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 June 30, 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 AUGUST 10, 1998
--------------------------------------------------------------------------------

Common Stock, par value $.01 per share                      1,623,117


         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
                    June 30, 1998 and December 31, 1997                     

                    Consolidated Condensed Statements of Income for the
                    three months and six months ended June 30, 1998 and 1997

                    Consolidated Statement of Change in Shareholders' Equity
                    for the six months ended June 30, 1998                  

                    Consolidated Statements of Cash Flows for the three and six
                    months ended June 30, 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
                                        June 30, 1998 And December 31, 1997


                                                                          June 30,       December 31,
                                                                            1998              1997
                                                                               (Unaudited)
<S>                                                                   <C>                <C>          
ASSETS
Interest earning cash and cash equivalents                            $   2,486,132      $   3,036,847
Noninterest earning cash and cash equivalents                             2,404,049          1,782,839
                                                                      -------------      -------------
     Total Cash and cash equivalents                                      4,890,181          4,819,686
Interest-earning deposits in financial institutions                         100,000            100,000
Securities available for sale                                            15,385,534         14,628,590
Securities held to maturity (fair value: June 30, 1998- $563,000;
  December 31, 1997 - $757,000)                                             563,221            756,846
Loans receivable, net of allowance for loan losses June 30, 1998
  $1,315,740 and December 31, 1997 $1,194,000                           177,888,932        174,538,907
Other real estate owned                                                           0                  0
Accrued interest receivable                                                 469,531            511,950
Premises and equipment                                                    2,048,910          1,964,374
Other assets                                                              1,916,777          2,048,244
                                                                      -------------      -------------

     Total assets                                                     $ 203,263,086      $ 199,368,597
                                                                      =============      =============

LIABILITIES AND SHAREHOLDERS' EQUITY
Demand deposits                                                           2,722,736      $   2,502,911
Savings, NOW and MMDA                                                    38,594,511         35,968,057
Other time deposits                                                      80,723,242         69,078,818
                                                                      -------------      -------------
     Total deposits                                                     122,040,489        107,549,786
Securities Sold with Repurchase agreements                                  220,919                  0
Borrowed funds                                                           53,897,195         63,521,682
Accrued expenses and other liabilities                                      591,987          1,004,495
                                                                      -------------      -------------
     Total liabilities                                                  176,750,590        172,075,963
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                          NORTHEAST INDIANA BANCORP, INC.
                                       CONDENSED CONSOLIDATED BALANCE SHEETS
                                        June 30, 1998 And December 31, 1997
                                                   (continued)


                                                                          June 30,       December 31,
                                                                            1998              1997
                                                                               (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; 2,182,125 shares issued                                   21,821             21,821
     Additional paid in capital                                          21,469,103         21,350,326
     Retained earnings, substantially restricted                         14,798,866         13,956,340
     Unearned employee stock ownership plan shares                       (1,236,538)        (1,309,275)
     Unearned recognition and retention plan shares                        (528,132)          (621,817)
     Net unrealized appreciation on securities available
       for sale                                                              40,636             41,672
     Treasury stock, 532,508 and 449,798 common shares, at
       cost, at June 30, 1998 and December 31, 1997                      (8,053,260)        (6,146,433)
                                                                      -------------      -------------
         Total shareholders' equity                                      26,512,496         27,292,634
                                                                      -------------      -------------

              Total liabilities and shareholders' equity              $ 203,263,086      $ 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 and Six months ended June 30, 1998

                                                       Three months ended                  Six Months Ended
                                                             June 30,                           June 30,
                                                     1998              1997              1998              1997
                                                                             (Unaudited)
<S>                                              <C>               <C>               <C>               <C>        
Interest income
   Loans, including fees                         $ 3,689,531       $ 3,148,474       $ 7,350,328       $ 6,190,258
   Taxable securities                                273,183           219,854           516,966           439,724
   Non-taxable securities                              5,073             7,693            10,154            17,687
   Deposits with banks                                50,836            48,226           114,429            91,718
                                                 -----------       -----------       -----------       -----------
     Total interest income                       $ 4,018,623       $ 3,424,247       $ 7,991,877         6,739,387
Interest expense
   Deposits                                        1,487,126         1,076,385         2,892,609         2,117,658
   Borrowed funds                                    771,731           806,346         1,571,970         1,577,363
                                                 -----------       -----------       -----------       -----------
Total interest expense                           $ 2,258,857       $ 1,882,731         4,464,579         3,695,021

Net interest income                                1,759,766         1,541,516         3,527,298         3,044,366
   Provision for loan losses                          90,000            58,500           180,000           117,000
                                                 -----------       -----------       -----------       -----------

Net interest income after provision for loan
  losses                                         $ 1,669,766       $ 1,483,016       $ 3,347,298       $ 2,927,366

Noninterest income
   Service charges on deposit accounts                72,131            59,378           137,516           110,065
   Loan servicing fees                                63,120            63,153           126,043            97,398
   Net realized gain on sale of securities                 0                 0                 0                 0
   Other                                              34,880            32,329            75,980            63,455
                                                 -----------       -----------       -----------       -----------
     Total noninterest income                    $   170,131       $   154,860       $   339,539       $   270,918

Noninterest expense
   Salaries and employee benefits                    446,118           356,163           900,026           739,165
   Occupancy                                          84,904            85,569           174,128           155,637
   Data processing                                   115,407            79,525           212,769           152,756
   Insurance expense                                  16,592            13,900            31,699            26,585
   Professional fees                                  30,204            54,074            81,970            90,137
   Correspondent bank charges                         66,516            49,310           100,336            98,949
   Other expense                                     126,918           129,652           332,955           257,002
                                                 -----------       -----------       -----------       -----------
     Total noninterest expense                   $   886,659       $   768,193       $ 1,833,883       $ 1,520,231
Income before income taxes                           953,238           869,683         1,852,954         1,678,053
   Income tax expense                                366,552           348,054           722,723           662,684
                                                 -----------       -----------       -----------       -----------

Net income                                       $   586,686       $   521,629         1,130,231         1,015,369
                                                 -----------       -----------       -----------       -----------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                          NORTHEAST INDIANA BANCORP, INC.
                                         CONSOLIDATED STATEMENTS OF INCOME
                                      Three and Six months ended June 30, 1998

                                                       Three months ended                  Six Months Ended
                                                             June 30,                           June 30,
                                                     1998              1997              1998              1997
                                                                             (Unaudited)
<S>                                              <C>               <C>               <C>               <C>        
Other comprehensive income, net of tax
   Change in unrealized gains (losses)
     on securities                                    (4,185)          (52,353)           (1,036)           37,267
                                                 -----------       -----------       -----------       -----------
Comprehensive income                             $   582,501       $   469,276       $ 1,129,195       $ 1,052,636
                                                 ===========       ===========       ===========       ===========

Basic earnings per common share                  $      0.39       $      0.34       $      0.75       $      0.65
Diluted earnings per common share                $      0.38       $      0.33       $      0.71       $      0.62
Return on average assets                                1.16%             1.19%             1.12%             1.18%
Return on average equity                                8.84%             7.87%             8.39%             7.64%
Equity to assets                                       13.09%            15.12%            13.38%            15.39%

</TABLE>
                See accompanying notes to financial statements
<PAGE>
<TABLE>
<CAPTION>
                                                  NORTHEAST INDIANA BANCORP, INC.
                                     CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDER'S EQUITY
                                                  Six months ended June 30, 1998

                                                            (Unaudited)
                                                                                                                            Net
                                            Unearned Unearned Unrealized
                                                                                     Employee       Recognition        Appreciation
                                                   Additional                          Stock        and Retention     on Securities 
                                      Common        Paid-in          Retained        Ownership       Plan Shares        Available-  
                                      Stock         Capital          Earnings       Plan Shares                          For-Sale   
                                      -----         -------          --------       -----------     -------------        --------
<S>                                   <C>          <C>              <C>             <C>                <C>                <C>       
Balance, January 1, 1998              21,821       21,350,326       13,956,340      (1,309,275)        (621,817)          41,672    

Dividends Paid $0.17 per
  share year to date                                                  (287,705)                                                     

Shares committed to be
 released under ESOP                                   90,919                           72,737                                      

Purchase of 97,910
shares                                                                                                                              
  of Treasury Stock

Sale of 15,200 shares
 of Treasury Stock                                    (16,652)                                                                      

Tax effect of stock plans                              44,510      

Purchase of RRP Stock                                                                                   (10,656)                    

Amortization of RRP
  Contributions                                                                                         104,341                     

Net Income June 30, 1998                                             1,130,231  
Other comprehensive
income, net of tax:
  Change in unrealized gains
     on securities                                                                                                        (1,036)   
                                     ------       ----------       ----------      ----------         --------           ------    
Comprehensive income                                                                                                                

Balance, June 30, 1998                21,821       21,469,103       14,798,866      (1,236,538)        (528,132)          40,636    
                                      ======       ==========       ==========      ==========         ========           ======    
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                         NORTHEAST INDIANA BANCORP, INC.
            CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDER'S EQUITY
                         Six months ended June 30, 1998

                                   (Unaudited)
                                   (continued)

                                                   Total      
                                Treasury       Shareholders' 
                                  Stock           Equity     
                                  -----           ------                                                                  
<S>                            <C>              <C>           
Balance, January 1, 1998       (6,146,433)      27,292,634       
                                                                 
Dividends Paid $0.17 per                                         
  share year to date                              (287,705)      
                                                                 
Shares committed to be                                           
 released under ESOP                               163,656       
                                                                 
Purchase of 97,910                                               
shares                         (2,106,861)      (2,106,861)      
  of Treasury Stock                                              
                                                                 
Sale of 15,200 shares                                            
 of Treasury Stock                200,034          183,382       
                                                                 
Tax effect of stock plans                           44,510       
                                                                 
Purchase of RRP Stock                              (10,656)      
                                                                 
Amortization of RRP                                              
  Contributions                                    104,341       
                                                                 
Net Income June 30, 1998                         1,130,231  
                                                ----------     
Other comprehensive                                       
income, net of tax:                               
  Change in unrealized gains                                     
     on securities                                  (1,036)      
                                                                 
Comprehensive income                             1,129,195       
                              -----------      -----------                                  
Balance, June 30, 1998         (8,053,260)      26,512,496       
                              ===========      ===========
</TABLE>

                See accompanying notes to financial statements
<PAGE>
<TABLE>
<CAPTION>
                                             NORTHEAST INDIANA BANCORP, INC.
                                     CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                         Six months ended June 30, 1998 and 1997
 
                                                                                        Six months ended
                                                                                             June 30,
                                                                                     1998              1997
                                                                                ------------      ------------
                                                                                         (Unaudited)
<S>                                                                             <C>               <C>         
Cash flows from operating activities
  Net income                                                                    $  1,130,231      $  1,015,369
  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                               2,200                 0
     Net  (gain) loss on sale of other repossessed assets                              3,235                 0
     Provision for loan losses                                                       180,000           117,000
     Depreciation and amortization, net of accretion                                  80,941            69,587
     Amortization of ESOP Contributions                                              163,657           109,106
     Amortization of RRP Contributions                                                93,686           102,514
     Net change in other assets                                                      149,703            18,408
     Net change in accrued interest receivable                                        42,419           (52,528)
     Net change in accrued expenses and other liabilities                           (436,414)         (852,427)
                                                                                ------------      ------------
         Total adjustments                                                           270,927          (488,340)
                                                                                ------------      ------------
Net cash from operating activities                                              $  1,401,158      $    527,029

Cash flows from investing activities
  Proceeds from maturities and principal repayments of securities
    held to maturity                                                                 193,625           102,702
  Proceeds from maturities and principal repayments of securities
    available for sale                                                             2,326,788                 0
  Purchases of securities available for sale                                      (3,082,207)       (1,218,753)
  Net change in loans                                                             (6,053,935)       (9,036,341)
  Expenditures on premises and equipment                                            (168,204)          (60,635)
  Proceeds from sale of loans                                                      2,430,541                 0
  Proceeds from sale of premises and equipment                                         8,500               889
  Proceeds from sales of other real estate                                            40,500                 0
  Proceeds from sales of other repossessed assets                                     46,162                 0
                                                                                ------------      ------------
  Net cash from investing activities                                            $ (4,258,230)     $(10,212,138)

Cash flows from financing activities
  Advances from FHLB                                                              26,000,000        28,000,000
  Repayment of FHLB advances                                                     (35,400,000)      (23,000,000)
  Net increase (decrease) in other borrowings                                         (4,081)                0
  Cash dividends paid                                                               (287,705)         (284,625)
  Net proceeds from stock issuance                                                   227,890                 0
  Increase (decrease) in advances from borrowers for taxes and insurance               7,621             5,042
  Repurchase stock                                                                (2,106,861)         (682,837)
  Net change in deposits                                                          14,490,703         2,377,248
                                                                                ------------      ------------
       Net cash from financing activities                                          2,927,567         6,414,828
                                                                                ------------      ------------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                             NORTHEAST INDIANA BANCORP, INC.
                                     CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                         Six months ended June 30, 1998 and 1997
                                                      (continued)
 
                                                                                        Six months ended
                                                                                             June 30,
                                                                                     1998              1997
                                                                                ------------      ------------
                                                                                         (Unaudited)
<S>                                                                             <C>               <C>         
Net increase in cash and cash equivalents                                             70,495        (3,270,281)
Cash and cash equivalents at beginning of period                                   4,819,686         6,672,374
                                                                                ------------      ------------

Cash and cash equivalents at end of period                                      $  4,890,181      $  3,402,093
                                                                                ------------      ------------

  Cash paid during the period for:
     Interest                                                                   $  4,496,845      $  3,700,717
     Income taxes                                                                    837,000           670,308

</TABLE>
                See accompanying notes to financial statements
<PAGE>
                         NORTHEAST INDIANA BANCORP, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                Three and six months ended June 30, 1998 and 1997

NOTE 1 - BASIS OF PRESENTATION

The unaudited  information  for the three and six months ended June 30, 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 and six 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.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                Three and six months ended June 30, 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 and Six Months Ended
                                                                               --------------------------
                                                                                        June 30,
                                                                   1998          1997           1998             1997
                                                                   ----          ----           ----             ----
<S>                                                           <C>           <C>             <C>             <C>         
Earnings Per Share
  Net Income available to common shareholders                 $    586,686  $    521,629    $  1,130,231    $  1,015,369
  Weighted average common shares outstanding                     1,491,258     1,556,508       1,509,727       1,568,465
     Basic Earnings Per Share                                 $       0.39  $       0.34    $       0.75    $       0.65

Earnings Per Share Assuming Dilution
   Net Income available to common shareholders                $    586,686  $    521,629    $  1,130,231    $  1,015,369
   Weighted average common shares outstanding                    1,491,258     1,556,508       1,509,727       1,568,465
   Add: dilutive effects of assumed exercises of
             incentive stock options and non qualified
             stock options                                          37,183        16,881          76,027          52,031
   Weighted average and dilutive common shares
      Outstanding                                                1,528,441     1,573,389       1,585,753       1,620,496
       Diluted earnings per share                             $       0.38  $       0.33    $       0.71    $       0.63
</TABLE>

NOTE 5 - COMMON STOCK CASH DIVIDENDS

On July 29, 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 August  24,  1998 to  shareholders  of record on August  10,  1998.  The
payment of the cash dividend will reduce shareholders' equity (third quarter) by
$141,965.
<PAGE>
                         NORTHEAST INDIANA BANCORP, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                Three and six months ended June 30, 1998 and 1997

NOTE 6 - STOCK REPURCHASE PLAN

On July 18, 1997, Northeast Indiana Bancorp,  Inc. (the "Company") announced its
intention to repurchase up to 10% of the outstanding shares or 176,273 shares in
the open market as Treasury  shares over a twelve month  period.  As of the July
1998  completion  date  125,000  shares had been  repurchased  since its initial
announcement date.

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 164,262 shares. As
of August 10, 1998, 20,000 shares have been repurchased under this program since
its announcement.

There were also 11,810 shares  repurchased  from exercised  options year to date
through August 10, 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 June 30,
1998, the capital  requirements  for the Bank under FIRREA and the Bank's actual
capital ratios. As of June 30, 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             $10,496       8.0   %     $23,846        18.17  %
Core capital                   $ 8,139       4.0   %     $22,622        11.12  %
Tangible capital               $ 4,069       2.0   %     $22,622        11.12  %


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 June 30, 1998, had no
significant  assets  other than the  investment  in the  capital  stock of First
Federal and cash and cash equivalents.
<PAGE>
                         NORTHEAST INDIANA BANCORP, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                Three and six months ended June 30, 1998 and 1997

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.

FINANCIAL CONDITION

The Company's total assets increased $3.9 million or 2.0% from $199.4 million at
December  31, 1997 to $203.3  million at June 30,  1998.  This  increase was due
primarily to funds generated from increased deposits growth of $14.5 million net
of decreased  borrowings  of $9.6 million so that new loans could be funded.  In
addition to asset growth  through the first six months of 1998 we purchased 6.6%
of the outstanding  shares to fund Treasury Stock which reduced our capital $2.1
million.

Net loans  receivable  increased  $3.4  million or 1.92% from $174.5  million at
December  31, 1997 to $177.9  million at June 30,  1998.  The  increase in loans
during the first six months of 1998 was  predominantly in mortgage loan products
which accounted for $3.2 million of the increase along with a $753,000  increase
in consumer  lending and $2.0 million increase in commercial  lending.  This was
offset by the sale of a $2.4  million  package of mobile  home loans  which were
sold at par in June 1998.  This  growth was because of the  generally  favorable
market conditions.  Allowances for loan losses increased  approximately $155,000
through  the six months  ended June 30,  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  $92,000 of specific  reserves for loans or partial  loans
classified as substandard in the amount of $1.1 million.

INVESTMENTS

Securities  available-for-sale increased $757,000 from $14.6 million at December
31,  1997 to $15.4  million at June 30,  1998.  Investments  were  purchased  to
replenish portfolio balances being reduced by calls, payments and maturities.
<PAGE>
                        NORTHEAST INDIANA BANCORP, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                Three and six months ended June 30, 1998 and 1997

RESULTS OF OPERATIONS

The Company had net income of $587,000 or $0.39 per basic share and $1.1 million
or $0.75 per  basic  share for the three  and six  months  ended  June 30,  1998
compared  to  $348,000  or $0.33 per basic  share and $1.0  million or $0.65 per
basic share for the three and six months ended June 30, 1997.

Net interest  income  increased to $1.7 million for the second  quarter and $3.3
million for the six months ended June 30, 1998 compared to $1.5 million and $2.9
million  for the three and six  months  ended  June 30,  1997.  Interest  income
increased $594,000 to $4.0 million from $3.4 million for the second quarter June
30,  1998 and June 30,  1997,  respectively.  For the  second  quarter  interest
expense  increased  $376,000 to $2.3  million  from $1.9 million for the quarter
ended June 30, 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 and $155,000 for the three and
six months ended June 30, 1998 compared to the same period ended June 30, 1997.

Non-interest  expense  increased  to $887,000 and $1.8 million for the three and
six months  ended June 30, 1998  compared to $768,000  and $1.5  million for the
corresponding  periods in 1997.  This  represents  an increase  of $118,000  and
$314,000 for the three and six months ended June 30, 1998.  This increase is due
partially to higher salaries and benefits  reflecting  increases in compensation
for 1998 and  additional  employees  added  during  late 1997 and early  1998 to
support customer service as we grow.

Data processing  expense has increased $36,000 and $60,000 for the three and six
months  ended June 1998 due to the  installation  of the wide area  network  and
software  upgrades.  This  project  was  started in second  quarter  1998 and is
expected to be complete by fourth  quarter  1998.  The  upgrades of our computer
system  will  not  only  enable   increased   efficiencies  but  provide  better
communication between our three offices.

Income tax expense is up for the three and six months ended June 30, 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 and  $180,000 for
the three and six months  ended June 30, 1998  compared to $58,000 and  $117,000
for the same period  ended June 30,  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.
<PAGE>
                        NORTHEAST INDIANA BANCORP, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                Three and six months ended June 30, 1998 and 1997


RESULTS OF OPERATIONS (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:

 
                                                          June 30    December 31
                                                            1998        1997
                                                            ----        ----

Non-accruing loans                                        $  816       $1,166
Accruing loans delinquent 90 days and more                     0            0
Troubled debt restructuring                                    0            0
Foreclosed assets                                              8            7
                                                          ------       ------
   Total non-performing assets                               824        1,173
                                                          ======       ======
     Total non-performing assets as a percentage
     of total assets                                         .40%         .58%
                                                          ======       ======

Total non-performing  assets decreased from $1.2 million to $816,000 or 0.40% of
total assets at June 30, 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 June
30, 1998, the Bank exceeded all regulatory capital standards.

At June 30, 1998,  the Bank's risk based  capital was $23.8 million or 18.17% of
risk  adjusted  assets  which  exceeds  the  $10.5  million  and  the  8.0%  OTS
requirement  by $13.3  million and 10.17%.  The Bank's core  capital at June 30,
1998 is $22.6  million  or 11.12%  which  exceeds  the OTS  requirement  of $8.1
million and 4.00% by $14.5 million and 7.12%. The tangible  capital  requirement
is $4.1  million  and 2.00% which the Bank  exceeded by $18.5  million and 9.12%
which is reflected by June 30, 1998  tangible  capital  balance of $22.6 million
and a 11.12% 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.
<PAGE>
                         NORTHEAST INDIANA BANCORP, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                Three and six months ended June 30, 1998 and 1997

LIQUIDITY AND CAPITAL RESOURCES (Continued)

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 June 30, 1998,  First  Federal's  liquidity  ratio was 9.95%,
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 June 30, 1998, First
Federal  had  commitments  to  originate  loans and to fund open lines of credit
totaling  $22.3  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 second quarter of 1998 equal to 6.10 basis points annualized per $100 of
domestic deposits,  as compared to a FICO assessment on BIF-assessable  deposits
for that same period equal to 1.22 basis points per $100 of domestic deposits.

TRUST/FINANCIAL SERVICES

The bank has  recently  applied to the OTS for the  expansion  of its charter to
include trust powers so that we may provide trust and asset management  services
to our community. The bank is also in the process of establishing a wholly-owned
subsidiary as an Indiana  corporation.  This subsidiary  will provide  financial
service  products  including  but not  limited to mutual  funds,  brokerage  and
insurance products.

In order to provide the expertise these new initiatives  will require,  the bank
has  hired an  individual  with 28 years  experience  in  trust  services.  This
individual  has served the last six years as a Senior Trust Officer  responsible
for managing over $100 million in trust assets.

OFFICE EXPANSION

The bank began an expansion project of its North office located on Frontage Road
in July 1998. This expansion will provide  approximately  2,000 square feet more
space  which  will  be  utilized  for  offices  needed  for  additional  banking
operations staff, the new Trust department and Financial Services  Subsidiary as
well as storage for the computer equipment needed for these new endeavors.  This
building addition should be completed in the fourth quarter of 1998.
<PAGE>
                         NORTHEAST INDIANA BANCORP, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                Three and six months ended June 30, 1998 and 1997

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.

IMPACT OF THE YEAR 2000

The Company has been and will continue to follow the guidelines  provided by the
Federal Financial  Institutions  Examination's  Council (FFIEC). The Company has
formulated a Year 2000 Action Plan which has been presented to, and approved by,
the Board of Directors. Management believes that all affected systems whether it
be internal or services provided by a third party have been identified and plans
have been made to ensure that all necessary changes are accomplished in a timely
manner.  Implementation  of the plan is  progressing  and the Board of Directors
receives quarterly reports regarding the progress made. Testing with our service
provider  will  begin in fourth  quarter  1998 and should be  complete  by first
quarter 1999. This timeline complies with the FFIEC guidelines.  Management does
not expect any costs  related to the Year 2000 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.
<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
         (a)  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

<PAGE>

                                                      
                                PART II CONTINUED



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

         (b) Reports on Form 8-K

              (1) April 14, 1998 Press Release announcing First Quarter Earnings

              (2) April  24,  1998  Press  Release  announcing  Quarterly  Cash
                  Dividend

              (3) July 7, 1998 Press Release announcing Stock Repurchase Program

              (4) July 17, 1998 Press Release announcing Second Quarter Earnings

              (5) July 29, 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:  August 12, 1998           By:    /S/ STEPHEN E. ZAHN

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


   Date:  August 12, 1998           By:    /S/ DARRELL E. BLOCKER

                                           Darrell E. Blocker
                                           Senior Vice President and
                                           Chief Financial Officer
                                           (Principal Financial Officer)