SECURITIES AND EXCHANGE COMMISSIONWashington, D.C.  20549------------------------------FORM 10-Q[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the Quarterly Period Ended June 30, 2019OR[  ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from ______________ to _____________------------------------------Commission File Number 2-27985------------------------------1st Franklin Financial CorporationA Georgia CorporationI.R.S. Employer Identification No. 58-0521233135 East Tugalo StreetPost Office Box 880Toccoa, Georgia 30577(706) 886-7571------------------------------Securities registered pursuant to Section 12(b) of the Act:  None

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 [  ]Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes [X]  No [  ]Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.  See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.  (Check one):
Large Accelerated Filer [  ]           Accelerated Filer [  ]           Non-Accelerated Filer [X]
Smaller Reporting Company [  ]           Emerging Growth Company [  ]


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes [  ]   No  [X]Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.ClassOutstanding July 31, 2019Voting Common Stock, par value $100 per share1,700 SharesNon-Voting Common Stock, no par value168,300 Shares     PART I.  FINANCIAL INFORMATIONITEM 1.Financial Statements:The information contained under the following captions in the Company's Quarterly Report to Investors as of and for the three and six months ended June 30, 2019 is incorporated by reference herein.  See Exhibit 13.Condensed Consolidated Statements of Financial Position (Unaudited):June 30, 2019 and December 31, 2018Condensed Consolidated Statements of Income and Retained Earnings (Unaudited):Three and Six Months Ended June 30, 2019 and June 30, 2018Condensed Consolidated Statements of Comprehensive Income (Unaudited):Three and Six Months Ended June 30, 2019 and June 30, 2018Condensed Consolidated Statements of Stockholders’ Equity (Unaudited):Three and Six Months Ended June 30, 2019 and June 30, 2018Condensed Consolidated Statements of Cash Flows (Unaudited):Six Months Ended June 30, 2019 and June 30, 2018Notes to Unaudited Condensed Consolidated Financial StatementsITEM 2.Management's Discussion and Analysis of Financial Condition and Results of Operations:The information contained under the heading “Management's Discussion and Analysis of Financial Condition and Results of Operations” in the Company's Quarterly Report to Investors as of and for the three and six months ended June 30, 2019 is incorporated by reference herein.  See Exhibit 13.ITEM 3.Quantitative and Qualitative Disclosures About Market Risk:The information contained under the heading “Management's Discussion and Analysis of Financial Condition and Results of Operations -- Quantitative and Qualitative Disclosures About Market Risk" in the Company's Quarterly Report to Investors as of and for the three and six months ended June 30, 2019 is incorporated by reference herein.  See Exhibit 13.ITEM 4.Controls and Procedures:We maintain a set of disclosure controls and procedures, as such term is defined in Rule 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”), designed to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms.  Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.  An evaluation was carried out as of the end of the period covered by this report, under the supervision and with the participation of the Company's management, including the Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"), of the effectiveness of our disclosure controls and procedures.  Based on that evaluation, the CEO and CFO have concluded that, as of June 30, 2019, the Company’s disclosure controls and procedures were effective.  No system of controls, no matter how well designed and operated, can provide absolute assurance that the objectives of the system of controls are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected.There were no changes in the Company's internal control over financial reporting that occurred during the quarter ended June 30, 2019 that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

<PAGE> 1     PART II.  OTHER INFORMATIONITEM 1.Legal Proceedings:The Company is, and expects to be, involved in various legal proceedings incidental to its business from time to time.  In the opinion of Management, the ultimate resolution of any such known claims or proceedings is not expected to have a material adverse effect on the Company’s financial position, liquidity or results of operations.ITEM 6.Exhibits:(a)Exhibits:10Ninth Amendment to Loan and Security Agreement dated as of May 31, 2019, by and among the Company, the subsidiary guarantors listed on the signature page thereto, Wells Fargo Bank, N.A., as agent for the lenders, and the financial institutions from time to time party there to (incorporated by reference to Exhibit 10.1 to the Company’s current report on Form 8-K filed with the SEC on June 5, 2019).13


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101.DEFQuarterly Report to Investors as of and for the Three and Six Months Ended June 30, 2019.

Certification of Principal Executive Officer Pursuant to Rule 13a-14(a) / 15d-14(a) of the Securities Exchange Act of 1934.

Certification of Principal Financial Officer Pursuant to Rule 13a-14(a) / 15d-14(a) of the Securities Exchange Act of 1934.

Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

XBRL Instance Document.

XBRL Taxonomy Extension Schema Document.

XBRL Taxonomy Extension Calculation Linkbase Document.

XBRL Taxonomy Extension Label Linkbase Document.

XBRL Taxonomy Extension Presentation Linkbase Document.

XBRL Taxonomy Extension Definition Linkbase Document.<PAGE> 2       SIGNATURESPursuant 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.1st FRANKLIN FINANCIAL CORPORATIONRegistrant/s/  Virginia C. HerringPresident and Chief Executive Officer(Principal Executive Officer)/s/  A. Roger GuimondExecutive Vice President and Chief Financial Officer(Principal Financial and Accounting Officer)Date:August 13, 2019<PAGE> 3