sale of loans
            
            
            37
            
            
            26
            
            
            42.3Other
            
            
            97
            
            
            72
            
            
            34.7Total
                Non-Interest Income
            
            $
            394
            
            $
            326
            
            
            20.9
            %




Nine Months EndedDecember 31,2007
            
            
            2006
            
            
            % Change(In thousands)Non-interest
                income:Charges
                and fees on deposit accounts
            
            $
            688
            
            $
            640
            
            
            7.5
            %Charges
                and other fees on loans
            
            
            91
            
            
            20
            
            
            355.0Net
                gain on sale of loans
            
            
            92
            
            
            73
            
            
            26.0Net
                gain on sale of foreclosed property
            
            
            3
            
            
            —
            
            
            —Other
            
            
            298
            
            
            214
            
            
            39.3Total
                Non-Interest Income
            
            $
            1,172
            
            $
            947
            
            
            23.8
            %





Charges
      and fees on deposit accounts increased $5,000 for the three-month and $48,000
      for the nine-month periods ended December 31, 2007 versus the same periods
      in
      2006. This increase is primarily from overdraft and insufficient funds fees.
      Charges and other fees on loans increased in both the three and nine-month
      periods ending December 31, 2007, by $27,000 and $71,000, respectivley, when
      compared to the same periods in 2006 due to an increase in the commissions
      received on the sale of credit life and accident and health insurance.





The
      increase of $11,000 for the quarter ended December 31, 2007 and $19,000 for
      the
      nine-months ended December 31, 2007, in gains on the sale of loans, resulted
      primarily from an increase in the amount of loans sold when comparing 2007
      to
      2006. For the three-months ended December 31, 2007, the Company sold $2.3
      million in mortgage loans versus $1.3 million in the comparable period of 2006.
      The Company sold $2.4 million, or 68.3%, more in loans for the nine-month period
      ending Decmeber 31, 2007 when compared to the same period in 2006.





Other
      income consists of normal recurring fee income such as commissions from
      PrimeVest Investment Services, our investment brokerage service, the cash value
      of life insurance, ATM/Debit card interchange income and fees, and safe deposit
      box rent, as well as other income that management classifies as non-recurring.
      Other income increased $25,000 and $84,000, respectively, in the three and
      nine-month periods ended December 31, 2007 versus the same period of 2006.
      The
      primary driver behind the increases in the three and nine-month periods can
      be
      attributed to the increase in commission received from the sale of annuities
      and
      other investments by our PrimeVest bokerage service.




20




FIRST
      ROBINSON FINANCIAL CORPORATION


Management’s
      Discussion and Analysis or Plan of Operation




**Non-interest
      Expense**





Non-interest
      expense categories for the three and nine-month periods ended December 31,
      2007,
      and 2006 are shown in the following table:





Three Months EndedDecember 31,2007
            
            2006
            
            % Change(In thousands)Non-interest
                expense:Compensation
                and employee benefits
            
            $
            537
            
            $
            529
            
            
            1.5
            %Occupancy
                and equipment
            
            
            157
            
            
            138
            
            
            13.8Data
                processing
            
            
            59
            
            
            64
            
            
            (7.8
            )Audit,
                legal and other professional
            
            
            51
            
            
            37
            
            
            37.8Advertising
            
            
            26
            
            
            32
            
            
            (18.8
            )Telephone
                and postage
            
            
            24
            
            
            23
            
            
            4.3Other
            
            
            153
            
            
            126
            
            
            21.4Total
                Non-Interest Expense
            
            $
            1,007
            
            $
            949
            
            
            6.1
            %




Nine Months EndedDecember 31,2007
            
            2006
            
            % Change(In thousands)Non-interest
                expense:Compensation
                and employee benefits
            
            $
            1,637
            
            $
            1,474
            
            
            11.1
            %Occupancy
                and equipment
            
            
            461
            
            
            404
            
            
            14.1Foreclosed
                property expense
            
            
            2
            
            
            1
            
            
            100.0Data
                processing
            
            
            161
            
            
            161
            
            
            —Audit,
                legal and other professional
            
            
            141
            
            
            106
            
            
            33.0Advertising
            
            
            89
            
            
            91
            
            
            (2.2
            )Telephone
                and postage
            
            
            71
            
            
            69
            
            
            2.9Net
                loss on sale of foreclosed property
            
            
            —
            
            
            2
            
            
            (100.0
            )Net
                loss on disposal of fixed assets
            
            
            4
            
            
            —
            
            
            —Other
            
            
            450
            
            
            394
            
            
            14.2Total
                Non-Interest Expense
            
            $
            3,016
            
            $
            2,702
            
            
            11.6
            %




Compensation
      and employee benefits increased by $8,000 when comparing the December 2007
      and
      2006 quarters primarily due to a $49,000 increase in salaries and a $34,000
      increase in contributions to the 401(k) plan offset by a $31,000 decrease
      relating to the Employee Stock Ownership Plan (“ESOP”), a $31,000 decrease in
      options exercised and a $20,000 decrease in expense relating to the director
      retirement plan. When comparing the nine months ended December 31, 2007 to
      the
      same period in 2006, there was a $163,000 increase in compensation and employee
      benefits. The largest contributing factors were a $124,000, or 12.0%, increase
      in salaries, a $27,000 increase in expense related to options exercised, and
      a
      $100,000 increase in contributions to the 401(k) plan. These increases are
      offset, in part, by a $99,000 decrease in expense related to the ESOP. As all
      shares are now allocated, the expense related to the ESOP should be minimal
      in
      the future. The increase in salaries can be attributed to an increase in
      miscellaneous raises and a 35% increase in the base pay of the PrimeVest
      representative.




21




FIRST
      ROBINSON FINANCIAL CORPORATION


Management’s
      Discussion and Analysis or Plan of Operation





Occupancy
      and equipment expense increased by $19,000 for the three-month period ending
      December 31, 2007 compared to December 31, 2006 and increased by $57,000 when
      comparing the nine-month periods ending December 31, 2007 to December 31, 2006.
      The
      largest contributing factor to the increase in occupancy and equipment expense
      is an increase in depreciation expense of $6,000 for the three-month period
      and
      $28,000 for the nine-month period.





Audit,
      legal and other professional fees increased primarily due to an increase in
      audit expense of $14,000 for the three-month period and $37,000 for the
      nine-month period. The previous three year engagement with the auditors expired
      and a new engagement letter was negotiated with a 28.2% annual increase plus
      charges for travel and other items not covered under the engagement.





Other
      expense includes miscellaneous operating expenses such as office supplies,
      ATM/Debit card interchange fees, check processing fees, loan expenses, federal
      deposit insurance premiums and assessments by the bank regulators among others.
      When comparing the December 31, 2007 quarter to the December 31, 2006 quarter,
      the increase of $27,000 in other expenses can be attributed, in part, to
      increases in expenses related to check processing costs, business entertainment
      expense and expenses associated with the new checking program, Reward Checking.
      The increase of $56,000 in other expenses in the nine-month period ending
      December 31, 2007 versus the same period in 2006 is, in part, the result of
      increases in expenses associated with the new checking program, Reward Checking,
      check processing costs, bounce protection program expenses and business
      entertainment expense.





**Income
      Tax Expense**





Income
      tax expense decreased $11,000, or 7.6%, for the three-month ending December
      31,
      2007, compared to the same period in 2006. Income tax expense for the nine-moth
      period decreased $62,000, or 13.6%, compared to the same period of 2006. Both
      decreases were attributed in part to decreased profitability. The combined
      state
      and federal income tax expense as a percentage of income before income tax
      expense increased to 33.8% during the three-month period of 2007 compared to
      33.0% during the same period in 2006. It decreased to 32.2% for the nine-months
      ended December 31, 2007 compared to 33.4% for the nine-month period ending
      December 31, 2006.




**Financial
      Condition**





Total
      assets of the Company increased by $15.1 million, or 13.5%, to $127.4 million
      at
      December 31, 2007 from $112.3 million at March 31, 2007. The increase in assets
      was primarily due to an increase of $8.5 million, or 12.0%, in loans, net,
      and
      an increase of $8.4 million, or 208.1%, in cash and cash equivalents offset,
      in
      part, by a $1.6 million, or 5.3%, decrease in available for sale
      securities.





The
      total
      increase in cash and cash equivalents was derived substantially from federal
      funds sold increasing by $6.7 million, or 600.3%, to $7.8 million at December
      31, 2007 from $1.1 million at March 31, 2007. This increase was primarily funded
      from increases in deposits and other borrowings.





Available-for-sale
      investment securities amounted to $29.5 million at December 31, 2007 compared
      to
      $31.1 million at March 31, 2007, a $1.6 million decrease. The decrease resulted
      from $3.8 million in repayments on mortgage-backed securities and the calling
      of
      $300,000 in municipals bonds partially offset by the purchase of $2.1 million
      in
      mortgage-backed securities, amortization of $31,000 of premiums and discounts
      on
      investments, and the $309,000 increase in the market valuation of the
      available-for-sale portfolio. The investment portfolio is managed to limit
      the
      Company's exposure to risk by investing primarily in mortgage-backed securities
      and other securities which are either directly or indirectly backed by the
      federal government or a local municipal government.





The
      Company's net loan portfolio increased by $8.5 million to $79.6 million at
      December 31, 2007 from $71.1 million at March 31, 2007. Gross loans increased
      by
      $8.4 million while undisbursed loan proceeds of closed–end lines of credit
      decreased by $185,000 and the allowance for loan losses increased by $31,000.
      Balances in all catagories of loans increased. Loans on one to four-family
      real
      estate increased by $3.4 million, or 9.3%; commercial business and agricultural
      finance loans increased $2.7 million, or 29.4%; commercial nonresidential real
      estate and farmland loans increased $1.7 million, or 11.5%; consumer and other
      loans increased $204,000, or 3.3%; construction and development loans increased
      $100,000, or 4.0%; loans to state and municpal governments increased $271,000,
      or 8.3%, and loans on multi-family properties increased $34,000, or 5.8%.




22




FIRST
      ROBINSON FINANCIAL CORPORATION


Management’s
      Discussion and Analysis or Plan of Operation




At
      December 31, 2007 the allowance for loan losses was $760,000, or 0.95%, of
      the
      net loan portfolio, which increased $31,000 from the allowance for loan losses
      at March 31, 2007 at $729,000, or 1.03%, of the net loan portfolio. During
      the
      first nine-months of fiscal 2008, the Company charged off $26,000 of loan
      losses, $22,000 of which were in consumer and other loans, and $4,000 pertained
      to one loan secured by a 1-4 family residential property. The chargeoffs of
      $22,000 were partially offset by $13,000 in recoveries, all in consumer and
      other loans. Management reviews the adequacy of the allowance for loan losses
      quarterly, and believes that its allowance is adequate; however, the Company
      cannot assure that future chargeoffs and/or provisions will not be necessary.
      See “Asset Quality” for further information on delinquencies.





The
      Company had no real estate properties held for sale as of December 31, 2007
      nor
      March 31, 2007. Foreclosed assets are carried at lower of cost or net realizable
      value.





Total
      deposits increased by $9.3 million, or 10.7%, to $96.0 million at December
      31,
      2007 from $86.8 million at March 31, 2007. The increase in total deposits was
      due to an increase of $5.5 million in savings, NOW, and money market accounts,
      an increase of $4.7 million in certificates of deposit offset by a decrease
      of
      $1.0 million in non-interest bearing demand deposits. The growth in certificates
      of deposit can be linked to two new types of certificates being offered, one
      for
      27 months and one for 54 months. The customer has one opportunity to adjust
      the
      rate being paid on their certificate during the term of the certificate to
      the
      current rate being offered. The increase in savings, NOW, and money markets
      can
      be primarily attributed to the popularity of the Company’s new checking account
      product “Reward Checking”. See “Business Strategy” for further information on
“Reward Checking”.




Other
      borrowings consisting entirely of repurchase agreements, increased $6.1 million,
      or 50.8% from $12.1 million at March 31, 2007 to $18.2 million at December
      31,
      2007. The obligations are secured by mortgage-backed securities and US
      Government agency obligations held in safekeeping at Independent Bankers Bank
      in
      Springfield, Illinois. At December 31, 2007, the average rate on the repurchase
      agreements was 3.14% compared to 4.34% at March 31, 2007. The rate on
      approximately $16.6 million of the repurchase agreements reprice daily. These
      agreements mature periodically within 24 months.





Advances
      from borrowers for taxes and insurance decreased by $48,000 from $129,000 at
      March 31, 2007 to $81,000 at December 31, 2007. Accrued income taxes payable
      increased $54,000. Accrued interest payable increased by $36,000 due to the
      rise
      in the outstanding balances of deposit accounts.





Stockholders'
      equity at December 31, 2007 was $11.6 million compared to $11.9 million at
      March
      31, 2007, a decrease of $332,000, or 2.8%. Factors relating to the reduction
      in
      stockholders’ equity are the repurchase of shares of First Robinson Financial
      stock in the amount of $1.2 million offset, by the issuance of $68,000 in shares
      due to the exercise of stock options. These decreases were offset, in part,
      by
      the increase of $510,000 in retained earnings relating to the addition of
      $826,000 in net income, offset by $316,000 in dividends declared and paid,
      an
      increase in additional paid-in-capital of $62,000 relating to the options
      exercised during the period and the increase of $193,000 in accumulated other
      comprehensive income due to the increase in the fair value of securities
      available for sale.





**Off-Balance
      Sheet Arrangements**





The
      Company has entered into performance standby and financial standby letters
      of
      credit with various local commercial businesses in the aggregate amount of
      $356,000. The letters of credit are collateralized and underwritten, as
      currently required by loan policy, in the same manner as any commercial loan.
      The advancement of any funds on these letters of credit is not
      anticipated.




**Liquidity
      and Capital Resources**





The
      Company’s 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.




23




FIRST
      ROBINSON FINANCIAL CORPORATION


Management’s
      Discussion and Analysis or Plan of Operation




Liquidity
      resources are used principally to meet outstanding commitments on loans, to
      fund
      maturing certificates of deposit and deposit withdrawals and to meet operating
      expenses. The Company anticipates no foreseeable problems in meeting current
      loan commitments **.** At
      December 31, 2007, outstanding commitments to extend credit, amounted to $14.1
      million (including $7.2 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 any foreseeable liquidity needs.





The
      Company maintains a $26.0 million line of credit with the FHLB, which can be
      accessed immediately. The Company regularly uses FHLB Letters of Credit as
      security for public unit deposits. The available line of credit with the FHLB
      is
      reduced by the amount of these letters of credit. As of December 31, 2007,
      $5.9
      million in FHLB letters of credit were pledged. The available line of credit
      with the FHLB is also reduced by $1.4 million for the credit enhancement reserve
      established as a result of the participation in the FHLB Mortgage Partnership
      Finance (“MPF”) program. The Company also maintains a $5.0 million revolving
      line of credit and a $600,000 revolving line of credit with Independent Banker’s
      Bank located in Springfield, Illinois. The Company has also established
      borrowing capabilities at the discount window with the Federal Reserve Bank
      of
      St. Louis.





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.





The
      Company and the Bank are subject to capital requirements of the federal bank
      regulatory agencies which require 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. Both the Bank and the Company are
      considered well-capitalized under federal regulations.




24




FIRST
      ROBINSON FINANCIAL CORPORATION


Management’s
      Discussion and Analysis or Plan of Operation




**Regulatory
      Capital**





At
      December 31, 2007, the Bank was in compliance with all of the aforementioned
      capital requirements as summarized below:





December 31, 2007(In
                thousands)Tier
                I Capital:Common
                stockholders’ equity
            
            $
            11,274Unrealized
                loss (gain) on securities available for sale
            
            
            6Less
                disallowed intangible assets
            
            
            (18
            )Total
                Tier I Capital
            
            
            11,262Tier
                II Capital:Total
                Tier I Capital
            
            
            11,262Qualifying
                allowance for loan losses and off-balance sheet credit
                exposure
            
            
            776Total
                Risk-Based Capital
            
            
            12,038Risk-weighted
                assets
            
            
            76,566Quarter
                average assets
            
            
            121,999




To be Well CapitalizedUnder the PromptFor Capital
            
            Corrective ActionActual
            
            Adequacy Purposes
            
            ProvisionsAmount
            
            Ratio
            
            Amount
            
            Ratio
            
            Amount
            
            RatioAs
                of December 31, 2007:Total
                Risk-Based Capital(to
                Risk-Weighted Assets)
            
            $
            12,038
            
            
            15.72
            %
            $
            6,125
            
            
            8.00
            %
            $
            7,657
            
            
            10.00
            %Tier
                I Capital(to
                Risk-Weighted Assets)
            
            
            11,262
            
            
            14.71
            
            
            3,063
            
            
            4.00
            
            
            4,594
            
            
            6.00Tier
                I Capital(to
                Average Assets)
            
            
            11,262
            
            
            9.23
            
            
            4,880
            
            
            4.00
            
            
            6,100
            
            
            5.00





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 June 27, 1997. In the unlikely 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. 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.




25




FIRST
      ROBINSON FINANCIAL CORPORATION




Item:
      3 **Controls
      and Procedures**





Any
      control system, no matter how well designed and operated, can provide only
      reasonable (not absolute) assurance that its objectives will be met.
      Furthermore, no evaluation of controls can provide absolute assurance that
      all
      control issues and instances of fraud, if any, have been detected.




**Disclosure
      Controls and Procedures**





The
      Company’s management, with the participation of the Company’s Chief Executive
      Officer and Chief Financial Officer, has evaluated the effectiveness of the
      Company’s disclosure controls and procedures (as such term is defined in Rules
      13a-15(e) and 15d-15(e) under the Exchange Act as of the end of the period
      covered by this report. Based upon that evaluation, the Company’s Chief
      Executive Officer and Chief Financial Officer have concluded that, as of
      December 31, 2007, the Company’s disclosure controls and procedures were
      effective to provide reasonable assurance that (i) the information required
      to
      be disclosed in this Report was recorded, processed, summarized and reported
      within the time periods specified in the SEC’s rules and forms, and (ii)
      information required to be disclosed by the Company in the reports that it
      files
      or submits under the Exchange Act is accumulated and communicated to Company’s
      management, including its principal executive and principal financial officers,
      or persons performing similar functions, as appropriate to allow timely
      decisions regarding disclosure.




**Internal
      Control Over Financial Reporting**





There
      have not been any changes in the Company’s internal control over financial
      reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the
      Exchange Act) during the fiscal quarter to which this report relates that have
      materially affected, or are reasonably likely to materially affect, the
      Company’s internal control over financial reporting.





Section
      404 of the Sarbanes-Oxley Act of 2002 requires that companies evaluate and
      annually report on their systems of internal control over financial reporting.
      The Company will begin the process of evaluating, documenting and testing their
      system of internal control over financial reporting to provide the basis for
      its
      report that is anticipated, for the first time, will be a required part of
      our
      annual report on Form 10-KSB for the fiscal year ending March 31, 2008. Due
      to
      the ongoing evaluation and testing of our internal controls, there can be no
      assurance that if any control deficiencies are identified they will be corrected
      before the end of the 2008 fiscal year, or that there may not be significant
      deficiencies or material weaknesses that would be required to be reported.
      In
      addition, the Company expects the evaluation process and any required
      remediation, if applicable, to increase accounting, legal and other costs and
      divert management resources from core business operations.




26




PART
      II
      OTHER INFORMATION





Item
              1.
            Legal
                Proceedings





None





Item
              2.
            Unregistered
                Sales of Equity Securities and Use of
                Proceeds




The
      following table provides information about purchases by the Company for the
      quarter ended December 31, 2007 regarding the Company’s common
      stock.





PURCHASES
      OF EQUITY SECURITIES BY COMPANY (1)


Period
              
              Total Number of
                Shares
                Purchased
              
              Average Price Paid
                per Share
              
              Total Number of
                Shares Purchased as
                Part of Publicly
                Announced Plans or
                Programs
              
              Maximum Number of
                Shares that May Yet
                Be Purchased Under
                the Plans or Programs10/1/2007
                  –
                10/31/2007
              
              
              739
              
              $
              33.75
              
              
              739
              
              14,56111/1/2007
                  –
                11/31/2007
              
              
              2,989
              
              
              33.65
              
              
              2,989
              
              11,57212/1/2007–
                12/30/2007
              
              
              —
              
              
              —
              
              
              —
              
              11,572Total
              
              
              3,728
              
              $
              33.67
              
              
              3,728
              
              11,572





(1)
      On
      January 16, 2007, the Board of Directors of First Robinson Financial Corporation
      approved a repurchase program of its equity stock. The announcement of the
      program was filed purusant to Form 8-K. Under the program, the Company was
      authorized to repurchase up to 25,000 shares of the Company’s common stock from
      time to time, in the open market, when deemed appropriate by management. The
      program approved January 16, 2007 expired with the completion of the purchase
      of
      all 25,000 shares on September 14, 2007. On September 18, 2007, the Board of
      Directors of First Robinson Financial Corporation approved another repurchase
      program of its equity stock. The Company may repurchase up to 25,000 shares
      of
      the Company’s outstanding common stock from time to time, in the open market,
      when deemed appropriate by management. The Program, approved September 18,
      2007,
      will expire the earlier of the completion of the repurchase of the 25,000 shares
      or September 17, 2008. A total of 14,028 shares have been repurchased in the
      open market as of February 1, 2008.





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





1.
            Exhibit
                31: Section 302 Certifications





2.
            Exhibit
                32: Section 906 Certification




27




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 FINANCIALCORPORATIONDate:
                February 13, 2008
            /s/
                Rick L. CattRick
                L. CattPresident
                and Chief Executive OfficerDate:
                February 13, 2008
            /s/
                Jamie E. McReynoldsJamie
                E. McReynoldsChief****Financial
                Officer and Vice President




28




EXHIBIT
      INDEX




**Exhibit No.**31.1
              
              Certification
                  by the CEO pursuant to Section 302 of the Sarbanes-Oxley Act of
                  200231.2
              
              Certification
                  by the CFO pursuant to Section 302 of the Sarbanes-Oxley Act of
                  200232
              
              Certifications
                  of the CEO and CFO pursuant to Section 906 of the Sarbanes-Oxley
                  Act of
                  2002
  29