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, 1999

         [  ]     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)

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

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 MAY 7, 1999
--------------------------------------------------------------------------------
Common Stock, par value $.01 per share                     1,649,347


         Transitional Small Business Disclosure Format:  YES [ ]  NO [X]
<PAGE>

                         NORTHEAST INDIANA BANCORP, INC.

                                      INDEX


        PART 1.         FINANCIAL INFORMATION (UNAUDITED)                       

        Item 1.         Consolidated Condensed Financial Statements

                        Consolidated Condensed Balance Sheets
                        March 31, 1999 and December 31, 1998                    

                        Consolidated Condensed Statements of Income for the
                         three months ended March 31, 1999 and 1998             

                        Consolidated Statement of Change in Shareholders' Equity
                        for the three months ended March 31, 1999               

                        Consolidated Statements of Cash Flows for the three
                        months ended March 31, 1999 and 1998                    

                        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, 1999 And December 31, 1998


                                                                          March 31,        December 31,
                                                                            1999               1998
                                                                       -------------      -------------
                                                                                   (Unaudited)
<S>                                                                    <C>                <C>          
ASSETS
Interest earning cash and cash equivalents                             $   3,614,309      $   4,079,792
Noninterest earning cash and cash equivalents                              2,181,317          2,215,845
                                                                       -------------      -------------
     Total Cash and cash equivalents                                       5,795,626          6,295,637
Interest-earning deposits in financial institutions                          100,000            100,000
Securities available for sale                                             11,961,484         13,658,691
Securities held to maturity (fair value: March 31, 1999- $493,160;
  December 31, 1998 - $528,424)                                              493,160            528,424
Loans receivable, net of allowance for loan losses March 31, 1999
  $1,558,346 and December 31, 1998 $1,454,000                            190,600,078        185,906,309
Other real estate owned                                                       52,496            110,712
Accrued interest receivable                                                  416,978            487,393
Premises and equipment                                                     2,365,602          2,265,347
Investments in limited liability partnerships                              1,383,032          1,400,000
Other assets                                                               1,194,010          1,672,079
                                                                       -------------      -------------
     Total assets                                                      $ 214,362,466      $ 212,424,592
                                                                       =============      =============
LIABILITIES AND SHAREHOLDERS' EQUITY
Demand deposits                                                        $   3,136,728      $   3,058,581
Savings                                                                   10,133,069          9,811,696
NOW and MMDDA                                                             32,657,798         31,354,647
Other time deposits                                                       77,242,725         79,110,658
                                                                       -------------      -------------
     Total deposits                                                      123,170,320        123,335,582
Borrowed funds                                                            65,203,942         63,080,275
Accrued expenses and other liabilities                                       818,577          1,004,099
                                                                       -------------      -------------
     Total liabilities                                                 $ 189,192,839      $ 187,419,956


</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                     NORTHEAST INDIANA BANCORP, INC.
                                  CONDENSED CONSOLIDATED BALANCE SHEETS
                                  March 31, 1999 And December 31, 1998


                                                                          March 31,        December 31,
                                                                            1999               1998
                                                                       -------------      -------------
                                                                                   (Unaudited)
<S>                                                                    <C>                <C>          
Shareholders' equity
     Preferred Stock 500,000 shares authorized; 0 shares issued                  -                  -
     Common stock, $.01 par value: 4,000,000 shares
       authorized; 2,400,466 shares issued at
           March 31, 1999 and December 31,1998                                24,005             24,005
     Additional paid in capital                                           25,161,305         25,128,717
     Retained earnings, substantially restricted                          12,597,706         12,166,794
     Unearned employee stock ownership plan shares                        (1,163,800)        (1,163,800)
     Unearned recognition and retention plan shares                         (388,764)          (433,672)
     Net unrealized appreciation on securities available
       for sale                                                               19,322             44,105
     Treasury stock, 747,549 and 728,409 common shares, at
       cost, at March 31, 1999 and December 31, 1998                     (11,080,147)       (10,761,513)
                                                                       -------------      -------------
         Total shareholders' equity                                       25,169,627         25,004,636
              Total liabilities and shareholders' equity               $ 214,362,466      $ 212,424,592
                                                                       =============      =============
</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, 1999
                                                          Three months ended
                                                                March 31,
                                                        1999            1998
                                                     ----------      ----------
                                                           (Unaudited)
<S>                                                  <C>             <C>       
Interest income
   Loans, including fees                             $3,770,467      $3,660,797
   Taxable securities                                   226,915         243,783
   Non-taxable securities                                 6,487           5,081
   Deposits with banks                                   46,266          63,593
                                                     ----------      ----------
     Total interest income                            4,050,135       3,973,254

Interest expense
   Deposits                                           1,328,343       1,405,483
   Borrowed funds                                       837,869         800,239
                                                     ----------      ----------
     Total interest expense                           2,166,212       2,205,722

Net interest income                                   1,883,923       1,767,532
Provision for loan losses                               100,500          90,000
                                                     ----------      ----------
Net interest income after provision for loan
  losses                                              1,783,423       1,677,532

Noninterest income
   Service charges on deposit accounts                   73,050          65,385
   Loan servicing fees                                   67,843          62,923
   Net realized gain on sale of securities                  -               -
   Other                                                 48,398          41,100
                                                     ----------      ----------
     Total noninterest income                        $  189,291      $  169,408

Noninterest expense
   Salaries and employee benefits                       523,479         453,909
   Occupancy                                             99,190          89,224
   Data processing                                      126,566          97,362
   Insurance expense                                     19,714          15,107
   Professional fees                                     38,874          51,766
   Correspondent bank charges                            52,528          33,820
   Other expense                                        171,052         206,037
                                                     ----------      ----------
     Total noninterest expense                       $1,031,403      $  947,225
Income before income taxes                              941,311         899,715
   Income tax expense                                   360,287         356,171
                                                     ----------      ----------

Net income                                           $  581,024      $  543,544
                                                     ==========      ==========

Basic earnings per common share (restated)           $     0.39      $     0.32
Diluted earnings per common share (restated)         $     0.37      $     0.31
Return on average assets                                   1.10%           1.09%
Return on average equity                                   9.18%           7.96%
Equity to assets                                          11.97%          13.68%

</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, 1999
                                                                                                          
                                                             (Unaudited)
                                                                                                                            Net
                                                                                     Unearned          Unearned         Unrealized
                                                                                     Employee       Recognition        Appreciation
                                                          Additional                   Stock             And           on Securities
                                                Common     Paid-in      Retained     Ownership        Retention          Available- 
                                                Stock      Capital      Earnings    Plan Shares      Plan Shares          For-Sale  
                                                -----      -------      --------    -----------      -----------          --------  
<S>                                             <C>       <C>          <C>          <C>                <C>                 <C>     
Balance, January 1, 1999                        24,005    25,128,717   12,166,794   (1,163,800)        (433,672)           44,105  

Net Income March 31, 1999                                                 581,024                                                  

Other Comprehensive income:
   Unrealized gains on securities                                                                                         (42,998)
   Total tax effect                                                                                                        18,215
                                                                                                                  ----------------
     Total other comprehensive income                                                                                     (24,783)  
                                                                                                                                   

Comprehensive income                                                                                                               

Dividends Paid $.09 per share year to date                               (150,112)                                                

Purchase of 20,700 shares of Treasury Stock                                                                                        

Sale of 700 shares of Treasury Stock                          (1,035)                                                              

Shares committed to be released under  ESOP                   31,640                                                               

Purchase of 500 shares for RRP                                 1,983                                     (8,063)                   

Amortization of RRP Contributions                                                                         52,971                   

                                                ======    ==========   ==========   ==========         ========            ====== 
Balance at March 31, 1999                       24,005    25,161,305   12,597,706   (1,163,800)        (388,764)           19,322 
                                                ======    ==========   ==========   ==========         ========            ====== 
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                                        Total        
                                                Treasury           Shareholders'   
                                                  Stock                Equity       
                                               -----------          ----------
<S>                                            <C>                  <C>                           
Balance, January 1, 1999                       (10,761,513)         25,004,636                    
                                                                                    
Net Income March 31, 1999                                              581,024      
                                                                                    
Other Comprehensive income:                                                         
   Unrealized gains on securities                                                   
   Total tax effect                                                                 
                                                                                    
     Total other comprehensive income                                  (24,783)      
                                                                    ----------     
                                                                                    
Comprehensive income                                                   556,241      
                                                                                    
Dividends Paid $.09 per share year to date                            (150,112)    
                                                                                    
Purchase of 20,700 shares of Treasury Stock       (333,225)           (333,225)      
                                                                                    
Sale of 700 shares of Treasury Stock                 8,511               7,476     
                                                                                    
Shares committed to be released under  ESOP                             31,640      
                                                                                    
Purchase of 500 shares for RRP                       6,080                  -      
                                                                                    
Amortization of RRP Contributions                                       52,971      
                                               ===========         ===========   
Balance at March 31, 1999                      (11,080,147)         25,169,627      
                                               ===========         ===========    
</TABLE>
                 See accompanying notes to financial statements.
<PAGE>
<TABLE>
<CAPTION>
                                 NORTHEAST INDIANA BANCORP, INC.
                              CONSOLIDATED STATEMENTS OF CASH FLOWS
                            Three months ended March 31, 1999 and 1998
                                           (Continued)
                                                                             
                                                                         Three months ended
                                                                              March 31,
                                                                      1999              1998
                                                                  ------------      ------------
                                                                             (Unaudited)
<S>                                                               <C>               <C>         
Cash flows from operating activities
     Net income                                                   $    581,024      $    543,545
     Adjustments to reconcile net income
       to net cash from operating activities
         Net (gain) loss on sale of premises and equipment                 -              (8,500)
         Gain on sale of securities                                        -                 -
         Gain on sale of foreclosed real estate                         (1,811)            3,200
         Provision for loan losses                                     100,500            90,000
         Depreciation and amortization                                  55,256            38,745
         Reduction of obligation under ESOP                             31,640            49,642
         Amortization of RRP                                            52,971            41,515
         Net change in:
              Other assets                                             506,155           123,353
              Accrued interest receivable                               70,415            82,650
              Accrued expenses and other liabilities                  (198,191)          211,863
                                                                  ------------      ------------
              Total adjustments                                        616,935           632,468
                                                                  ------------      ------------
                      Net cash from operating activities             1,197,959         1,176,013

Cash flows from investing activities
     Proceeds from maturities and principal payments
       of securities held to maturity                                   35,264           193,265
     Proceeds from maturities and principal payments
       of securities available for sale                              2,356,987         1,872,234
     Proceeds from sale of securities available for sale                   -                 -
     Purchases of securities available for sale                       (689,783)       (1,509,749)
     Proceeds from sale of loans                                           -                 -
     Purchases of loans                                                    -                 -
     Net change in loans                                            (4,824,301)       (1,277,111)
     Expenditures on premises and equipment                           (151,537)          (56,523)
     Proceeds from sale of premises and equipment                          -               8,500
     Proceeds from sale of foreclosed real estate                       92,856            20,000
                                                                  ------------      ------------
         Net cash from investing activities                         (3,180,514)         (749,384)
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                NORTHEAST INDIANA BANCORP, INC.
                              CONSOLIDATED STATEMENTS OF CASH FLOWS
                            Three months ended March 31, 1999 and 1998
                                           (Continued)
                                                              
                                                                         Three months ended
                                                                              March 31,
                                                                      1999              1998
                                                                  ------------      ------------
                                                                             (Unaudited)
<S>                                                               <C>               <C>         
Cash flows from financing activities
     Advances from FHLB                                             27,000,000        10,000,000
     Repayment of FHLB advances                                    (24,999,745)      (20,999,745)
     Payments of demand notes                                         (390,000)         (225,000)
     Net change in other borrowed funds                                513,412           182,621
     Dividends paid                                                   (150,112)         (145,463)
     Purchase of stock                                                (333,225)       (1,227,048)
     Sale of treasury stock                                              7,476           169,398
     Net change in deposits                                           (165,262)       12,303,549
                                                                  ------------      ------------
         Net cash from financing activities                          1,482,544            58,312
                                                                  ------------      ------------

Net change in cash and cash equivalents                               (500,011)          484,941

Cash and cash equivalents at beginning of year                       6,295,637         4,819,686
                                                                  ------------      ------------

Cash and cash equivalents at end of year                          $  5,795,626      $  5,304,627
                                                                  ============      ============

Cash paid for:
     Interest                                                     $    742,138      $  2,255,858
     Income taxes                                                       50,000            20,000

Non-cash transactions:
     Investment in obligation relative to limited partnership     $         -      $           -
     Transfer from loans to other real estate                           32,829            42,700
</TABLE>

                See accompanying notes to financial statements.
<PAGE>
                         NORTHEAST INDIANA BANCORP, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                   Three months ended March 31, 1999 and 1998



NOTE 1 - BASIS OF PRESENTATION

The  unaudited  information  for the three  months ended March 31, 1999 and 1998
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")  and its wholly  owned  subsidiary,  Northeast  Indiana
Financial,  Inc. 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 (restated as of November 23, 1998;  2,400,466  shares at $9.09 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.
<PAGE>
                         NORTHEAST INDIANA BANCORP, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                   Three months ended March 31, 1999 and 1998


NOTE 2 - CONVERSION (Continued)

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").

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  192,027  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,  1999,   63,719  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 1998, and all earnings per shares  previously  reported are restated
to follow the new standard. The following table has been restated to reflect the
10% stock  dividend  announced  on October 27, 1998 and payable on November  23,
1998 to shareholders of record on November 6, 1998.
<TABLE>
<CAPTION>

                                                               Three months ended
                                                                    March 31,
                                                               1999           1998
                                                           ----------     ----------
<S>                                                        <C>            <C>       
Earnings Per Share
  Net Income available to common shareholders              $  581,024     $  543,543
  Weighted average common shares outstanding                1,500,042      1,681,240
     Basic Earnings Per Share                              $     0.38     $     0.32

Earnings Per Share Assuming Dilution
   Net Income available to common shareholders             $  581,024     $  543,543
   Weighted average common shares outstanding               1,500,042      1,681,240
   Add: dilutive effects of assumed exercises of
             incentive stock options and non qualified
             stock options                                     59,014         81,635
   Weighted average and dilutive common shares
      Outstanding                                           1,559,056      1,762,875
       Diluted earnings per share                          $     0.37     $     0.31
</TABLE>
<PAGE>
                         NORTHEAST INDIANA BANCORP, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                   Three months ended March 31, 1999 and 1998
 

NOTE 5 - COMMON STOCK DIVIDENDS

On April 22, 1999 the Board of  Directors  of Northeast  Indiana  Bancorp,  Inc.
announced a quarterly cash dividend of $.09 per share. The dividend will be paid
on May 21,  1999 to  shareholders  of record on May 7, 1999.  The payment of the
cash dividend will reduce shareholders' equity (second quarter) by approximately
$148,000.

Common share amounts,  market values and price per share disclosures  related to
stock  repurchase  programs,  stock based  compensation  plans and  earnings and
dividends per share  disclosures  have been restated for the 10% stock  dividend
declared on October 23, 1998.  Stock  dividends  for 20% or less are reported by
transferring  the market value, as of the ex-dividend  date, of the stock issued
from  retained   earnings  to  common  stock  and  additional   paid-in-capital.
Fractional shares will be rounded up to the next whole share.


NOTE 6 - STOCK REPURCHASE PLAN

On July 7,  1998  the  Company  announced  a new  stock  repurchase  program  to
repurchase 10% of the  outstanding  shares in the open market as Treasury shares
over the next twelve months.  This program will include up to 180,688 shares. As
of April 29, 1999, 165,200 shares have been repurchased under this program since
its announcement.

There were also 700  shares  repurchased  from  exercised  options  year to date
through April 29, 1999.

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,
1999, the capital  requirements  for the Bank under FIRREA and the Bank's actual
capital  ratios.  As of March 31,  1999,  the Bank  substantially  exceeded  all
current regulatory capital standards.
<TABLE>
<CAPTION>

                                        Regulatory
                                     Capital Requirement                       Actual Capital
                               -----------------------------           ------------------------------
                                 Amount              Percent            Amount               Percent
                                                       (Dollars in thousands)
<S>                            <C>                     <C>             <C>                    <C>         
Risk-based capital             $  11,462               8.0  %          $  23,395              16.33  %    
Core capital                   $   8,581               4.0  %          $  21,940              10.23  %    
Tangible capital               $   4,291               2.0  %          $  21,940              10.23  %   
</TABLE>
<PAGE>
                          NORTHEAST INDIANA BANCORP, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                   Three months ended March 31, 1999 and 1998
                               

NOTE 8 - RECLASSIFICATIONS

Certain  amounts  in  the  1998  consolidated  financial  statements  have  been
reclassified to conform to the 1999 presentation.

<PAGE>
                         NORTHEAST INDIANA BANCORP, INC.
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND OPERATING RESULTS


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, 1999, 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.
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.

TRUST/FINANCIAL SERVICES

During the year of 1998,  First  Federal  established a trust  department  which
began  operations  in the fourth  quarter.  At the end of March 31,  1999 , $6.5
million was held under asset management. In February 1999, the Company announced
the  establishment  of  Northeast  Indiana   Financial,   Inc.,  a  wholly-owned
subsidiary of the Bank. Northeast Indiana Financial, Inc. will provide brokerage
services through the purchase of mutual funds,  annuities,  stocks and bonds for
its customers. Until these operations are well established, management expects a
slight negative impact to net income.
<PAGE>
                         NORTHEAST INDIANA BANCORP, INC.
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND OPERATING RESULTS


FINANCIAL CONDITION

The Company's  total assets  increased $1.9 million or 0.91% from $212.4 million
at December 31, 1998 to $214.4 million at March 31, 1999.  This increase was due
primarily to funds  generated from  increased  borrowings of $2.1 million net of
decreased  deposits of $200,000.  In addition to asset growth  through the first
three months of 1999 the company  purchased  1.5% of the  outstanding  shares to
fund Treasury Stock which reduced our capital $323,000.

Net loans  receivable  increased  $4.7  million or 2.53% from $185.9  million at
December  31, 1998 to $190.6  million at March 31,  1999.  The increase in loans
during  the  first  three  months of 1999 was  predominantly  in  mortgage  loan
products which  accounted for $2.3 million of the increase along with a $591,000
increase in consumer  lending and $1.8  increase  in  commercial  lending.  This
growth was because of the generally favorable market conditions.  Allowances for
loan losses  increased  approximately  $104,000  through the three  months ended
March 31, 1999.  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 $1.6 million include $103,000
of specific reserves for loans or partial loans classified as substandard in the
amount of $1.8 million.

INVESTMENTS

Securities  available-for-sale  decreased  $1.7  million  from $13.7  million at
December 31, 1998 to $12.0  million at March 31, 1999.  Investments  of $700,000
were purchased to replenish a portion of the $2.4 million of portfolio  balances
being reduced by calls, payments and maturities.

RESULTS OF OPERATIONS

The  Company  had net income of  $581,000 or $0.39 per basic share for the three
months  ended March 31,  1999  compared to $544,000 or $0.32 per basic share for
the three  months ended March 31, 1998.  Note that all per share  earnings  have
been restated to reflect the 10% stock dividend to be paid on November 23, 1998.

Net interest  income  increased to $1.9 million for the three months ended March
31, 1999  compared to $1.8  million for the three  months  ended March 31, 1998.
Interest income increased $77,000 to $4.1 million for March 31, 1999 compared to
$4.0  million  for  March  31,  1998.  For the first  quarter  interest  expense
decreased  $40,000 to $2.2 million for the quarter ended March 31, 1999 compared
to $2.2 million March 31, 1998.

Provisions for loan losses increased by $10,500 for the three months ended March
31, 1999 compared to the same period ended March 31, 1998.
<PAGE>
                         NORTHEAST INDIANA BANCORP, INC.
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND OPERATING RESULTS

RESULTS OF OPERATIONS (Continued)

Non-interest  income  increased  to $189,000  for the three  months  ended March
31,1999 compared to $169,000 for the comparable  period in 1998. This represents
an increase of $20,000 for the three months ended March 31, 1999.

Non-interest  expense increased to $1.0 million for the three months ended March
31,  1999  compared  to  $947,000  for the  corresponding  period in 1998.  This
represents  an increase of $84,000 for the three  months  ended March 31,  1999.
This  increase is due  partially  to higher  salaries  and  benefits  reflecting
increases in  compensation  for 1999 and additional  employees added during late
1998 and early 1999 to support customer service as we grow.

Data processing  expense has increased  $29,000 for the three months ended March
31, 1999 due to software upgrades and increased processing volume.

Income tax expense is up for the three months ended March 31, 1999 due to higher
taxable income compared to 1998.

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  $100,000  for the three
months ended March 31, 1999  compared to $90,000 for the same period ended March
31, 1998. Management believes our current allowance for loan loss is adequate to
absorb  possible  losses and is weighted  for the mix of loans  currently  held;
therefore we anticipate that the standard expense will be reduced for the second
quarter 1999.

<PAGE>
                         NORTHEAST INDIANA BANCORP, INC.
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND OPERATING RESULTS

NON-PERFORMING ASSETS AND ALLOWANCE FOR LOAN LOSSES(Continued)

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:
<TABLE>
<CAPTION>

                                                            March 31    December 31
                                                              1999         1998
                                                            ------        ------
<S>                                                         <C>           <C>   
Non-accruing loans                                          $1,146        $1,208
Accruing loans delinquent 90 days and more                     -             -
Troubled debt restructuring                                    -             -
Foreclosed assets                                               52           120
                                                            ------        ------

   Total non-performing assets                               1,198         1,328
                                                            ======        ======
     Total non-performing assets as a percentage
     of total assets                                          0.56%         0.63%
                                                            ======        ======
</TABLE>

Total non-performing assets decreased from $1.3 million to $1.2 million or 0.56%
of total  assets at March 31, 1999 from 0.63% of total  assets at  December  31,
1998.

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, 1999, the Bank exceeded all regulatory capital standards.

At March 31, 1999,  the Bank's risk based capital was $23.4 million or 16.33% of
risk  adjusted  assets  which  exceeds  the  $11.5  million  and  the  8.0%  OTS
requirement  by $11.9  million and 8.33%.  The Bank's core  capital at March 31,
1999 is $21.9  million  or 10.23%  which  exceeds  the OTS  requirement  of $8.6
million and 4.00% by $13.3 million and 6.23%. The tangible  capital  requirement
is $4.3  million  and 2.00% which the Bank  exceeded by $17.6  million and 8.23%
which is reflected by March 31, 1999 tangible  capital  balance of $21.9 million
and a 10.23% ratio of tangible capital to assets.
<PAGE>
                         NORTHEAST INDIANA BANCORP, INC.
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND OPERATING RESULTS

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, 1999,  First  Federal's  liquidity ratio was 7.94%,
which is in excess of the minimum regulatory requirements.

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, 1999, First
Federal  had  commitments  to  originate  loans and to fund open lines of credit
totaling  $23.2  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.


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>
                         NORTHEAST INDIANA BANCORP, INC.
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND OPERATING RESULTS


IMPACT OF THE YEAR 2000

The Company  relies  heavily on computer  technology to provide its products and
services  and is well  aware of all the  issues  involved  with  the  Year  2000
including how operations  could be impacted if a potential  problem would arise.
An overall plan  developed by the Year 2000  Committee was approved by the Board
of Directors and put into effect in 1998. This plan is a step by step process of
assessment,  remediations and testing of hardware, software, embedded systems as
well as a  customer  awareness  program,  contingency  and  business  continuity
planning and budgeting.

A test was  performed  on all  computer  systems  to make sure they were able to
recognize  year 2000 dates and hold these dates when powered off and on. Any new
computer  equipment  purchased  will go through the same  testing  process.  All
embedded  systems have been  assessed and will  continue to be functional in the
year 2000.

The Company has no software that is internally  developed.  The various types of
software  utilized by the Company are purchased  through third party vendors and
our service  bureau.  Our  service  bureau has kept up informed of the Year 2000
status of the  software  products.  Testing of all  mission  critical  data file
interfaces began in the fourth quarter of 1998 and was completed in early second
quarter 1999.  Testing of all other systems and procedures will continue through
June 30, 1999

Throughout  the  remainder  of 1999,  the  Company  will be focusing on Customer
Awareness,  continuing  to monitor  the Y2K status of our  various  vendors  and
completing our Business Continuity Plan. The Business Continuity Plan sets forth
certain  procedures to be followed should problems be discovered  resulting from
issues  beyond our  control.  This plan will be finalized  and  presented to the
Board of Directors by June 30, 1999.

<PAGE>
                         NORTHEAST INDIANA BANCORP, INC.
                                     PART II
                                Other Information



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

         (a)  The Annual Meeting of  Shareholders  ("the  meeting") of Northeast
              Indiana  Bancorp,  Inc.  was held on April 21,  1999.  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
                                                  ---------           --------
                  J. David Carnes                 1,183,251            32,674

              (2) Ratification of Crowe, Chizek and Company, LLP as auditors for
the year ending December 31, 1999:
                                                        Votes
                                                        -----

                                      For              Against       Withheld
                                   ---------           -------       --------
                                   1,212,514             990            2,421


ITEM 5 - OTHER INFORMATION
         None
<PAGE>

                         NORTHEAST INDIANA BANCORP, INC.
                               PART II (Continued)
                                Other Information


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

         (b) Reports on Form 8-K

              (1) January 27, 1999  Announcing Cash Dividends and Fourth Quarter
              Earnings
              (2) February 8, 1999 Announcing establishment of Northeast Indiana
              Financial, Inc.
              (3) April 13, 1999 Announcing First Quarter Earnings
              (4) April 22, 1999  Announcing  Cash  Dividends and Annual Meeting
              Results


<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 14, 1999    By: /S/ STEPHEN E. ZAHN
                                         -------------------

                                         Stephen E. Zahn
                                         President and Chief Executive Officer
                                         (Duly Authorized Officer)


              Date:  May 14, 1999    By: /S/ DARRELL E. BLOCKER
                                         ----------------------
                                         Darrell E. Blocker
                                         Senior Vice President and
                                         Chief Financial Officer
                                         (Principal Financial Officer)