FORM 10-Q
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                              ---------------------


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

                  For the quarterly period ended March 31, 1997

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

               For the transition period from ________ to ________

                          Commission file number 0-7638

                         FIRST MICHIGAN BANK CORPORATION
             (Exact name of registrant as specified in its charter)

                MICHIGAN                             38-2024376     
     (State or other jurisdiction of              (I.R.S. Employer
     incorporation or organization)                Identification No.)

                  One Financial Plaza, Holland, Michigan 49423
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code: (616) 355-9200




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

The number of shares outstanding of each of the issuers classes of common stock,
as of the latest  practicable  date:  26,475,960  shares of the Company's Common
Stock ($1 par value) were outstanding as of April 30, 1997.
<PAGE>
                                      INDEX



                                                                            Page
                                                                          Number

Part I.               Financial Information (unaudited):

              Item 1.
              Financial Statements                                           3
              Notes to Consolidated Financial Statements                     6

              Item 2.
              Management's Discussion and Analysis of
              Financial Condition and Results of Operations                  6

Part II.              Other Information                                     12

              Signatures                                                    14
<PAGE>
PART I.  FINANCIAL INFORMATION
Item 1.         Financial Statements
<TABLE>
CONSOLIDATED BALANCE SHEETS
                                                                    March 31,             December 31,            March 31,
                                                                      1997                    1996                  1996
                                                                     -----                   -----                 ----
                                                                                     (dollars in thousands)
<S>                                                                <C>                    <C>                  <C>
Assets
  Cash and due from banks                                          $  134,266            $  155,725            $  113,890
  Federal funds sold                                                      801                12,950                56,550
                                                                         
     Total cash and cash equivalents                                  135,067               168,675               170,440
  Interest bearing deposits with banks                                  2,216                 1,713                 3,789
  Securities:
    Available-for-sale                                                476,097               465,460               387,326
    Held-to-maturity (market values $266,051,
      $293,595 and $340,888 respectively)                             258,561               284,691               331,578
  Loans                                                             2,589,899             2,499,038             2,252,039
  Allowance for loan losses                                           (32,884)              (31,720)              (29,253)
  Premises and equipment                                               68,201                68,667                69,334
  Other assets                                                         67,186                63,909                59,504
                                                                  -----------           -----------           -----------
     Total assets                                                  $3,564,343            $3,520,433            $3,244,757
                                                                    =========             =========             =========

Liabilities and Shareholders' Equity
Deposits:
  Non-interest bearing                                            $   329,512           $   361,692           $   314,513
  Interest bearing:
    Savings and NOW accounts                                        1,006,412             1,011,153               920,771
    Time                                                            1,697,569             1,643,124             1,568,058
                                                                    ---------             ---------             ---------
      Total deposits                                                3,033,493             3,015,969             2,803,342
Short-term borrowings                                                 181,396               163,220               143,939
Other liabilities                                                      40,848                37,563                35,410
Long-term debt                                                         29,537                29,537                 5,383
                                                                  -----------           -----------           -----------
     Total liabilities                                              3,285,274             3,246,289             2,988,074
                                                                    ---------             ---------             ---------

Shareholders' equity:
  Preferred stock - no par value; 1,000,000
    shares authorized                                                    --                    --                    --
  Common stock - $1 par value; 50,000,000
   shares authorized; issued and outstanding:
   26,407,079, 26,304,157 and 18,850,726 respectively                  26,407                26,304                18,851
  Surplus                                                             165,547               163,828               145,899
  Retained earnings                                                    89,350                83,374                91,988
  Securities valuation, net of tax                                     (2,235)                  638                   (55)
                                                                   ----------           ------------        ------------- 
     Total shareholders' equity                                       279,069               274,144               256,683
                                                                    ---------            ----------            ----------
     Total liabilities and shareholders' equity                    $3,564,343            $3,520,433            $3,244,757
                                                                   ==========            ==========             =========
</TABLE>
<PAGE>
<TABLE>
CONSOLIDATED STATEMENTS OF INCOME
                                                                                     Three months ended March 31,
                                                                                    1997                     1996
                                                                                    ----                     ----
                                                                               (in thousands, except for per share data)
<S>                                                                                <C>                        <C>
Interest Income
  Interest and fees on loans                                                        $59,210                   $52,912
  Interest on securities:
    Taxable                                                                           8,627                     7,331
    Tax-exempt                                                                        3,119                     3,258
  Other interest income                                                                 397                     1,270
                                                                                   --------                   -------
     Total interest income                                                           71,353                    64,771
                                                                                     ------                    ------
Interest Expense
  Interest on deposits                                                               31,997                    29,826
  Interest on short-term borrowings                                                   2,163                     1,454
  Interest on long-term debt                                                            499                       133
                                                                                   --------                  --------
     Total interest expense                                                          34,659                    31,413
                                                                                     ------                    ------
Net Interest Income                                                                  36,694                    33,358
  Provision for loan losses                                                           3,488                     2,372
                                                                                     ------                   -------
     Net interest income after provision for loan losses                             33,206                    30,986
                                                                                     ------                    ------
Non-Interest Income
  Service charges on deposits                                                         3,570                     3,254
  Trust income                                                                        2,274                     2,020
  Other operating income                                                              4,681                     3,333
  Securities gains                                                                      121                        16
                                                                                    -------                   -------
     Total non-interest income                                                       10,646                     8,623
                                                                                     ------                    ------
Non-Interest Expense
  Salaries and employee benefits                                                     15,342                    14,658
  Occupancy                                                                           1,901                     1,841
  Equipment                                                                           1,840                     1,664
  Other operating                                                                     9,842                     8,370
                                                                                     ------                    ------
     Total non-interest expense                                                      28,925                    26,533
                                                                                     ------                    ------
Income Before Income Taxes                                                           14,927                    13,076
  Income taxes                                                                        4,198                     3,497
                                                                                     ------                    ------
Net Income                                                                          $10,729                   $ 9,579
                                                                                     ======                    ======
Net income per share                                                                   $.40                      $.36
Cash dividends declared per share                                                       .18                       .15
Average shares outstanding (in thousands)                                            26,884                    26,746
</TABLE>
<PAGE>
<TABLE>
CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands)
                                                                                              Three months ended March 31,
                                                                                           1997                       1996
<S>                                                                                       <C>                     <C>
Cash Flow From Operating Activities
  Net income                                                                             $  10,729               $   9,579
                                                                                          --------                --------
  Adjustments to reconcile net income to net cash provided by
      operating activities:
      Provision for loan losses                                                              3,488                   2,372
      Origination of loans for sale in secondary market                                    (39,153)                (73,259)
      Proceeds from sale of loans in secondary market                                       39,480                  73,496
      Gain on sale of loans                                                                   (327)                   (237)
      Mortgage servicing rights                                                               (346)                     --
      Net Realized securities gains                                                           (121)                    (16)
      Provision for depreciation, amortization and accretion                                 1,967                   1,373
      Deferred income taxes                                                                   (407)                    (47)
      Increase in interest receivable                                                       (1,680)                 (1,988)
      Increase in interest payable                                                             580                     831
      Other - net                                                                            3,161                    (869)
                                                                                           -------                 -------
      Total adjustments                                                                      6,642                   1,656
                                                                                           -------                 -------
        Net cash provided by operating activities                                           17,371                  11,235
                                                                                           -------                 -------
Cash Flows From Investing Activities
Net (increase) decrease in interest bearing deposits with banks                               (503)                  1,572
Purchase of securities available-for-sale                                                  (72,541)               (107,546)
Proceeds from sales of securities available-for-sale                                        33,681                     --
Proceeds from maturities and prepayments of securities available-for-sale                   23,956                  44,257
Purchase of securities held-to-maturity                                                       (873)                 (4,193)
Proceeds from maturities and prepayments of securities
  held-to-maturity                                                                          27,299                  25,164
Net increase in loans                                                                      (92,880)                (36,500)
Purchase of premises and equipment and other assets                                         (1,905)                 (2,930)
                                                                                           -------                  -------
        Net cash used in investing activities                                              (83,766)                (80,176)
                                                                                           -------                 -------
Cash Flows From Financing Activities
Net increase (decrease) in non-interest bearing demand and
  savings deposits and NOW accounts                                                        (36,921)                  4,182
Net increase (decrease) in time deposits                                                    54,445                 (14,531)
Net increase in short-term borrowings                                                       18,176                   9,616
Repayment of long-term debt                                                                     --                    (295)
Cash dividends and fractional shares                                                        (4,735)                 (3,830)
Proceeds from sales of stock                                                                 1,822                   1,636
Common stock repurchased                                                                        --                  (2,665)
                                                                                           -------                 -------
        Net cash provided by (used in) financing activities                                 32,787                  (5,887)
                                                                                           -------                 -------
Decrease in Cash and Cash Equivalents                                                      (33,608)                (74,828)
Cash and Cash Equivalents, at Beginning of Period                                          168,675                 245,268
                                                                                           -------                 -------
Cash and Cash Equivalents, at End of Period                                               $135,067                $170,440
                                                                                           =======                 =======
</TABLE>
<PAGE>
Notes to Consolidated Financial Statements
The accompanying  unaudited consolidated financial statements have been prepared
in  accordance  with  generally  accepted  accounting   principles  for  interim
financial  information and with the  instructions to Form 10-Q and Rule 10-01 of
Regulation  S-X.  Accordingly,  they do not include all of the  information  and
footnotes  required by generally  accepted  accounting  principles  for complete
financial statements.

1.   In the opinion of  management of the Company,  the  unaudited  consolidated
     financial statements  contained herein include all adjustments  (consisting
     of  only  normal  recurring  accruals)  necessary  to  present  fairly  the
     consolidated  financial position of the Company as of March 31, 1997, March
     31, 1996 and December 31, 1996 and  consolidated  results of operations and
     cash flows for the three months ended March 31, 1997 and 1996.

2.   The results of operations for the three months ended March 31, 1997 are not
     necessarily indicative of the results to be expected for the full year.

3.   The accompanying unaudited consolidated financial statements should be read
     in  conjunction  with  the  Notes  to  Consolidated   Financial  Statements
     contained  in the  Registrant's  Form 10-K for the year ended  December 31,
     1996.

Item 2.  Management's Discussion and Analysis of Financial Condition and Results
of Operations - Interim Financial Statements
The following is a discussion of First Michigan Bank Corporation's ("Company's")
results of  operations  for the three months ended March 31, 1997 and 1996,  and
also  provides  information  relating  to  the  Company's  financial  condition,
focusing on its liquidity and capital resources.

On May 5, 1997, the Company and Huntington Bancshares  Incorporated,  a Maryland
corporation and a registered bank holding company  ("Huntington"),  entered into
an Agreement and Plan of Merger and a Supplemental Agreement (collectively,  the
"Merger Agreements")  pursuant to which the Company will be merged with and into
Huntington (the "Merger").  As a result of the Merger, each outstanding share of
the  Company's  common  stock will be converted  into 1.05 shares of  Huntington
common stock. The Merger is conditioned upon, among other things,  approval by a
two-thirds majority vote of the shareholders of both Huntington and the Company,
and receipt of certain regulatory approvals.

Net income of  $10,729,000  for the three months ended March 31, 1997  increased
12.0% from the  $9,579,000  earned during the three months ended March 31, 1996.
Earnings per share for the first quarter 1997 were $.40 versus $.36 for the same
period  in  1996.  The  increase  in  earnings  is  primarily   attributable  to
improvements in net interest income and non-interest income. Offsetting this, in
part, were increases in the provision for loan losses and non-interest  expense.
These changes are addressed in the analyses that follow.
<TABLE>
Net Interest Income                                          First Quarter
-------------------
(in thousands)                                            1997            1996
                                                         ------           -----
<S>                                                     <C>              <C>
Interest income                                         $71,353          $64,771
Interest expense                                         34,659           31,413
                                                         ------           ------
Net interest income                                     $36,694          $33,358
                                                         ======           ======
</TABLE>
The Company's first quarter 1997 net interest income of $36,694,000 increased by
$3,336,000  (10.0%) when  compared with the same period of 1996. As shown in the
following  table,  in the first  quarter  of 1997 the rate on  interest  earning
assets at 8.87% was up four basis  points from the  year-ago  period,  while the
rate for interest bearing liabilities also increased four basis points from 4.80
to 4.84.  These  changes  resulted  in an  unchanged  interest  spread.  The net
interest  margin  dropped by one basis point between the periods as the relative
volume of free funds declined  slightly.  The following table shows a comparison
of  average  volumes,  effective  yields  earned,  and  rates  paid  during  the
comparable periods.
<PAGE>
<TABLE>
                                     TABLE 1

                  INTEREST EARNING ASSETS AND INTEREST BEARING
                         LIABILITIES BY MAJOR CATEGORIES
                             March 31, 1997 and 1996


                                                           ------------------------First Quarter Averages---------------------
                                                                Volumes In Thousands                       Yield Earned/
                                                                    of Dollars                              Rate Paid
                                                            1997                  1996                   1997         1996
                                                            ----                  ----                   ----         ----
<S>                                                        <C>                   <C>                     <C>          <C>
Interest Earning Assets
  Loans                                                    $2,544,086            $2,237,100               9.44%        9.53%
  Securities:
     Taxable                                                  546,581               484,771               6.29         6.03
     Tax-exempt                                               201,536               206,805               9.28         9.36
  Short-term investments                                       30,957                93,471               5.21         5.47
                                                          -----------           -----------
      Total interest earning assets                         3,323,160             3,022,147               8.87         8.83
                                                            ---------             ---------

Interest Bearing Liabilities
  Savings deposits                                          1,005,951               903,926               3.14         2.83
  Time deposits                                             1,694,313             1,585,349               5.79         5.95
  Short-term borrowings                                       173,088               138,001               5.03         4.23
  Long-term debt                                               29,537                 5,465               6.76         9.71
                                                          -----------           -----------
    Total interest bearing liabilities                      2,902,889             2,632,741               4.84         4.80
                                                            ---------             ---------
Interest spread                                           $   420,271           $   389,406               4.03%        4.03%
                                                           ==========            ==========               ====         ====
Net interest income margin                                                                                4.64%        4.65%
                                                                                                          ====         ====
</TABLE>
Average yields in the above table have been adjusted to a tax-equivalent  basis,
and are computed using amortized cost for the securities portfolio. Non-accruing
loans are not  significant  for the periods  presented  and are  included in the
average loan volumes above.
<PAGE>
Interest Earning Assets/ Interest Income
Interest income for the first quarter of 1997 increased  $6,582,000 (10.2%) from
the first  quarter of 1996.  This is due to the  increase  in average  volume of
earning  assets  during the first  quarter  1997 versus 1996 coupled with a four
basis point  increase in average  yield on the  earning  assets  between the two
periods as indicated in the previous  table.  Average  quarterly  volumes in the
loan portfolio increased 13.7% from those of the first quarter 1996.  Commercial
and installment  loans showed double digit average volume  percentage  increases
versus  the  prior  year  period  averages.  Considerable  strength  was seen in
commercial  lending and was due primarily to the continuing  economic  health of
the Company's  marketplace.  The relative  growth in loans as a percent of total
interest  earning assets (from 74.0% for the first quarter of 1996 and 76.5% for
the first  quarter of 1997)  prompted  the four basis point  increase in average
yield.

Short term  investments  consisting  almost  exclusively  of federal  funds sold
declined in response to the strong loan portfolio growth.  Investment securities
increased at a modest 8.2% rate from period to period.  The overall yield of the
securities  portfolio  remained  essentially  constant,  increasing  seven basis
points to 7.09% for the first quarter 1997.

Interest Bearing Liabilities/Interest Expense
The average volume of interest  bearing  liabilities  increased by  $270,148,000
when compared to the first quarter  1996.  The overall  increase in deposits was
approximately  evenly balanced between time deposits and the savings  categories
at  $108,964,000  and  $102,025,000  respectively.  Time deposit growth occurred
primarily in large  certificates of deposit.  Regular savings accounts reflected
the bulk of the average  savings  balance  increase at 19% over the prior year's
quarter. The average rate paid on short-term borrowings increased as the Company
made greater use of Federal  Home Loan Bank  advances  during the first  quarter
1997.  The average  rate on long term debt  reflects a decrease  with the August
1996  conversion  of a  stand-by  loan  to  a  term  loan  bearing  interest  at
seven-tenths of a percent over the daily federal funds rate. The overall rate on
quarterly average interest bearing liabilities increased 4 basis points to 4.84%
in this quarter from the first quarter 1996 average rate of 4.80%.

Asset/Liability Management
The Company maintains an  asset/liability  management process whereby strategies
are developed and  implemented  to maintain the proper level of liquidity  while
maximizing net interest  income and minimizing the impact on earnings from major
interest rate changes.  Particular attention is placed on the Company's interest
sensitivity,  which is the degree net interest income is affected by a change in
market interest rates. Monitoring the balance of assets and liabilities that are
rate  sensitive  within  90 days and one  year is a  continuing  aspect  of this
process. When a cumulative rate sensitive ratio of 1.00 is maintained,  both the
interest  income and the  interest  expense  increase  or decline in tandem with
changes in market  interest  rates,  with the net interest income of the Company
not changing significantly as a direct result.

Liquidity  is  monitored  in  order  to meet the  needs  of  customers,  such as
depositors  withdrawing funds or borrowers requesting funds to meet their credit
needs. The Company's current internal and external sources of funds are adequate
to meet its liquidity needs.

Deposit gathering is a principal source of funds for the Company. Development of
consumer deposits is achieved by paying  competitive rates and by maintaining an
active  marketing  program.  Larger  certificates  of deposit,  issued to public
authorities  and the private sector,  also provide an important  source of funds
for the Company.  These  certificates  of deposit are purchased  primarily  from
within the Company's market areas and are considered a reliable source of funds.
The Company also purchases  brokered  certificates of deposit (CDs) from time to
time for varying periods of up to three years. Such purchases,  when they occur,
are made within established Company guidelines.  Current balances
<PAGE>
represent  approximately 4% of large CDs and less than 1% of total deposits. The
Company made no brokered CD purchases during the first quarter of 1997.

Another principal source of funds derives from routine payments on loans and the
maturities  of loans and  securities.  The  Company's  securities  portfolio  is
invested almost exclusively in investment grade issues, and, as discussed in the
next section, the Company continues to have a high-quality loan portfolio.  As a
result,  payments and  maturities on these assets are also a reliable  source of
funds.

Externally,  the Company has the ability to enter the federal  funds market as a
purchaser  to meet daily  liquidity  needs.  In  addition,  the  Company has the
ability to enter into funding arrangements with other financial institutions.
<TABLE>
Allowance for Loan Losses                                  First Quarter
-------------------------
(in thousands)                                          1997            1996
                                                      -------          ------
<S>                                                   <C>             <C>
Balance, at beginning of period                       $31,720         $28,031
Provision for loan losses                               3,488           2,372
Loans charged-off                                      (2,765)         (2,007)
Recoveries of loans previously charged-off                441             857
                                                      -------         -------
Balance, at end of period                             $32,884         $29,253
                                                       ======          ======
</TABLE>
The provision for loan losses increased  $1,116,000 for the first quarter versus
the 1996  period.  The  increased  provision  for the first  quarter  1997 is in
response both to the growth in loan  portfolio  volume and the  relatively  high
volume of loans charged off,  beginning in the third quarter of 1996.  While the
first  quarter 1997  charge-offs  are  considerably  higher than the  comparable
year-ago period,  the total reflects a decline from the preceding  quarter.  The
Company has centralized  the consumer loan  collection  function and anticipates
improvement in collection  efforts and corresponding  reductions in the relative
level of net charge-offs.

In assessing the adequacy of the loan loss allowance,  management considers many
factors,  including  changes in the type and volume of the loan portfolio,  past
loan loss  experience,  existing and anticipated  economic  conditions and other
factors that might be pertinent.  The amount actually provided in any period may
be more or less than actual net loan  charge-offs  for that period.  The reserve
for loan losses as a percent of loans at March 31, 1997 is 1.27%, unchanged from
the December 31, 1996 ratio.

Net charge-offs in the first quarter 1997 increased  $1,174,000  compared to the
first quarter 1996. Net  charge-offs  as a percent of average loans  outstanding
during  the  quarter  were .37% for the first  quarter of 1997 and .21% in 1996.
This ratio is within the range of management's  expectations and is considered a
reflection  of  prudent  lending  practices.  Non-accrual,  past  due 90 day and
renegotiated loans, along with other real estate, in total were .57% and .58% of
total loans outstanding at March 31, 1997 and March 31, 1996  respectively.  The
Company has compared  favorably  with the banking  industry  nationwide in these
credit ratios.

Following are the balances  constituting the  nonperforming  assets and loans 90
days past due and still accruing as of the end of the respective periods.
<PAGE>
<TABLE>
                                                                 March 31,
                                                           1997            1996
<S>                                                      <C>              <C>
Non-accrual loans                                        $6,852           $6,010
Renegotiated loans                                        1,177              756
Other real estate owned                                     450            1,833
                                                         ------            -----
   Total nonperforming assets                            $8,479           $8,599
                                                          =====            =====

    Loans 90 days past due                               $6,171           $4,521
                                                          =====            =====

Non-interest Income                                              First Quarter
(in thousands)                                           1997             1996
  Total                                                 $10,646           $8,623
                                                         ======            =====
</TABLE>
Non-interest  income,  which includes service charges on deposit accounts,  loan
fees,  trust  and  investment   management  fees,  other  operating  income  and
securities  transactions,  increased  $2,023,000 (23.5%) during the three months
ended  March  31,  1997  compared  to the  same  period  in  1996.  Overall  the
non-interest  income increases were seen in most major other income  categories.
The largest  increases  were seen in investment  products  revenues  ($425,000),
service charges on deposits  ($317,000) and trust income ($254,000).  Investment
products income increases reflect the Company's  emphasis on expanding  existing
and new  customer  relationships  through  offering  a  variety  of  alternative
investments.   Service  charges  increased  with  the  volume  of  deposits  and
standardization  of fee schedules  and  procedures  among the Company's  banking
subsidiaries,  which began in 1996.  Trust income  reflected  growth in employee
benefit  and  personal  trust  balances  versus the first  quarter of 1996.  The
balance of the other income increase  originates from improvements in other loan
fees, title insurance and credit insurance revenues.
<TABLE>
Non-interest Expense                                           First Quarter
(in thousands)                                           1997             1996
<S>                                                     <C>              <C>
  Total                                                 $28,925          $26,533
                                                         ======           ======
</TABLE>
Non-interest  expense  increased  $2,392,000  (9.0%)  when  comparing  the first
quarter of 1997 with 1996. Of the total  non-interest  expense  increase,  other
expenses  contributed to the majority (60%) of this  increase.  Other  operating
expense  increases  occurred  in  professional   services,   advertising,   loan
processing and software which are primarily related to the advancement of retail
strategies.  Equipment  increases  resulted  from the  expense  of  depreciation
associated with the investment in retail delivery systems.

The 4.7%  increase  in salary and  benefits  expense in the first  quarter  1997
versus  1996 is due  primarily  to  annual  merit  increases  along  with a 4.8%
increase  in  staffing.  These  increases  were  offset,  in  part,  by a slight
reduction in the provisions for performance based compensation.
<TABLE>
Income Tax Expense                                             First Quarter
(in thousands)                                           1997           1996
<S>                                                      <C>           <C>
  Total                                                  $4,198        $3,497
                                                          =====         =====
</TABLE>
Fluctuations  in income  taxes  result  primarily  from  changes in the level of
profitability  and  variations  in the amount of  tax-exempt  income.  The 14.2%
increase in pre-tax  income and  decline in  tax-exempt  income  account for the
increased income tax expense between the periods. The level of tax-exempt income
in the first quarter 1997 declined by approximately $115,000 from 1996.
<PAGE>
Capital
Following is a statement of changes in shareholders'  equity for the three month
period ended March 31, 1997 (in thousands):
<TABLE>
  <S>                                                                       <C>
  Shareholders' Equity at December 31, 1996                                 $274,144
  Net income                                                                  10,729
  Shares issued upon exercise of employee stock option plans                     368
  Shares issued under dividend reinvestment and employee and
    director stock purchase plans                                              1,454
  Dividends to shareholders                                                   (4,753)
  Change in securities valuation, net of tax                                  (2,873)
                                                                            --------
  Shareholders' Equity at March 31, 1997                                    $279,069
                                                                             =======
</TABLE>
Shareholder's equity is the Company's principal capital base and it is important
that it  increase  along with the growth in total  assets in order for  adequate
capital  ratios to be  maintained.  The ratio of equity to total assets at March
31, 1997 was 7.8%, unchanged from the December 31, 1996 ratio.

The Federal  Reserve Board provides  guidelines  for the  measurement of capital
adequacy of bank holding  companies.  The Company's  capital,  as adjusted under
these  guidelines,  is referred to as risk-based  capital.  The Company's Tier 1
risk-based  capital  ratio  at March  31,  1997 was  9.80%,  unchanged  from the
December 31, 1996 level,  and the total  risk-based  capital ratio was 11.11% at
March 31, 1997, compared to 11.14% at December 31, 1996. Minimum regulatory Tier
1 risk-based and total risk-based capital ratios under the Federal Reserve Board
guidelines are 4% and 8% respectively.

These same  capital  ratios  are  applied  at the  subsidiary  bank level by the
Federal  Deposit  Insurance  Corporation  under which a bank is  categorized  as
well-capitalized  under the regulatory framework for prompt corrective action as
one with at least a 10% risk-based  capital level. All Company  subsidiary banks
met this definition at March 31, 1997 and December 31, 1996.

The capital guidelines also provide for a standard to measure risk-based capital
to total  assets.  This is  referred to as the  leverage  ratio.  The  Company's
leverage ratio at March 31, 1997 was 7.73%. The minimum standard  leverage ratio
is 3%, and virtually all financial  institutions  subject to these  requirements
are expected to maintain a leverage ratio of 1 to 2 percentage  points above the
3% minimum.

In  addition  to  shareholders'  equity,  the  Company  had  long-term  debt  of
$29,537,000 at March 31, 1997 and at December 31, 1996.

New Accounting Pronouncements
In June 1996, the Financial  Accounting Standards Board (FASB) issued Statement
of Financial  Accounting Standards (SFAS) No. 125, "Accounting for Transfers and
Servicing of Financial Assets and Extinguishments of Liabilities." The Statement
provides consistent  standards for distinguishing  transfers of financial assets
that are sales from  transfers  that are  borrowings  and for  derecognition  of
liabilities  that have been  extinguished.  This  Statement  also  requires that
liabilities  and  derivatives  incurred  or  obtained  as part of a transfer  be
measured  initially  at fair  value.  SFAS No. 125 also  amends  SFAS No. 122 to
provide further  guidance on measurement of servicing  rights relating to assets
transferred.   The   Statement  is  effective  for   transfers,   servicing  and
extinguishments occurring
<PAGE>
after December 31, 1996, except for certain provisions which are effective after
December 31, 1997.  Adoption of the  accounting  provisions of this standard has
not had a material effect upon the Company's  financial  condition or results of
operations.

In February  1997,  the FASB issued SFAS No.  128,  "Earnings  per Share."  This
Statement  establishes standards for computing and presenting earnings per share
("EPS")  and  simplifies  the  standards  previously  found in APB  Opinion  15,
"Earnings per Share," which has been superseded. It replaces the presentation of
"primary" and "fully  diluted" EPS with a presentation  of "basic" and "diluted"
EPS.  Basic EPS  excludes  dilution  and is  computed  by  dividing  net  income
available to common  shareholders  by  weighted-average  number of common shares
outstanding for the period.  Diluted EPS is computed  similarly to fully diluted
SPE pursuant to APB No. 15. SFAS No. 128 is  effective  for the Company for both
interim  and annual  periods  ending  after  December  15,  1997,  and  requires
restatement of all prior period EPS data presented.  Earlier  application is not
permitted.  Had the Company been required to present EPS data in compliance with
the new  Statement,  basic  and  diluted  EPS  would  have  been  $.41  and $.40
respectively, for the quarter ended March 31, 1997.
<PAGE>
                          PART II - OTHER INFORMATION


Item 6.  Exhibits and Reports on Form 8-K

(a)  Exhibits.
       See exhibit index on page 16.

(b)  Reports on Form 8-K
       There were no reports on Form 8-K filed during the first quarter 1997.






<PAGE>
                                   SIGNATURES



Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly caused this  Quarterly  Report on Form 10-Q for the quarter
ended March 31, 1997 to be signed on its behalf by the undersigned hereunto duly
authorized.



                                        FIRST MICHIGAN BANK CORPORATION

                                        /s/ Larry D. Fredricks
                                        Larry D. Fredricks
                                        (Executive Vice President and Chief
                                         Financial Officer)



                                        /s/ William F. Anderson
                                        William F. Anderson
                                        (Vice President and Controller)




DATE:   May 9, 1997
<PAGE>
                                  EXHIBIT INDEX



The following exhibits are filed herewith.



  Exhibits                                                            Page


   (11)       Computation of Earnings Per Share                        15


<PAGE>
<TABLE>
                                                           Part I, Exhibit (11)



                        COMPUTATION OF EARNINGS PER SHARE
                         FIRST MICHIGAN BANK CORPORATION


                                                                        Three Months Ended March 31,
                                                                  (In thousands, except per share amounts)
                                                                              1997                        1996
                                                                            --------                    -------
<S>                                                                        <C>                         <C>
Average shares outstanding                                                 26,369.5                    26,354.8
Net effect of the assumed exercise of stock options
 (based on the treasury stock
  method using higher of either ending or average)                            514.2                       391.3
                                                                          ---------                   ---------
     Total shares                                                          26,883.7                    26,746.1
                                                                           ========                    ========
  Net income                                                               $ 10,729                     $ 9,579
                                                                           ========                     =======
  Per share amount                                                            $ .40                       $ .36
                                                                              =====                       =====

</TABLE>