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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-K/A
                                (Amendment No. 1)
         Annual Report Pursuant to Section 13 or 15(d) of the Securities
                              Exchange Act of 1934
                   For the Fiscal Year Ended December 31, 2000

                           Commission File No. 0-24133

                         FRANKLIN FINANCIAL CORPORATION

                             A Tennessee Corporation
                  (IRS Employer Identification No. 62-1376024)
                                230 Public Square
                            Franklin, Tennessee 37064
                                 (615) 790-2265
                 Securities Registered Pursuant to Section 12(b)
                     of the Securities Exchange Act of 1934:

                                      NONE

                 Securities Registered Pursuant to Section 12(g)
                     of the Securities Exchange Act of 1934:

                      Common Stock, no par value per share

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 if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and disclosure will not be contained,
to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [X]

The aggregate market value of the common stock of the registrant held by
nonaffiliates of the registrant (2,959,648 shares) on March 15, 2001 was
approximately $29,596,480, based on the closing price of the registrant's common
stock as reported on the Over-the-Counter Bulletin Board on March 15, 2001. For
the purposes of this response, officers, directors and holders of 5% or more of
the registrant's common stock are considered the affiliates of the registrant at
that date.

The number of shares outstanding of the registrant's common stock, as of March
15, 2001: 7,799,931 shares of no par value common stock.


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The following items are amended:

Item 14.          Exhibits, Financial Statement Schedules and Reports on Form
                  8-K.

         The undersigned Registrant hereby amends the following items, financial
statements, exhibits or other portions of its Annual Report on Form 10-K for the
fiscal year ended December 31, 2000, as set forth below:

                  Part IV, Item 14(a) of the above-referenced Form 10-K is
                  amended to include as Exhibit 99 the information required by
                  Form 11-K with respect to the Franklin Financial Employees
                  Retirement Savings Plan (the "Plan"), which exhibit is filed
                  as part of the above-referenced Form 10-K in lieu of a
                  separate filing of an Annual Report on Form 11-K for the Plan
                  for the fiscal year ended December 31, 2000, in accordance
                  with Rule 15d-21.

                  Exhibit 23.1  Consent of Heathcott & Mullaly, P.C.

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

                                    FRANKLIN FINANCIAL CORPORATION


                                    By: /s/ Richard E. Herrington
                                        ----------------------------------------
                                        Richard E. Herrington
                                        President and Chief Executive Officer

Date: June 28, 2001