U.S. SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549

                                FORM 10-QSB

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


For the quarter ended September 30,1999 Commission file number  0-5559
                     ------------------                        --------

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


          Texas                                      74-1502313
    ----------------                            ------------------
 (State  or other jurisdiction of        (I.R.S. Employer Identification
  incorporation or organization)          No.)


     800 Washington Avenue, Waco, Texas                76701
    ------------------------------------             ----------
    (Address of principal executive offices)         (Zip Code)


Registrant's  telephone number, including area  code   (254) 757-2424
                                                      -----------------

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 shorter period that the registrant was required to  file
such   reports),  and  (2)  has  been  subject  to  such   filing
requirements for the past 90 days.

Yes         X            No
     -----------           --------------- .

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

      Common Stock, No Par Value                   173,528
      ---------------------------                ----------
              (Class)                  (Outstanding at November 15, 1999)


<PAGE>

                           FORM 10-QSB

                   FIRST FINANCIAL CORPORATION
                       SEPTEMBER 30, 1999



                              INDEX


Part I Financial Information                      Page No.

     Item 1.   Financial Statements

               Consolidated Balance Sheet as of           1
               September 30,  1999

               Consolidated  Statements   of   Income     2
               for the Three-Months and Nine-Months
               ended September 30, 1999 and 1998

               Consolidated Statements of Cash
               Flow for the Nine-Months
               ended September 30, 1999 and 1998          3

               Notes to Consolidated Financial
               Statements                                 4-5

     Item 2.   Management's Discussion and Analysis
               of Results of Operations and Financial     5-9
               Condition


Part II Other Information

     Item 1.   Legal Proceedings                          9

     Item 6.   Exhibits and Reports on Form
                      8-K                                 9



<PAGE>

                   First Financial Corporation
                   Consolidated Balance Sheet
                      September 30, 1999
                        (Unaudited)



        Assets
        ------
Cash and cash equivalents                                     $    1,208,280
Restricted cash                                                      654,026
Accounts receivable                                                1,313,494
Marketable investment securities                                     330,422
Real estate held for investment,at cost                              444,000
Mortgage loans                                                       798,236
Investment in and advances to
  affiliated companies                                               412,502
Property and equipment                                             1,018,394
Other assets                                                         972,012
                                                                    --------
            Total Assets                                      $    7,151,366
                                                                  ===========
   Liabilities and Stockholders' Equity
  --------------------------------------
Notes payable                                                            -
Estimated reserve for losses under servicing
  agreements                                                         391,782
Other liabilities                                                    904,225
                                                                     -------
            Total Liabilities                                      1,296,007
                                                                   ---------
Minority interest                                                  1,862,042
                                                                   ----------

Stockholders' equity:
  Common stock - no par value; authorized
    500,000 shares;issued 183,750 shares,
    of which 10,222 shares are held in
    treasury shares                                                    1,000
  Additonal paid-in capital                                          518,702
  Retained earnings                                                3,508,924
                                                                   ---------
                                                                   4,028,626
  Less:Treasury stock - at cost                                      (35,309)
                                                                     -------
            Total Stockholders' Equity                             3,993,317
                                                                   ---------
            Total Liabilities and Stockholders' Equity        $    7,151,366
                                                                   =========
                                                                  ===========

See accompanying notes to consolidated financial statements.



                                        -1-


<PAGE>

<TABLE>


                                      First Financial Corporation
                                   Consolidated Statements of Income
                          Three months and Nine months ended September 30, 1999 and 1998
                                            (Unaudited)


                                                      Three months ended                    Nine months ended
                                                            September 30,                      September 30,
                                                    -------------------------------    --------------------------------
                                                        1999              1998               1999                1998
                                                       ----------        ----------       ----------          ----------
<S>                                              <C>              <C>                 <C>                  <C>
Revenues:
  Loan administration                            $  1,060,810     $  1,767,727        $  3,951,976         $  5,106,535
  Interest income                                     231,805          381,332             870,014            1,157,963
  Other income                                        355,774          207,099             893,009              483,008
                                                    ----------      -----------         -----------          -----------
     Total Revenues                                 1,648,389        2,356,158           5,714,999            6,747,506
                                                    ----------      -----------         -----------          -----------

Expenses:
  Salaries and related expenses                     1,051,348        1,199,413           3,232,911            3,444,584
  Interest expense                                    150,445          272,602             607,643              889,260
  Provision for losses under servicing
    agreements                                        (42,000)         (28,000)           (181,000)            (193,000)
  Other operating expenses                            602,206          736,481           2,063,076            2,129,773
                                                    ----------      -----------         -----------          -----------
     Total Expenses                                 1,761,999        2,180,496           5,722,630            6,270,617
                                                    ----------      -----------         -----------          -----------
     Income before income taxes,
      minority interest, equity in earnings
      (loss) of affiliates                           (113,610)         175,662              (7,631)             476,889

Federal income taxes                                      790              -                   790                  -
                                                    ----------      -----------         -----------          -----------
     Income before minority interest                 (114,400)         175,662              (8,421)             476,889

Minority interest in net loss (income)                 70,145          (29,420)             83,640              (97,127)
                                                    ----------      -----------         -----------          -----------
     Income before equity in earnings (loss) of
      affiliates                                      (44,255)         146,242              75,219              379,762

Equity in earnings (loss) of affiliates                12,392            2,098              10,479               27,670
                                                    ----------      -----------         -----------          -----------
     Net income                                       (31,863)         148,340              85,698              407,432

Other comprehensive income:
  Unrealized holding gains (losses)                    (3,110)             -                 3,846                  -
                                                   ----------       -----------        -----------          -----------
     Net income                                  $    (34,973)    $    148,340        $     89,544         $    407,432
                                                  ===========       ===========        ===========          ===========
Income Per Common Share                                ($0.20)           $0.74               $0.52                $2.03
                                                  ===========       ===========        ===========          ===========



See accompanying notes to consolidated financial statements.

</TABLE>



                                           -2-

<PAGE>


<TABLE>

                        First Financial Corporation
                    Consolidated Statement of Cash Flows

                                                                                                (Unaudited)
                                                                                     Nine Months Ended September 30,
                                                                                    ----------------------------
                                                                                         1999                1998
                                                                                     -----------          -----------
<S>                                                                              <C>                  <C>
Cash flows from operating activities:
   Net income (loss)                                                             $       89,544       $      407,432
   Adjustments to reconcile net income(loss) to
    net cash used by operating activities:
   Depreciation                                                                         214,213              134,142
   Provision for losses under servicing agreements                                     (181,000)            (128,156)
   Equity in (income) loss of affiliates                                                (10,479)             (27,670)
   Realized (gains) losses on marketable investment securities                         (211,625)                (787)
   Net (increase) decrease in accounts receivable                                      (100,093)            (259,763)
   Net (increase) decrease in other assets                                              273,384              (74,556)
   Net increase (decrease) in other liabilities                                        (585,017)             (52,402)
   Increase in minority interest                                                        (83,640)              97,127
   (Increase) decrease in restricted cash used
     in operating activities - net                                                      (93,502)            (252,957)
   Mortgage loans funded                                                           (260,047,382)        (284,645,578)
   Mortgage loans sold                                                              277,861,369          280,661,413
   Increase in mortgage loans participations sold                                   (17,517,807)           3,920,694
   Other                                                                                 57,891             (130,411)
                                                                                    ------------         -------------
        Net cash provided (used) for operating activities                              (334,144)            (351,472)
                                                                                    ------------         -------------

Cash flows from investing activities:
   Proceeds from sale of marketable investment securities                               387,168                1,000
   Purchases of marketable investment securities                                       (195,503)             (18,777)
   Unrealized holding (gains) losses                                                     (8,549)                 -
   Purchase of property and equipment                                                  (294,718)            (335,754)
   Principal collections on mortgage loans                                              299,251              772,872
   Amortization of discount on mortgage loans purchased                                  (7,681)             (37,600)
   (Advances to) repayments from affiliates                                                 -                    -
                                                                                     ------------         -------------
        Net cash provided (used) for investing activities                               179,968              381,741
                                                                                     ------------         -------------
Cash flows from financing activities:
   Payment on notes payable                                                                 -                    -
                                                                                     ------------         -------------
        Net cash used for financing activities                                              -                    -
                                                                                     ------------         -------------

Net increase (decrease) in cash and cash equivalents                                   (154,176)              30,269
Cash and cash equivalents at beginning of year                                        1,362,456            1,167,270
                                                                                     ------------         -------------
Cash and cash equivalents at end of period                                       $    1,208,280       $    1,197,539
                                                                                     ===========          ===========
Supplemental Disclosure of Cash Flow Information
   Interest Paid                                                                 $      694,543       $      894,607
                                                                                     ===========          ===========

See accompanying notes to consolidated financial statements.


</TABLE>

                                        -3-


<PAGE>



          FIRST FINANCIAL CORPORATION AND SUBSIDIARIES

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           (Unaudited)

1 - Basis of Presentation
--------------------------

The  financial  information included herein for  First  Financial
Corporation,  and  all  of its wholly owned  and  majority  owned
subsidiaries   (the  "Company")  is  unaudited;   however,   such
unaudited  information  reflects all adjustments  which  are,  in
management's  opinion, necessary for a fair presentation  of  the
financial position, results of operations and statement  of  cash
flows  for  the  interim  periods. In preparing  these  financial
statements,   management  is  required  to  make  estimates   and
assumptions  that  affect  the reported  amounts  of  assets  and
liabilities  as of the date of the balance sheet and revenue  and
expense for the period. Actual results could differ significantly
from  those estimates. Minority interest represents ownership  of
other  entities in the net assets and net earnings of Key  Group,
Ltd. ("Key Group").

The  results of operations and changes in cash flow for the nine-
month  period  ended  September  30,  1999  are  not  necessarily
indicative of the results to be expected for the full year.

Certain  reclassifications were made to prior periods  to  ensure
comparability with the current period.

2 - Earnings Per Share
------------------------

Earnings per common share were computed by dividing net income by
the weighted average number of shares outstanding.

3 - Income Taxes
-------------------

Income  taxes  are provided for the tax effects  of  transactions
reported  in  the  financial  statements  and  consist  of  taxes
currently   due   plus  deferred  taxes  related   primarily   to
differences  between  the  basis of the  loan  loss  reserve  for
financial and income tax reporting.  The deferred tax assets  and
liabilities represent the future tax return consequences of those
differences, which will either be taxable or deductible when  the
assets and liabilities are recovered or settled.  Deferred  taxes
also  are  recognized for operating losses that are available  to
offset  future taxable income and tax credits that are  available
to   offset  future  federal  income  taxes.   The  Company   has
approximately   $5,200,000  in  available  net   operating   loss
carryforward benefits for financial statement purposes to  offset
future income, if any.

4 - Contingencies
----------------------

Substantially all of the conventional pools of manufactured  home
loans  serviced  by  the  Company,  approximately  $1,200,000  at
September  30,  1999, were sold to investors with recourse.   The
recourse  provisions typically require the Company to  repurchase
delinquent loans at the unpaid balances plus accrued interest, or
replace  delinquent  loans with another loan  which  is  current.



                               -4-

<PAGE>


Further,  several  of  the  agreements  require  the  Company  to
establish  and  maintain  cash reserve  accounts.   Deposits  are
periodically made to the accounts equal to a specified percent of
the  outstanding  loans.  The  accounts  may  be  used  to  cover
deficiencies  from  foreclosure  and  liquidation  of  delinquent
pooled  mortgage  loans.   Such  cash  reserve  accounts  totaled
$10,524  and  are  included in restricted cash at  September  30,
1999.

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

Results of Operations
-----------------------

The Company had a net income of $89,544 for the nine months ended
September  30,  1999 compared to net income of $407,432  for  the
same   period   in  1998.   Loan  administration  revenues   were
$3,951,976  for  the  first  nine  months  of  1999  compared  to
$5,106,535  for  the same period of 1998.  The decrease  in  loan
administration  revenues  is  primarily  due  to  decreased  loan
origination  fees  and  loan servicing fees  from  the  Company's
residential  mortgage  loan operations. During  the  nine  months
ended  September  30, 1999, First Preference  Mortgage  Corp.,  a
third  tier subsidiary of Key Group, funded approximately  $260.0
million   in   new   residential  mortgage  loans   compared   to
approximately $284.6 million during the same period in 1998.

Interest  income  for the nine months ended  September  30,  1999
amounted  to $870,014 compared to $1,157,963 for the same  period
in  1998.   This decline is primarily due to the decline  in  new
residential  mortgage  loans originated  during  the  first  nine
months  of  1999 as compared to 1998 as discussed  above.   First
Preference  Mortgage  Corp.  earns interest  from  the  date  the
mortgage loan is closed until the date the mortgage loan is  sold
to investors.

Other  income  for  the  nine months  ended  September  30,  1999
amounted to $893,009 compared to $483,008 for the same period  in
1998.   This increase is primarily due to realized gains  on  the
sale of certain of the Company's marketable investment securities
and  the sale of the residential mortgage loan portfolio serviced
by First Preference Mortgage Corp.

Salaries  and  related expenses decreased to $3,232,911  for  the
nine months ended September 30, 1999, compared to $3,444,584  for
the  nine  months  ended  September 30, 1998.  This  decrease  is
primarily due to a reduction in the amount of commission  expense
as  a result of the decreased loan origination volumes during the
nine  months  ended September 30, 1999 as compared  to  the  same
period in 1998.

For  the  nine months ended September 30, 1999, interest  expense
amounted to $607,643 compared to $889,260 for the same period  in
1998.  The significant decrease in interest expense for the  nine
months  ended  September 30, 1999 is primarily due  to  decreased
utilization of the Company's loan participation agreement  and  a
reduction  in interest rate charged by the financial institution.
As  previously  discussed, the volume  of  new  residential  loan
originations  for  the  nine  months  ended  September  30,  1999
decreased by approximately 9% over the comparable period in 1998.


                                -5-


<PAGE>

During  the  nine months ended September 30, 1999, the  provision
for losses under servicing agreements was ($181,000) resulting in
a balance in the reserve for losses under servicing agreements of
$391,782  at  September  30, 1999.  For  the  nine  months  ended
September  30,  1998,  the Company had a negative  provision  for
losses under servicing agreements of ($193,000) which resulted in
a balance in the reserve for losses under servicing agreements of
$634,894  at September 30, 1998.  As previously discussed,  under
the terms of certain of its servicing agreements, the Company  is
at  risk for any credit losses and costs of foreclosure,  net  of
credit  insurance proceeds, if any, sustained on default  of  the
borrower.  Based  on  an  analysis  of  the  Company's  servicing
portfolio, it is the Company's belief that its exposure to losses
attributable to the servicing agreements continues to decline.

The  minority interest in the net loss of Key Group  amounted  to
$83,640  for the nine months ended September 30, 1999.   For  the
nine  months  ended September 30, 1998, the minority interest  in
the  net income of Key Group amounted to ($97,127).  The minority
interest  represents the ownership of other entities in  the  Key
Group  net  income or net loss. The Company's share  of  the  net
income  (loss)  of Key Group was ($94,075) and $109,246  for  the
nine months ended September 30, 1999 and 1998, respectively.

The  consolidated statements of income for the nine months  ended
September 30, 1999 reflect equity in net income of affiliates  of
$10,479 compared to $27,670 for the same period in 1998.

Other  comprehensive income consists of unrealized holding  gains
(losses) on marketable investment securities net of income taxes.
For  the nine ended September 30, 1999, unrealized holding  gains
amounted to $3,846.

Financial Condition
--------------------

At   September  30,  1999,  the  Company's  total   assets   were
$7,151,366.   Included  in the Company's  total  assets  are  the
assets  of  Key  Group,  LTD.  which amounted  to  $4,509,024  at
September 30, 1999.  The Key Group assets at September  30,  1999
consisted  primarily of cash and cash equivalents of  $1,153,910,
mortgage  loans of $686,599, property and equipment of $1,154,399
and  accounts  receivable, prepaid expenses and other  assets  of
$1,514,116.  The minority interest in the net assets of Key Group
at September 30, 1999 amounted to $1,862,042.

On  consolidated  basis,  cash  and cash  equivalents  (including
restricted cash) were $1,862,306 at September 30, 1999.  Included
therein was cash and cash equivalents for Key Group of $1,153,910
and Apex Lloyds Insurance Company of $668,141.  The cash flow  of
Key  Group  is only available to the Company to the  extent  that
cash  is  received in the form of partnership distributions.  The
cash  flow of Apex Lloyds Insurance Company is only available  to
the Company as allowed by state insurance regulations.

As  more fully discussed in the Annual Report Form 10-KSB for the
year ended December 31, 1998, First Preference Mortgage Corp. has
a master loan participation with a financial institution totaling
$30,000,000 which expires August 28, 2000.



                                -6-

<PAGE>

Year 2000
-----------

Like  many  companies today, the Company, its  subsidiaries,  and
entities  in which the Company has a significant investment  rely
on  technology  to  support  the day to  day  operations  of  the
Company.  Due to the Company's dependence on computer technology,
the  nature  and impact of Year 2000 processing failures  on  the
Company's business could be material.  The "Year 2000 Problem" is
centered around the programming of a two-digit year, not a  four-
digit  year.  Some systems may interpret 00 as 1900 and not 2000.
Year  2000  poses many potential problems, from  the  obvious  of
system failure to the obscure of data integrity.  The Company has
defined  two  levels of Year 2000 Compliance.   First  is  System
Compliance.   The  Company considers a system  to  be  Year  2000
compliant  if the system will operate correctly into  and  beyond
Year  2000.  This includes non-ambiguous displays of dates.   The
second  definition is Company Compliance.  Company compliance  is
defined  as  being  able to provide the products,  services,  and
support  in  the same or similar manner as today into and  beyond
Year  2000.   The Company does not have control over all  systems
that  could  be affected by Year 2000. The Company is  addressing
potential  problems posed by failure or interruption of  internal
computer  or  environment  systems, failure  or  interruption  of
services   from  third  party  relationships,  and   failure   or
interruption   of  customer  relationships.    The   Company   is
evaluating  the  Year 2000 preparedness of critical  third  party
relationships   through   questionnaires,   phone   calls,    and
information posted on the Internet.

The Company is utilizing the guidelines established by the FFIEC,
Federal   Financial   Institutions   Examination   Council,   for
developing  the  Year  2000  Compliance  plan.   The  Year   2000
Compliance  plan requires Year 2000 Compliance efforts  from  the
Company's   subsidiaries  and  partnerships.   The   Company   is
utilizing   the  assistance  of  legal  counsel  and  Year   2000
consultants  to supplement its the Year 2000 Compliance  Program.
The  activities  of the Company and its related entities  can  be
grouped into five categories:  1)  Loan Servicing,  2) Insurance,
3)  Data  Processing Services, 4) Investments, and 5)   Mortgage.
For more detail on the specific entities and relationships, refer
to  the  Company  Description.   The  Company  is  requiring  all
entities  that  have  a potential Year 2000  material  impact  to
aggressively address them.

The  Company and its subsidiaries and partnerships have extensive
Year  2000 Compliance plans and have substantially completed  the
Year   2000   assessment,   including  PCs,   applications,   and
environmental systems.  The plan calls for the completion of  the
testing phase by May 31, 1999, and the contingency planning phase
by  August 1999.  All new contracts are being reviewed  for  Year
2000 issues.  Vendors, business relationships, and some customers
have  been  sent  Year 2000 questionnaires to  help  the  Company
better  assess  and minimize the potential risks posed  by  these
relationships.   The  Company  is also  reviewing  the  financial
soundness and Year 2000 efforts of Company's investments.

The  total impact of Year 2000 is unknown.  The Company will have
completed  testing  of internal systems and interfaces  with  key
third party relationships by May 31, 1999.  To help validate  the
Company's  efforts,  the Mortgage and Loan  servicing  group  are
participating in the Mortgage Bankers Association of America Year
2000 Readiness Testing.


                                -7-

<PAGE>


The  budgeted  cost of the Year 2000 efforts for the  Company  is
$85,000.   This  includes $15,000 specifically for the  insurance
group,  $70,000 for the mortgage and data processing group  which
also  covers  the  loan  servicing and data processing  entities.
Approximately $30,000 has been spent to date.  The  breakdown  of
the percentage of cost is:

          Consulting Fees                 27%
          Literature and Promotional       6%
          Legal Counsel                   18%
          Testing                         18%
          Miscellaneous                   31%

In  addition to the above costs, the Company has upgraded systems
for  performance  reasons and not for Year 2000.  These  upgrades
were  not  accelerated  due to Year 2000  issues.   These  system
upgrades are Year 2000 compliant.

The  Company believes that its greatest Year 2000 risks are those
posed by external sources, including utilities companies, service
providers and customers.  Certain services providers are part  of
the  Financial  Industry and are under some  form  of  regulatory
guidelines which should help to minimize their potential failure.
The  failure  of  the investors to meet their obligation  to  the
Mortgage  group  or  the  failure of  the  insurance  outsourcing
entities  to  properly handle insurance operations would  have  a
significant   material   affect   on   the   Company.     Through
questionnaires and other forms of communication, the  Company  is
assessing  and  monitoring  third party relationships,  including
service   providers,  outsource  insurance  entities,  investors,
brokers  and  customers,  for Year 2000  Compliance  to  minimize
potential Year 2000 problems.

The  risks posed by utility failure can also be significant,  but
little  can be down for extended failure, more than a  few  days.
The  Company  is evaluating the implementation of a backup  power
generator for the corporate office that could sustain the Company
for a short power outage, not to exceed three days.

No  guarantee  can be made with respect to Year  2000  Compliance
because   too  many  interdependencies  exist  between   systems,
companies,  and entities to be able to assure that  all  possible
things  have  been tested.  Many services, such as long  distance
phone and utilities are out of the direct control of the Company.
The  Company  considers contingency planning as one of  the  most
critical phases of Year 2000 Compliance plans.

The  Company  and  its related companies will  focus  the  second
quarter  of  1999  on  developing and testing contingency  plans,
including what hard copy reports could be used to sustain  manual
operations  for  a short period of time. These contingency  plans
will  be tested and the staff will be trained on proper execution
of  these  contingency plans.  Additional backups and  hard  copy
reports  will be run prior to January 1, 2000 and prior to  other
potential problem dates.   The Company is currently performing  a
feasibility study for a backup power generator for the  corporate
office.    To  assure  that the Company has adequate  support  to


                                -8-

<PAGE>


handle  potential problems and issues, the Company is  requesting
that no vacation time will be taken from December 1, 1999 through
January  31,  2000.   The Company is working with  key  staff  to
minimize turn over.

The  real  effect  of  Year 2000 has so many variables  that  the
Company  can not realistically make any valid predictions  as  to
the total impact financially or otherwise.  The Company is making
every  effort  it can to minimize the potential  risks  that  are
within the Company's control, such as validating internal systems
and  developing  contingency plans.  If the US experiences  total
power  outages  or  all outsourcing or third party  relationships
encounter   failure,  then  the  Company  will  be  significantly
impacted, as will all other companies.   More realistically,  the
Company  may  expect delays in services while  things  are  being
corrected.   The  Company  is  working  on  developing  realistic
contingency  plans  for those things that have valid  contingency
options, such as courier services.

The Company has not received assurance that the Year 2000 problem
has  been  solved by all of its business partners and  suppliers.
Nor  can  the  Company  assure everyone that  it  will  not  have
interruptions  due  to  the  failure of  electric  and  telephone
service  as a result of this problem.  While no one can say  that
there   will   not  be  any  problems  nor  is  it  possible   to
simultaneously guarantee each other that no problems will appear,
the  Company will do its best to minimize and quickly correct any
errors that do occur.

Certain  information  contained  in  this  Year  2000  discussion
constitutes forward-looking statement within the meaning  of  the
Private  Securities Litigation Reform Act of 1995.  Although  the
Company   believes  its  expectations  are  based  on  reasonable
assumptions  and because Year 2000 issues present many  unknowns,
the  Company's  actual results could differ materially  from  its
expectations.

               PART II - OTHER INFORMATION

Item 1. Legal Proceedings
--------------------------

The  Company is involved in routine litigation incidental to  its
business, both as a plaintiff and a defendant. Management of  the
Company,   after  consulting  with  legal  counsel,  feels   that
liability resulting from the litigation, if any, will no  have  a
material effect on this financial position of the Company.


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

No  Form  8-K  was filed during  the quarter ended September  30,
1999.


                                -9-

<PAGE>


                           SIGNATURES
                         --------------


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

                   First Financial Corporation
_________________________________________________________________




Date   November  11, 1999                 /s/   David W. Mann
       ------------------                --------------------
                                          David W. Mann
                                          President
                                          Duly Authorized Officer and
                                          Principal Financial Officer


Date   November  11, 1999                 /s/  Annie Laurie Miller
       ------------------                 ------------------------
                                          Annie Laurie Miller
                                          Executive Vice President and
                                          Principal Accounting Officer








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