SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549



                                   FORM 10-QSB

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

                  For the quarterly period ended March 31, 1998

 [   ]    TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE
          EXCHANGE ACT             

          For the transition period from            to

                         Commission file number 0-26012 

                         NORTHEAST INDIANA BANCORP, INC.
        (Exact Name of Small Business Issuer as Specified in its Charter)

       Delaware                                       35-1948594  
(State or other jurisdiction of                     (IRS Employer
incorporation or organization)                     Identification No.)

648 North Jefferson Street, Huntington, IN              46750
(Address of principal executive offices)              (Zip Code)

                                 (219) 356-3311
                Issuer's telephone number, including area code:

Check  whether the Issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period  that the Issuer was  required  to file such  reports),  and (2) has been
subject to such requirements for the past 90 days. YES [X] NO [ ]

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:


CLASS                                            OUTSTANDING AT APRIL 8, 1998

Common Stock, par value $.01 per share                  1,673,427


         Transitional Small Business Disclosure Format:  YES [ ]  NO [X]
<PAGE>
NORTHEAST INDIANA BANCORP, INC.

INDEX


         PART 1.  FINANCIAL INFORMATION (UNAUDITED)  PAGE NO.

         Item 1.  Consolidated Condensed Financial Statements

                  Consolidated Condensed Balance Sheets
                  March 31, 1998 and December 31, 1997        

                  Consolidated Condensed Statements of Income for the
                  three months ended March 31, 1998 and 1997   

                  Consolidated Statement of Change in Shareholders' Equity
                  for the three months ended March 31, 1998   

                  Consolidated Statements of Cash Flows for the three
                  months ended March 31, 1998 and 1997        

                  Notes to Consolidated Condensed Financial Statements  


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



         PART II. OTHER INFORMATION  

                  Signature page     


<PAGE>
<TABLE>
<CAPTION>
                                      NORTHEAST INDIANA BANCORP, INC.
                                   CONDENSED CONSOLIDATED BALANCE SHEETS
                                   March 31, 1998 And December 31, 1997

                                                                             March 31,        December 31,
                                                                               1998               1997
                                                                          -------------      -------------
<S>                                                                       <C>                <C>
ASSETS
Interest earning cash and cash equivalents ..........................         3,479,550      $   3,036,847
Noninterest earning cash and cash equivalents .......................         1,825,077          1,782,839
                                                                          -------------      -------------
         Total Cash and cash equivalents ............................         5,304,627          4,819,686
Interest-earning deposits in financial institutions .................           100,000            100,000
Securities available for sale .......................................        14,597,047         14,628,590
Securities held to maturity (fair value: March 31, 1998- $563,581;
  December 31, 1997 - $756,846) .....................................           563,581            756,846
Loans receivable, net of allowance for loan losses March 31, 1998
  $1,266,589 and December 31, 1997 $1,194,000 .......................       175,662,986        174,538,907
Other real estate owned .............................................            19,500                  0
Accrued interest receivable .........................................           429,300            511,950
Premises and equipment ..............................................         1,978,658          1,964,374
Other assets ........................................................         1,650,310          2,048,244
                                                                          -------------      -------------

         Total assets ...............................................     $ 200,306,009      $ 199,368,597
                                                                          =============      =============

LIABILITIES AND SHAREHOLDERS' EQUITY
Demand deposits .....................................................         2,825,904      $   2,502,911
Savings, NOW and MMDA ...............................................        36,922,605         35,968,057
Other time deposits .................................................        80,104,826         69,078,818
                                                                          -------------      -------------
         Total deposits .............................................       119,853,335        107,549,786
Securities Sold with Repurchase agreements ..........................           182,621                  0
Borrowed funds ......................................................        52,296,937         63,521,682
Accrued expenses and other liabilities ..............................         1,245,744          1,004,495
                                                                          -------------      -------------
         Total liabilities ..........................................       173,578,637        172,075,963
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                      NORTHEAST INDIANA BANCORP, INC.
                                   CONDENSED CONSOLIDATED BALANCE SHEETS
                                   March 31, 1998 And December 31, 1997

                                                                             March 31,        December 31,
                                                                               1998               1997
                                                                          -------------      -------------
<S>                                                                       <C>                <C>
Shareholders' equity
         Preferred Stock 500,000 shares authorized; 0 shares issued .              --                 --
         Common stock, $.01 par value: 4,000,000 shares
           authorized; 2,182,125 shares issued ......................            21,821             21,821
         Additional paid in capital .................................        21,385,249         21,350,326
         Retained earnings, substantially restricted ................        14,354,422         13,956,340
         Unearned employee stock ownership plan shares ..............        (1,309,275)        (1,309,275)
         Unearned recognition and retention plan shares .............          (580,302)          (621,817)
         Net unrealized appreciation on securities available
           for sale .................................................            44,821             41,672
         Treasury stock, 493,198 and 449,798 common shares, at
           cost, at March 31, 1998 and December 31, 1997 ............        (7,189,364)        (6,146,433)
                                                                          -------------      -------------
                  Total shareholders' equity ........................        26,727,372         27,292,634
                                                                          -------------      -------------

                           Total liabilities and shareholders' equity     $ 200,306,009      $ 199,368,597
                                                                          =============      =============
</TABLE>
                  The accompanying notes are an integral part
                  of these consolidated financial statements.
<PAGE>
<TABLE>
<CAPTION>
                              NORTHEAST INDIANA BANCORP, INC.
                             CONSOLIDATED STATEMENTS OF INCOME
                            Three months ended March 31, 1998


                                                                  Three months ended
                                                                         March 31,
                                                                  1998             1997
                                                                    (Unaudited)
<S>                                                           <C>             <C>
Interest income
         Loans, including fees ..........................     $ 3,660,797     $ 3,041,783
         Taxable securities .............................         243,783         219,871
         Non-taxable securities .........................           5,081           9,994
         Deposits with banks ............................          63,593          43,492
                                                              -----------     -----------
                  Total interest income .................     $ 3,973,254     $ 3,315,140
Interest expense
         Deposits ........................................      1,405,483       1,041,273
         Borrowed funds .................................         800,239         771,017
                                                              -----------     -----------
Total interest expense ..................................     $ 2,205,722     $ 1,812,290

Net interest income .....................................       1,767,532       1,502,850
         Provision for loan losses ......................          90,000          58,500
                                                              -----------     -----------

Net interest income after provision for loan losses......      $1,677,532     $ 1,444,350

Noninterest income
         Service charges on deposit accounts ............          65,385          50,687
         Loan servicing fees ............................          62,923          34,245
         Net realized gain on sale of securities ........               0               0
         Other ..........................................          41,100          31,126
                                                              -----------     -----------
                  Total noninterest income ..............     $   169,408     $   116,058
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                              NORTHEAST INDIANA BANCORP, INC.
                             CONSOLIDATED STATEMENTS OF INCOME
                            Three months ended March 31, 1998
                                       (continued)


                                                                  Three months ended
                                                                         March 31,
                                                                  1998             1997
                                                                    (Unaudited)
<S>                                                           <C>             <C>
Noninterest expense
         Salaries and employee benefits .................         453,909         383,002
         Occupancy ......................................          89,224          70,068
         Data processing ................................          97,362          73,231
         Insurance expense...............................          15,107          12,685
         Professional fees ..............................          51,766          36,063
         Correspondent bank charges .....................          33,820          49,639
         Other expense ..................................         206,037         127,350
                                                              -----------     -----------
                  Total noninterest expense .............     $   947,225     $   752,038

Income before income taxes ..............................         899,715         808,370
         Income tax expense .............................         356,171         314,630
                                                              -----------     -----------

Net income ..............................................     $   543,544     $   493,740
                                                              ===========     ===========
Other comprehensive income, net of tax
         Change in unrealized gains on securities .......           3,149         (52,353)
                                                              -----------     -----------

Comprehensive income ....................................     $   546,693     $   441,387
                                                              ===========     ===========

Basic earnings per common share .........................     $      0.36     $      0.31
                                                              ===========     ===========
Diluted earnings per common share .......................     $      0.34     $      0.30
                                                              ===========     ===========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
<TABLE>
<CAPTION>
                                    NORTHEAST INDIANA BANCORP, INC.
                       CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDER'S EQUITY
                                   Three months ended March 31, 1998

                                              (Unaudited)
                                                                                                       
                                                                                            Unearned   
                                                                                            Employee  
                                                      Additional                              Stock    
                                       Common          Paid-in           Retained           Ownership  
                                        Stock          Capital           Earnings          Plan Shares 
                                        -----          -------           --------          ----------- 
<S>                                   <C>           <C>               <C>                 <C>           
Balance, January 1, 1998              21,821        21,350,326        13,956,3340         (1,309,275)

Dividends Paid $0.085 per
  share year to date                                                     (145,462)               

Shares committed to be
 released under ESOP                                    49,641                          

Purchase of 57,410 shares  
  of Treasury Stock

Sale of 14,010 shares
  of Treasury Stock                                    (14,718)

Purchase of RRP Stock  

Amortization of RRP
  Contributions  

Net Income March 31, 1998                                                  543,544  

Other comprehensive 
income, net of tax:                 
Change in unrealized gains
  on securities
  
                                        ------        ----------        ----------         ----------

Balance, March 31, 1998                 21,821        21,385,249        14,354,422         (1,309,275)
                                        ======        ==========        ==========         ==========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                    NORTHEAST INDIANA BANCORP, INC.
                       CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDER'S EQUITY
                                     Three months ended March 31, 1998

                                              (Unaudited)
                                              (continued)


                                                               Net                                         
                                         Unearned          Unrealized                                   
                                       Recognition        Appreciation                                     
                                          and            on Securities                             Total     
                                        Retention           Available-         Treasury        Shareholders'  
                                       Plan Shares          For-Sale            Stock              Equity     
                                       -----------          --------            -----              ------     
<S>                                    <C>               <C>               <C>                <C>               
Balance, January 1, 1998                (621,817)         41,672            (6,146,433)        27,292,634

Dividends Paid $0.085 per
  share year to date                                                                             (145,462)

Shares committed to be
 released under ESOP                                                                               49,641

Purchase of 57,410 shares
  of Treasury Stock                                                         (1,227,048)        (1,227,048) 

Sale of 14,010 shares
  of Treasury Stock                                                            184,117            169,399

Purchase of RRP Stock                    (10,656)                                                 (10,656)

Amortization of RRP
  Contributions                           52,171                                                   52,171

Net Income March 31, 1998                                                                         543,544
                                                                                               ----------
Other comprehensive
income, net of tax                                                                                
Change in unrealized gains
  on securities                                            3,149                                    3,149
   
Comprehensive income                                                                              546,693
                                        --------        --------            ----------         ----------
Balance, March 31, 1998                 (580,302)         44,821            (7,189,364)        26,727,372        
                                        ========          ======            ==========         ==========        


</TABLE>
See accompanying notes to financial statements
<PAGE>
<TABLE>
<CAPTION>
                                       NORTHEAST INDIANA BANCORP, INC.
                                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 Three months ended March 31, 1998 and 1997
                      
                                                                                       Three Months Ended
                                                                                           March 31,
                                                                                    1998               1998
                                                                                ------------      ------------
                                                                                          (Unaudited)
<S>                                                                             <C>               <C>
Cash flows from operating activities
  Net income ..............................................................     $    543,545      $    493,740
  Adjustments to reconcile net income to net cash from operating activities
     Net (gain) loss on sale of premises and equipment ....................           (8,500)                0
     Net (gain) loss on sale of foreclosed real estate ....................            3,200                 0
     Net (gain) loss on sale of other repossessed assets ..................           (3,468)                0
     Provision for loan losses ............................................           90,000            58,500
     Depreciation and amortization, net of accretion ......................           39,000            33,456
     Amortization of ESOP Contributions ...................................           49,642            17,275
     Amortization of RRP Contributions ....................................           41,515            51,257
     Net change in other assets ...........................................          411,191            51,039
     Net change in accrued interest receivable ............................           82,650            25,872
     Net change in accrued expenses and other liabilities .................          131,851          (715,778)
                                                                                ------------      ------------
         Total adjustments ................................................          837,081          (478,379)
                                                                                ------------      ------------
             Net cash from operating activities ...........................     $  1,380,626      $     15,361

Cash flows from investing activities
  Proceeds from maturities and principal repayments of securities
    held to maturity ......................................................          193,265           102,242
  Proceeds from maturities and principal repayments of securities
    available for sale ....................................................        1,550,000                 0
  Purchases of securities available for sale ..............................       (1,509,749)       (1,009,266)
  Net change in loans .....................................................       (1,277,11)        (4,500,107)
  Expenditures on premises and equipment ..................................          (56,523)          (14,645)
  Proceeds from sale of premises and equipment ............................            8,500                 0
  Proceeds froms sales of other real estate ...............................           20,000                 0
  Proceeds froms sales of other repossessed assets ........................           27,507                 0
                                                                                ------------      ------------
  Net cash from investing activities ......................................     $ (1,044,111)     $ (5,421,776)
                                                                                ------------      ------------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                       NORTHEAST INDIANA BANCORP, INC.
                                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 Three months ended March 31, 1998 and 1997
                                                (continued)
                      
                                                                                       Three Months Ended
                                                                                           March 31,
                                                                                    1998               1998
                                                                                ------------      ------------
                                                                                          (Unaudited)
<S>                                                                             <C>               <C>
Cash flows from financing activities
  Advances from FHLB ......................................................       10,000,000         8,000,000
  Repayment of FHLB advances ..............................................      (21,225,000)      (10,000,000)
  Net increase (decrease) in other borrowings .............................          182,621                 0
  Cash dividends paid .....................................................         (145,463)         (143,607)
  Net proceeds from stock issuance ........................................          169,398                 0
  Increase (decrease) in advances from borrowers for taxes and insurance ..           90,369            79,030
  Repurchase stock ........................................................       (1,227,048)         (682,836)
  Net change in deposits ..................................................       12,303,549         6,316,758
                                                                                ------------      ------------
       Net cash from financing activities .................................          148,426         3,569,345
                                                                                ------------      ------------
Net increase in cash and cash equivalents .................................          484,941        (1,837,070)
Cash and cash equivalents at beginning of period ..........................        4,819,686         6,672,374
                                                                                ------------      ------------
Cash and cash equivalents at end of period ................................     $  5,304,627      $  4,835,304
                                                                                ============      ============
  Cash paid during the period for:
     Interest .............................................................     $  2,255,858      $  1,810,165
     Income taxes .........................................................           20,000           137,308

</TABLE>
See accompanying notes to financial statements
<PAGE>
                         NORTHEAST INDIANA BANCORP, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                   Three months ended March 31, 1998 and 1997

NOTE 1 - BASIS OF PRESENTATION

The  unaudited  information  for the three  months ended March 31, 1998 and 1997
includes the results of  operations  of Northeast  Indiana  Bancorp,  Inc.  (the
"Company") and its wholly-owned  subsidiary,  First Federal Savings Bank ("First
Federal" or the "Bank"). In the opinion of management,  the information reflects
all adjustments  (consisting only of normal recurring adjustments) necessary for
a fair  presentation  of the results of  operations  for the three month  period
reported  but  should  not be  considered  as  indicative  of the  results to be
expected for the full year.

For fiscal years  beginning  after  December 15, 1997 the  Financial  Accounting
Standards  Board (FASB) issued its Statement of Financial  Accounting  Standards
(SFAS) #130 on reporting  comprehensive  income.  Comprehensive  income includes
both net income and other comprehensive  income. Other comprehensive income will
include the change in unrealized  gains and losses on  securities  available for
sale, foreign currency translation  adjustments,  and additional minimum pension
liability  adjustments when  applicable.  The financial  statements  reflect the
adoption of SFAS #130.

NOTE 2 - CONVERSION

First  Federal  completed a conversion  from a mutual to a stock savings bank on
June  27,  1995.  Simultaneous  with the  conversion  was the  formation  of the
Company,  incorporated in the state of Delaware.  The initial issuance of shares
of common stock in the Company on June 27, 1995 was 2,182,125  shares at $10 per
share, resulting in net proceeds of $21,210,857, and was accomplished through an
offering to the Bank's eligible  account holders of record and the tax qualified
employee stock  ownership plan.  Costs  associated with the conversion and stock
offering  amounted to  $610,393,  and were  accounted  for as a reduction of the
proceeds from the issuance of common stock of the Company. The Company purchased
all common  shares  issued by the Bank.  This  transaction  was accounted for at
historical cost in a manner similar to the pooling of interests method.

Federal regulations require that, upon conversion from a mutual to stock form of
ownership,  a  "liquidation  account" be established by restricting a portion of
net worth for the benefit of eligible savings account holders who maintain their
savings  accounts  with the Bank  after  conversion.  In the  event of  complete
liquidation (and only in such event),  each savings account holder who continues
to maintain his savings account shall be entitled to receive a distribution from
the liquidation  account after payment to all creditors,  but before liquidation
distribution  with respect to capital stock. This account will be proportionally
reduced for any subsequent reduction in eligible holder's savings accounts.

Federal  regulations  impose  limitations  on the payment of dividends and other
capital  distributions,  including,  among  others,  that First  Federal may not
declare or pay cash  dividends on any of its stock if the effect  thereof  would
cause the  Bank's  capital  to be  reduced  below the  amount  required  for the
liquidation  account  or the  capital  requirements  imposed  by  the  Financial
Institutions  Reform  Recover and  Enforcement  Act  (FIRREA)  and the Office of
Thrift Supervision (the "OTS").
<PAGE>
                         NORTHEAST INDIANA BANCORP, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                   Three months ended March 31, 1998 and 1997

NOTE 3 - EMPLOYEE STOCK OWNERSHIP PLAN

The Company has  established an employee stock  ownership plan ("ESOP").  At the
date of conversion  described in Note 2, the ESOP  purchased  174,570  shares of
common stock of the Company which was financed by the Company and collateralized
by the shares  purchased.  The  borrowing  is payable in  semi-annual  principal
payments of $72,000 over a 12 year period plus  interest.  All  employees of the
Bank are  eligible  to  participate  in the ESOP  after  they  attain age 21 and
complete one year of service  during which they worked at least 1,000 hours.  As
of  January  1,  1998,   43,643  shares  have  been   distributed  to  the  plan
participants.

NOTE 4 - EARNINGS PER SHARE

Basic earnings per share is based on weighted-average common shares outstanding.
Diluted  earnings per share  further  assumes  issue of any  dilutive  potential
common  shares.  The  accounting  standard for computing  earnings per share was
revised for 1997, and all earnings per shares  previously  reported are restated
to follow the new standard.
<TABLE>
<CAPTION>
                                                             Three Months Ended
                                                          ------------------------
                                                                 March  31,  
                                                                 -----  ---  
                                                             1998          1997 
                                                          ----------    ----------
<S>                                                       <C>           <C>
Earnings Per Share
   Net Income ......................................      $  543,544    $  493,740
   Weighted average common shares outstanding ......       1,528,400     1,580,555 
   Basic Earnings Per Share ........................      $      .36    $     0.31

Earnings Per Share Assuming Dilution
   Net Income ......................................      $  543,544    $  493,740
   Weighted average common shares outstanding ......       1,528,400     1,580,555
   Add: dilutive effects of assumed exercises
        incentive stock options and now qualified
             stock options .........................          74,214        50,017


   Weighted average and dilutive common shares
        outstanding ................................       1,602,615     1,630,572
    Diluted earnings per share .....................      $     0.34    $     0.30
</TABLE>


NOTE 5 - COMMON STOCK CASH DIVIDENDS

On April 22, 1998 the Board of  Directors  of Northeast  Indiana  Bancorp,  Inc.
announced a quarterly  cash  dividend of $.085 per share.  The dividend  will be
paid on May 22, 1998 to  shareholders  of record on May 8, 1998.  The payment of
the cash dividend will reduce shareholders' equity (second quarter) by $142,241.
<PAGE>
                         NORTHEAST INDIANA BANCORP, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                   Three months ended March 31, 1998 and 1997


NOTE 6 - STOCK REPURCHASE PLAN

On July 18, 1997 Northeast Indiana Bancorp,  Inc. (the "Company")  announced its
intention  to  repurchase  10% of the  outstanding  shares in the open market as
Treasury  Shares  over the next twelve  months.  This  program  will total up to
176,273 shares. As of May 8, 1998 93,000 shares have been repurchased under this
plan since  July 18,  1997.  There  were also  10,910  shares  repurchased  from
exercised options during the first quarter 1998.

NOTE 7 - REGULATORY CAPITAL REQUIREMENTS

Pursuant  to  FIRREA,  savings  institutions  must meet three  separate  minimum
capital-to-asset  requirements.  The following table summarizes, as of March 31,
1998, the capital  requirements  for the Bank under FIRREA and the Bank's actual
capital  ratios.  As of March 31,  1998,  the Bank  substantially  exceeded  all
current regulatory capital standards.


                                   Regulatory              Actual
                              Capital Requirement    Capital Requirement
                              -------------------    -------------------
                               Amount    Percent     Amount     Percent 
                               ------    -------     ------     ------- 
                                        (Dollars in thousands)

Risk-based capital           $ 10,348      8.0 %    $ 25,525     19.73 % 
Core capital                 $  8,018      4.0 %    $ 24,372     12.16 % 
Tangible capital             $  4,009      2.0 %    $ 24,372     12.16 % 

<PAGE>

NOTE 8 - RECLASSIFICATIONS

Certain  amounts  in  the  1997  consolidated  financial  statements  have  been
reclassified to conform to the 1998 presentation.

GENERAL

Northeast  Indiana  Bancorp,  Inc.  (the  "Company")  was  formed as a  Delaware
corporation  in March,  1995, for the purpose of issuing common stock and owning
all the common  stock of First  Federal  Savings  Bank  ("First  Federal" or the
"Bank")  as a unitary  thrift  holding  company.  Prior to the  conversion,  the
Company did not engage in any material  operations and at March 31, 1998, had no
significant  assets  other than the  investment  in the  capital  stock of First
Federal and cash and cash equivalents.

The  principal  business  of  savings  banks,   including  First  Federal,   has
historically consisted of attracting deposits from the general public and making
loans  secured by  residential  real estate.  The Bank's  earnings are primarily
dependent on net interest  income,  the difference  between  interest income and
interest  expense.  Interest  income is a function of the  balances of loans and
investments  outstanding  during the period and the yield earned on such assets.
<PAGE>
                         NORTHEAST INDIANA BANCORP, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                   Three months ended March 31, 1998 and 1997

Interest expense is the function of the balances of deposits and borrowings. The
Bank's earnings are also affected by provisions for loan losses,  service charge
and fee income,  and other  non-interest  income,  operating expenses and income
taxes.  Operating  expenses  consist  primarily  of  employee  compensation  and
benefits,  occupancy and equipment  expenses,  data processing,  federal deposit
insurance premiums and other general administrative expenses.

The most significant outside factors influencing the operations of First Federal
Savings Bank and other savings institutions include general economic conditions,
competition in the local market place and related  monetary and fiscal  policies
of agencies that regulate financial institutions. More specifically, the cost of
funds is  influenced  by interest  rates on  competing  investments  and general
market rates of interest.  Lending  activities  are influenced by the demand for
real estate financing and other types of loans, which in turn is affected by the
interest  rates at which such loans may be offered and other  factors  affecting
loan demand and funds availability.

FINANCIAL CONDITION

The Company's  total assets  increased  $937,000 or 0.47% from $199.4 million at
December  31, 1997 to $200.3  million at March 31, 1998.  This  increase was due
primarily to funds generated from increased deposits growth of $12.3 million net
of decreased  borrowings of $11.0 million so that new loans could be funded.  In
addition to asset  growth  through the first three  months of 1998 we  purchased
2.7% of the outstanding shares to fund Treasury Stock which reduced our capital.

The Bank's cash and cash  equivalents  increased  $490,000  from $4.8 million at
December  31, 1997 to $5.3  million at March 31,  1998.  This  increase  was due
primarily from the funds being available to fund the net increase in loans.

Net loans  receivable  increased  $1.1  million or 0.64% from $174.5  million at
December  31, 1997 to $175.7  million at March 31,  1998.  The increase in loans
during  the  first  three  months  of 1998 was  predominantly  in  consumer  and
commercial  loan products  which  accounted  for $924,000 of the increase.  This
growth was because of the generally favorable market conditions.  Allowances for
loan losses increased approximately $73,000 through the three months ended March
31, 1998.  This  increase was to provide a general  increase for the higher loan
amounts  and the  additional  loans  secured  by  non-residential  real  estate,
commercial and credit cards.  These  allowances of $1.3 million include $113,300
of specific reserves for loans or partial loans classified as substandard in the
amount of $335,983.

INVESTMENTS

Securities  available-for-sale  decreased $31,000 from $14.6 million at December
31,  1997 to $14.6  million  at March 31,  1998.  This  decrease  was due to the
purchase of investments  used to maintain our liquidity  requirements  offset by
investments being called or maturing during the quarter.

RESULTS OF OPERATIONS

The  Company  had net income of  $544,000 or $0.36 per basic share for the three
months  ended March 31,  1998  compared to $494,000 or $0.31 per basic share for
the three months ended March 31, 1997.
<PAGE>
                         NORTHEAST INDIANA BANCORP, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                   Three months ended March 31, 1998 and 1997

Net interest  income  increased to $1.7 million for the three months ended March
31, 1998  compared to $1.5  million for the three  months  ended March 31, 1997.
Interest  income  increased  $658,000 to $4.0  million from $3.3 million for the
first  quarter  March 31, 1998 and March 31, 1997,  respectively.  For the first
quarter  interest expense  increased  $393,000 to $2.2 million from $1.8 million
for the  quarter  ended  March 31, 1998 and 1997,  respectively.  The  increased
expense for the period was due to the net effect of higher  average  balances in
deposits and lower average balances in borrowings.

Provisions for loan losses increased by $31,500 for the three months ended March
31, 1998 compared to the same period ended March 31, 1997.

Non-interest  expense increased to $947,000 for the three months ended March 31,
1998 compared to $752,000 for the corresponding  period in 1997. This represents
an increase of $195,000 for the three months ended March 31, 1998. This increase
is due to higher salaries and benefits reflecting  increases in compensation for
1998 and additional  employees added during 1997 to support  customer service as
we grow.

Income tax expense is up for the three months ended March 31, 1998 due to higher
taxable income compared to 1997.

NON-PERFORMING ASSETS AND ALLOWANCE FOR LOAN LOSSES

The allowance for loan losses is established through a provision for loan losses
based on management's  quarterly asset  classification  review and evaluation of
the risk inherent in its loan  portfolio and changes in the nature and volume of
its loan activity.  Such  evaluation,  which considers among other matters,  the
estimated value of the underlying  collateral,  economic  conditions,  cash flow
analysis,  historical  loan loss  experience,  discussion  held with  delinquent
borrowers  and other  factors  that  warrant  recognition  in  providing  for an
adequate allowance for loan loss. As a result of this review process, management
recorded  provisions  for loan  losses in the  amount of  $90,000  for the three
months ended March 31, 1998  compared to $58,000 for the same period ended March
31, 1997. While management  believes current allowance for loan loss is adequate
to absorb possible losses,  we anticipate  growth in our loan portfolio and will
therefore,  continue to add through additional provisions for loan losses to our
allowance  accounts,  there is no  assurance  that  subsequent  evaluations  may
require additional provisions for loan losses.

The non-performing assets to total assets ratio is one indicator of the exposure
to credit risk.  Non-performing  assets of the Bank consist of the  non-accruing
loans, troubled debt restructuring and real estate owned which has been acquired
as a result of  foreclosure  or  insubstance  foreclosure.  The following  table
summarizes in thousands the various categories of non-performing assets:
<PAGE>
                         NORTHEAST INDIANA BANCORP, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                   Three months ended March 31, 1998 and 1997

                                                 March 31    December 31
                                                  1997          1997 


Non-accruing loans                               $ 336       $ 1,166
Accruing  loans delinquent 90 days and more          0             0 
Troubled debt restructuring                          0             0  
Foreclosed assets                                   23             7  
                                                 -----       ------- 
Total non-performing assets                        359         1,173
                                                 -----       -------
Total non-performing assets as a percentage
     of total assets                               .18%          .58% 
                                                 -----       --------


Total non-performing  assets decreased from $1.2 million to $359,000 or 0.18% of
total assets at March 31, 1998 from 0.58% of total assets at December 31, 1997.

The Bank is required to maintain specific amounts of regulatory capital pursuant
to  regulations  of the  Office  of  Thrift  Supervision  (OTS).  Those  capital
requirements  follow: a risk-based  capital  standard  expressed as a percent of
risk adjusted  assets,  a leverage ratio of core capital to total assets,  and a
tangible capital ratio expressed as a percent of total adjusted assets. At March
31, 1998, the Bank exceeded all regulatory capital standards.

At March 31, 1998,  the Bank's risk based capital was $25.5 million or 19.73% of
risk  adjusted  assets  which  exceeds  the  $10.3  million  and  the  8.0%  OTS
requirement  by $15.2  million and 11.73%.  The Bank's core capital at March 31,
1998 is $24.3  million  or 12.16%  which  exceeds  the OTS  requirement  of $8.0
million and 4.00% by $16.3 million and 8.16%. The tangible  capital  requirement
is $4.0  million and 2.00% which the Bank  exceeded by $20.3  million and 10.16%
which is reflected by March 31, 1998 tangible  capital  balance of $24.3 million
and a 12.16% ratio of tangible capital to assets.

LIQUIDITY AND CAPITAL RESOURCES

First Federal's primary sources of funds are deposits, FHLB advances,  principal
and interest payments of loans,  operations  income and short-term  investments.
Deposit flows and mortgage  payments are greatly  influenced by general interest
rates, economic conditions and competition.

Current OTS  regulations  require that First Federal  maintain cash and eligible
investments  in an amount equal to at least 4% of its average  daily  balance of
net withdrawable  customer deposit accounts and short-term  borrowings to assure
its  ability  to meet  demands  for  withdrawals  and  repayment  of  short-term
borrowings.  As of March 31, 1998,  First  Federal's  liquidity ratio was 9.65%,
which is in excess of the minimum regulatory requirements.
<PAGE>
                         NORTHEAST INDIANA BANCORP, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                   Three months ended March 31, 1998 and 1997

First  Federal  uses its  capital  resources  principally  to meet  its  ongoing
commitments  to fund  maturing  certificates  of deposit  and loan  commitments,
maintain its liquidity, and meet operating expenses. As of March 31, 1998, First
Federal  had  commitments  to  originate  loans and to fund open lines of credit
totaling  $17.4  million.  First  Federal  considers  its  liquidity and capital
resources  to be  adequate  to meet its  foreseeable  short and long term needs.
First Federal  expects to be able to fund or refinance,  on a timely basis,  its
material commitments and long-term liabilities.

REGULATORY DEVELOPMENTS

As a result of the SAIF  recapitalization in September 1996 the FDIC has amended
its  regulation  concerning  the  insurance  premiums  payable  by  SAIF-insured
institutions. The FDIC has reduced the SAIF insurance premium to a range of 0 to
27 basis points per $100 of domestic  deposits,  effective  January 1, 1997. The
Bank qualifies for the minimum SAIF assessment.

Additionally, the FDIC has imposed a FICO assessment on SAIF-assessable deposits
for the first quarter of 1998 equal to 6.28 basis points  annualized per $100 of
domestic deposits,  as compared to a FICO assessment on BIF-assessable  deposits
for that same period equal to 1.30 basis points per $100 of domestic deposits.

FORWARD-LOOKING STATEMENTS

When  used  in this  filing  and in  future  filings  by the  Company  with  the
Securities  and Exchange  Commission,  in the Company's  press releases or other
public  or  shareholder  communications,  or in oral  statements  made  with the
approval of an authorized  executive  officer,  the words or phrases "would be,"
"will  allow,"  "intends  to," "will likely  result,"  "are  expected to," "will
continue," "is anticipated,"  "estimate,"  "project" or similar  expressions are
intended  to  identify  "forward-looking  statements"  within the meaning of the
Private Securities Litigation Reform Act of 1995. Such statements are subject to
risks and  uncertainties,  including  but not  limited to  changes  in  economic
conditions  in the  Company's  market  area,  changes in policies by  regulatory
agencies,  fluctuations  in interest  rates,  demand for loans in the  Company's
market area and competition,  all or some of which could cause actual results to
differ  materially from historical  earnings and those presently  anticipated or
projected.

The Company  wishes to caution  readers not to place undue  reliance on any such
forward-looking  statements,  which speak only as of the date made,  and advises
readers  that  various  factors,   including   regional  and  national  economic
conditions,  substantial  changes in levels of market interest rates, credit and
other risks of lending and investment  activities and competitive and regulatory
factors,  could affect the Company's  financial  performance and could cause the
Company's  actual  results for future  periods to differ  materially  from those
anticipated or projected.

The Company does not undertake,  and specifically  disclaims any obligation,  to
update any  forward-looking  statements to reflect  occurrences or unanticipated
events or circumstances after the date of such statements.
<PAGE>
IMPACT OF THE YEAR 2000

The Company has  conducted a  comprehensive  review of its  computer  systems to
identify  applications  that could be affected by the "Year 2000" issue, and has
developed  an  implementation  plan to address  the issue.  The  Company and the
Bank's data processing are performed  primarily by a third party  servicer.  The
Company  and the  Bank  also  utilizes  software  and  hardware  which  is under
maintenance  agreements with third party vendors,  consequently  the Company and
Bank are very  dependent on those vendors to conduct its  business.  The Company
has  already  contacted  each  vendor  to  request  time  tables  for year  2000
compliance  and expected  costs,  if any, to be passed along to the Company.  To
date,  the  Company  has  been  informed  that  its  primary  service  providers
anticipate  that all  reprogramming  efforts  will be  completed by December 31,
1998, allowing the Company adequate time for testing. Certain other vendors have
not yet responded,  however, the Company will pursue other options if it appears
that these  vendors will be unable to comply.  Management  does not expect these
costs to have a  significant  impact on its  financial  positions  or results of
operations  however,  there can be no assurance that the vendors systems will be
2000  compliant,  consequently  the  Company  could incur  incremental  costs to
convert to another  vendor.  The Company has  identified  certain  hardware  and
software  equipment that will not be Year 2000 compliant and intends to purchase
new  equipment  and  software   prior  to  December  31,  1998.   These  capital
expenditures are not expected to be material.
<PAGE>
                                    PART II


ITEM 1 - LEGAL PROCEEDING

The Company and First  Federal are involved  from time to time,  as plaintiff or
defendant  in various  legal  actions  arising  from the normal  course of their
businesses.  While the ultimate outcome of these proceedings cannot be predicted
with  certainty,  it is the opinion of management  that the  resolution of these
proceedings  should  not have a  material  effect on the  Company's  results  of
operations on a consolidated basis.

ITEM 2 - CHANGES IN SECURITIES
         None

ITEM 3 - DEFAULTS UPON SENIOR SECURITIES
         None

ITEM 4   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDER
The Annual Meeting of Shareholders ("the meeting") of Northeast Indiana Bancorp,
Inc. was held on April 22, 1998.  The matters  approved by  shareholders  at the
meeting and the number of votes cast for,  against or  withheld  (as well as the
number of  abstentions)  as to each matter are set forth below:

(1) The election of the following directors for a three year term

Votes                                  For             Withheld

Dan L. Stephan                      1,387,308            4,545

Stephen E. Zahn                     1,389,848            2,005

(2) Ratification of Crowe, Chizek and Company, LLP as auditors for the year 
    ending December 31, 1998

Votes                        For              Against          Withheld

                           1,387,048           1,500              4,305

ITEM 5 - OTHER INFORMATION
         None


ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
Exhibits
               None

(b) Reports on Form 8-K

January 29, 1998 Press Release announcing Cash Dividend, Fourth Quarter Earnings
1997 and Year End 1997 Earnings  April 14, 1998 Press Release  announcing  First
Quarter Earnings April 24, 1998 Press Release announcing Quarterly Cash Dividend
<PAGE>





                                   SIGNATURES


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


NORTHEAST INDIANA BANCORP, INC.


Date:  May 13, 1998        By:      /S/ STEPHEN E. ZAHN
                                    -------------------
                                    Stephen E. Zahn                          
                                    President and Chief Executive Officer    
                                    (Duly Authorized Officer)                
                                   


Date:  May 13, 1998        By:      /S/ DARRELL E. BLOCKER
                                    ----------------------
                                    Darrell E. Blocker            
                                    Senior Vice President and     
                                    Chief Financial Officer    
                                    (Principal Financial Officer)