FORM 10-QSB

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   (Mark One)

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

                For the quarterly period ended DECEMBER 31, 1996

                                       OR

              [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

        For the transition period from ____________ to _________________

                         Commission file number: 0-21297

                            Foundation Bancorp, Inc.
            _______________________________________________________
             (Exact name of Registrant as specified in its charter)

                                      Ohio
         _______________________________________________________________
         (State or other jurisdiction of incorporation or organization)

                                   31-1465239
            _______________________________________________________
                     (I.R.S. Employer Identification Number)


                    25 Garfield Place, Cincinnati, Ohio   45202
            _______________________________________________________
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code: (513) 721-0120

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section  13 or 15(d) of the  Securities  Exchange  Act during the
past 12 months (or for such shorter  period that the  registrant was required to
file such reports), and (2) has been subject to such filing requirements for the
past 90 days.
                         __X__ Yes             _____ No

State the number of shares  outstanding of the issuer's classes of common stock,
as of the latest practicable date.

Common shares, no par value           Outstanding at December 31, 1996:  462,875



                                      -1-
<PAGE>


                            FOUNDATION BANCORP, INC.
                                   FORM 1O-QSB
                         QUARTER ENDED DECEMBER 31, 1996


                         Part l - Financial Information


Item 1 - Financial Statements

Interim financial information required by Regulation  210.10 - 01 of  Regulation
S-X is included in this Form 10-QSB as referenced below:


         Consolidated Statements of Financial Condition...................3

         Consolidated Statements of Earnings..............................4

         Condensed Consolidated Statements of Cash Flows..................5

         Notes to Consolidated Financial Statements.......................6

Item 2 - Management's Discussion and Analysis of
         Financial Condition and Results of Operations....................8


                                      -2-
<PAGE>
<TABLE>

                            FOUNDATION BANCORP, INC.
                 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION


                                                                              December 31,           June 30,
                                                                                 1996                  1996
                                                                              ------------           --------
                                                                              (Unaudited)
ASSETS
<S>                                                                          <C>                 <C>         
Cash and due from banks                                                      $    167,296        $     61,081
Interest-bearing deposits in other financial institutions                       3,043,344           1,111,408
                                                                             ------------        ------------
        Cash and cash equivalents                                               3,210,640           1,172,489

Investment securities - at amortized cost, approximate market value of
  $900,458 and $900,635 at December 31, 1996 and June 30, 1996,
  respectively                                                                    899,687             899,687
Mortgage-backed securities - at cost, approximate market value of
  $4,385,083 and $4,553,889 at December 31, 1996 and June 30, 1996,
  respectively                                                                  4,411,476           4,640,509
Loans receivable - net                                                         24,750,617          23,266,664
Office premises and equipment - at depreciated cost                               307,453             313,281
Federal Home Loan Bank Stock - at cost                                            283,700             278,800
Accrued interest receivable on loans                                               80,729              99,150
Accrued interest receivable on mortgage-backed securities                          33,979              36,817
Accrued interest receivable on investments and interest-bearing
  deposits                                                                         18,481              14,198
Prepaid expenses and other assets                                                  58,166             113,560
                                                                             ------------        ------------

        TOTAL ASSETS                                                         $ 34,054,928        $ 30,835,155
                                                                             ============        ============

LIABILITIES AND SHAREHOLDERS' EQUITY

Deposits                                                                     $ 26,053,272        $ 26,950,784
Advances from Federal Home Loan Bank                                              790,102             824,847
Advances by borrowers for taxes, insurance and other                              256,937              70,179
Other liabilities                                                                 103,766             135,985
Deferred federal income taxes                                                      60,800              60,800
                                                                             ------------        ------------

        TOTAL LIABILITIES                                                      27,264,877          28,042,595

Shareholders' equity
  Common shares - 2,000,000, no par value, authorized; 462,875
    shares issued and outstanding                                                    --                  --
  Additional paid-in capital                                                    4,341,126                --
  Unallocated shares held by Employee Stock Ownership Plan                       (311,781)               --
  Retained earnings - substantially restricted                                  2,760,706           2,792,560
                                                                             ------------        ------------


        TOTAL SHAREHOLDERS' EQUITY                                              6,790,051           2,792,560
                                                                             ------------        ------------

        TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                           $ 34,054,928        $ 30,835,155
                                                                             ============        ============

</TABLE>


                                      -3-
<PAGE>
<TABLE>

                            FOUNDATION BANCORP, INC.
                       CONSOLIDATED STATEMENTS OF EARNINGS

                                                             Three months ended                     Six months ended
                                                                 December 31,                          December 31,
                                                          -------------------------             -------------------------
                                                           1996               1995               1996               1995
                                                          ------             ------             ------             ------
<S>                                                   <C>                <C>                <C>                <C>        
Interest income                                                                    (Unaudited)
   Loans                                              $   507,637        $   449,497        $   992,713        $   896,080
   Mortgage-backed securities                              66,047             80,543            135,867            160,837
   Investment securities                                   20,107             17,430             39,861             36,688
   Interest-bearing deposits and other                     46,362             48,493             77,100             94,658
                                                      -----------        -----------        -----------        -----------
       Total interest income                              640,153            595,963          1,245,541          1,188,263

Interest expense
   Deposits                                               360,519            394,192            739,593            782,064
   Federal Home Loan Bank advances                         11,060             11,982             22,355             27,734
                                                      -----------        -----------        -----------        -----------
       Total interest expense                             371,579            406,174            761,948            809,798
                                                      -----------        -----------        -----------        -----------

       Net interest income before provision for
         losses on loans                                  268,574            189,789            483,593            378,465

Provision for losses on loans                              (3,000)            (3,000)            (9,000)            (6,000)
                                                      -----------        -----------        -----------        -----------

       Net interest income after provision for
         losses on loans                                  265,574            186,789            474,593            372,465

Other operating income                                     18,286             17,128             32,590             30,498

General, administrative and other expense
   Employee compensation and benefits                     109,669             87,243            231,545            169,726
   Occupancy and equipment                                 19,914             20,220             40,522             39,732
   Federal deposit insurance premiums                      12,000             15,820            196,267             30,375
   Franchise taxes                                          8,969              8,118             17,938             16,235
   Data processing                                          7,832              8,219             16,394             14,262
   Other                                                   25,835             23,534             50,533             48,701
                                                      -----------        -----------        -----------        -----------
       Total general, administrative and other
         expense                                          184,219            163,154            553,199            319,031
                                                      -----------        -----------        -----------        -----------

       Income (loss) before income taxes                   99,641             40,763            (46,016)            83,932

Provision (benefit) for federal income taxes              (32,525)           (12,900)            14,163            (26,714)
                                                      -----------        -----------        -----------        -----------

       NET EARNINGS (LOSS)                            $    67,116        $    27,863        ($   31,853)       $    57,218
                                                      ===========        ===========        ===========        ===========

       EARNINGS (LOSS) PER SHARE                      $      0.16                           ($     0.07)                   
                                                      ===========                           ===========

</TABLE>


                                      -4-
<PAGE>
<TABLE>

                            FOUNDATION BANCORP, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                      For the six months ended December 31,

                                                                                    1996               1995
                                                                                   ------             ------
                                                                                          (Unaudited)
<S>                                                                           <C>                <C>        
Cash flows provided by (used in) operating activities:
   Net earnings (loss) for the period                                         $   (31,853)       $    57,218
   Adjustments to reconcile net earnings (loss) to net cash
     provided by (used in) operating activities:
     Gain on sale of loans                                                         (3,710)              --
     Depreciation and amortization                                                  9,055              8,023
     Amortization of premiums and discounts on mortgage-backed
           securities                                                               8,801              8,163
     ESOP allocation                                                               58,519               --
     Federal Home Loan Bank stock dividends                                        (4,900)            (9,100)
     Provision for losses on loans                                                  9,000              6,000
     Amortization of deferred loan origination fees                                (3,742)            (5,477)
     Deferred loan fees (costs) originated                                         (8,682)           (17,624)
   Effects of changes in operating assets and liabilities:
     Accrued interest receivable                                                   16,976             (1,300)
     Refundable income tax                                                        (28,950)            31,927
     Prepaid expenses and other assets                                             37,083             34,724
     Accrued expenses                                                             (32,219)            (9,288)
                                                                              -----------        -----------

         Net cash provided by operating activities                                 25,378            103,266
                                                                              -----------        -----------

Cash flows provided by (used in) investing activities:
   Purchase of mortgage-backed securities                                         (97,900)              --
   Principal repayments on mortgage-backed securities                             318,222            381,703
   Maturities of investment securities                                               --              150,000
   Loan disbursements                                                          (3,910,905)        (3,735,553)
   Principal repayments on loans                                                1,860,036          2,026,771
   Proceeds from sales of loans                                                   574,050               --
   Purchase of property and equipment                                              (3,228)            (5,802)
                                                                              -----------        -----------

         Net cash provided by (used in) investing activities                   (1,259,815)        (1,182,881)
                                                                              -----------        -----------

Cash flows provided by (used in) financing activities:
   Net increase  (decrease) in deposit accounts                                  (897,512)           262,150
   Repayment of FHLB advances                                                     (34,745)          (332,913)
   Net increase(decrease) in advances by borrowers for taxes, insurance
     and other                                                                    186,758            173,538
   Proceeds from issuance of common shares                                      4,018,087               --
                                                                              -----------        -----------

         Net cash provided by (used in) financing activities                    3,272,558            102,775
                                                                              -----------        -----------

Net increase (decrease) in cash and cash equivalents                            2,038,151           (976,840)

Cash and cash equivalents at beginning of period                                1,172,489          3,942,980
                                                                              -----------        -----------

Cash and cash equivalents at end of period                                    $ 3,210,640        $ 2,966,140
                                                                              ===========        ===========
</TABLE>


                                      -5-
<PAGE>


                            FOUNDATION BANCORP, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                            For the six months ended
                           December 31, 1996 and 1995


         In May  1996,  the  Board  of  Directors  of  Foundation  Savings  Bank
("Foundation")  adopted a Plan of  Conversion  (the  "Plan")  providing  for the
conversion of Foundation  from the mutual form of organization to the stock form
(the  "Conversion").  In connection  with the  Conversion,  Foundation  formed a
holding company,  Foundation  Bancorp,  Inc. (the  "Company").  On September 25,
1996,  Foundation completed the Conversion,  in connection with which Foundation
issued all of its  outstanding  shares to the  Company  and the  Company  issued
462,875 common shares in a subscription  offering and a community  offering at a
price of $10.00  per share  which,  after  consideration  of  offering  expenses
totaling  $287,624  and shares  purchased  by employee  benefit  plans  totaling
$370,300,  resulted in net cash proceeds of $3,970,826. The financial statements
for the periods  prior to September 25, 1996,  are those of Foundation  prior to
the Conversion.

1.       BASIS OF PRESENTATION

         The  accompanying  unaudited  consolidated  financial  statements  were
prepared in accordance with instructions for Form 10-QSB and, therefore,  do not
include  information  or  footnotes  necessary  for a complete  presentation  of
consolidated  financial  position,  results  of  operations  and  cash  flows in
conformity  with  generally  accepted  accounting  principles.  However,  in the
opinion of management,  all  adjustments  (consisting  only of normal  recurring
accruals)  which  are  necessary  for a fair  presentation  of the  consolidated
financial  statements have been included.  The results of operations for the six
months ended December 31, 1996 and 1995, are not  necessarily  indicative of the
results which may be expected for an entire fiscal year.

2.       PRINCIPLES OF CONSOLIDATION

         The accompanying consolidated financial statements include the accounts
of the Company and  Foundation.  All  significant  intercompany  items have been
eliminated.

3.       EARNINGS PER SHARE

         Earnings per share for the six month period ended December 31, 1996, is
computed based upon 431,190  weighted  average shares  outstanding,  which gives
effect to a reduction for the 31,685  unallocated  shares held by the Foundation
Bancorp,  Inc.  Employee Stock  Ownership Plan (the "ESOP"),  in accordance with
Statement  of Position  93-6 ("SOP 93-6")  issued by the  American  Institute of
Certified Public Accountants. Because the Conversion was completed in September,
1996,  earnings per share for the six months ended December 31, 1995,  cannot be
computed.



                                      -6-
<PAGE>


                            FOUNDATION BANCORP, INC.
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
               For the six months ended December 31, 1996 and 1995


4.       EFFECTS OF RECENT ACCOUNTING PRONOUNCEMENTS

         SOP 93-6,  "Employers'  Accounting for Employee Stock Ownership Plans,"
was issued in November  1993.  SOP 93-6,  which is  effective  for fiscal  years
beginning after December 15, 1993. SOP 93-6 became  applicable to Foundation for
its fiscal year which  began July 1, 1996.  SOP 93-6 will,  among other  things,
change the measure of compensation  expense  recorded by employers for leveraged
ESOPs from the cost of ESOP shares to the fair value of ESOP  shares.  Under SOP
93-6,  the Company will recognize  compensation  cost equal to the fair value of
the ESOP  shares  during  the  periods  in which  they  become  committed  to be
released.  To the extent that the fair value of the ESOP shares differs from the
cost of such  shares,  the  differential  will be charged or credited to equity.
Employers with internally leveraged ESOPs, such as the Company,  will not report
the loan  receivable from the ESOP as an asset and will not report the ESOP debt
from the employer as a liability.

         In October 1995, the Financial  Accounting Standards Board (the "FASB")
issued Statement of Financial Accounting Standards ("SFAS") No. 123, "Accounting
for Stock-Based  Compensation,"  establishing financial accounting and reporting
standards for stock-based  employee  compensation plans. SFAS No. 123 encourages
all  entities to adopt a new method of  accounting  to measure the  compensation
cost of all employee stock  compensation plans based on the estimated fair value
of awards at the date they are  granted.  Companies  are,  however,  allowed  to
continue to measure compensation costs for those plans using the intrinsic value
based method of  accounting,  which  generally  does not result in  compensation
expense  recognition  for most  plans.  Companies  that  elect to  retain  their
existing  accounting  method are  required  to  disclose  in a  footnote  to the
financial statements pro forma net income and, if presented, earnings per share,
as if SFAS No. 123 had been adopted. The accounting requirements of SFAS No. 123
are effective for transactions entered into during fiscal years that begin after
December 15, 1995. Companies are required,  however, to disclose information for
awards  granted in their first  fiscal  year ending  after  December  15,  1994.
Management  has not completed an analysis of the  potential  effects of SFAS No.
123 on its financial condition or results of operations.

         In June 1996, the FASB issued SFAS No. 125,  "Accounting  for Transfers
and Servicing of Financial Assets and  Extinguishments  of  Liabilities,"  which
established  accounting  and reporting  standards for transfers and servicing of
financial assets and extinguishments of liabilities.  The standards are based on
a consistent  application  of a  financial-components  approach  that focuses on
control.  Under that  approach,  after a transfer of financial  assets an entity
recognizes the financial and servicing assets it controls and the liabilities it
has  incurred  and ceases  recognizing  financial  assets when  control has been
surrendered and ceases recognizing liabilities when they have been extinguished.
SFAS No. 125  provides  consistent  standards  for  distinguishing  transfers of
financial assets that are sales from transfers that are secured borrowings. SFAS
No. 125  supersedes  SFAS No. 122.  SFAS No. 125 is effective  for  transactions
occurring  after  December 31, 1996.  Management  does not expect an impact from
adoption of SFAS No. 125.


                                      -7-
<PAGE>


                            FOUNDATION BANCORP, INC.
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS

DISCUSSION OF FINANCIAL CONDITION AT DECEMBER 31, 1996

         At December 31, 1996, the Company's  assets  totaled $34.1 million,  an
increase of $3.2  million,  or 10.4%,  over the $30.9  million total at June 30,
1996.  The  increase  in assets was funded by an increase  of $4.0  million,  or
143.1%,  in  shareholders'  equity,  resulting from the sale of common shares in
connection  with the Conversion.  Cash and  equivalents  equaled $3.2 million at
December  31,  1996,  an  increase  of $2.0  million,  or 173.8 %, over the $1.2
million at June 30, 1996. The increase in cash and equivalents was also a result
of the sale of common shares in connection with the Conversion.  Mortgage-backed
securities  were  $229,033  less at December 31, 1996,  than at June 30, 1996, a
decrease of 4.9%, as the result of repayments during the six month period. Loans
receivable were $24.8 million at December 31, 1996, an increase of $1.5 million,
or 6.4 %, over the June 30,  1996,  total,  as loan demand  remained  strong and
payoffs decreased.

         Total  deposits were  $897,512 less at December 31, 1996,  than at June
30, 1996, a decrease of 3.3%,  as deposited  funds were used to purchase  common
shares in the Conversion and retirement  accounts sought higher yields in mutual
funds.  Advances  from the Federal Home Loan Bank  decreased  $34,745,  or 4.2%,
between June 30 and December 31, 1996, due to scheduled repayments.  An increase
of  $186,758,  or 266.1%,  in the balance of advances  by  borrowers  for taxes,
insurance  and other  items at December  31,  1996,  compared to June 30,  1996,
resulted  from a greater  number of accounts at December  31,  1996,  and timing
differences on the payment of real estate taxes and insurance.

         The Office of Thrift  Supervision has three minimum  regulatory capital
standards for savings associations.  At December 31, 1996,  Foundation's capital
substantially  exceeded each of the requirements.  The following is a summary of
Foundation's  approximate  regulatory  capital  position,  in  dollars  and as a
percentage of regulatory assets, at December 31, 1996:

<TABLE>

                                                                            Excess of actual
                                                                          capital over current
                            Actual Capital       Current Requirement          requirement
                         -------------------     -------------------      -------------------- 
                         Amount      Percent      Amount     Percent      Amount      Percent
                         ------      -------      ------     -------      ------      -------
                                                (Dollars in thousands)
<S>                      <C>          <C>         <C>          <C>        <C>          <C>  
Tangible capital         $5,407       15.8%       $  511       1.5%       $4,896       14.3%
Core capital             $5,407       15.8%       $1,022       3.0%       $4,385       12.8%
Risk-based capital       $5,527       34.4%       $1,284       8.0%       $4,243       26.4%

</TABLE>


                                      -8-
<PAGE>

                            FOUNDATION BANCORP, INC.
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                 CONDITION AND RESULTS OF OPERATIONS (Continued)

COMPARISON OF RESULTS OF OPERATIONS FOR THE SIX MONTHS ENDED DECEMBER 31, 1996
AND 1995

GENERAL

         The  Company  recorded a net loss of $31,853  for the six months  ended
December  31,  1996,  compared to net earnings of $57,218 for the same period of
1995,  primarily as a result of the one-time  assessment of $168,364  imposed on
Foundation by the Federal  Deposit  Insurance  Corporation  in September 1996 as
part of legislation to recapitalize the Savings Association  Insurance Fund (the
"SAIF").

NET INTEREST INCOME

         Net  interest  income after  provision  for losses on loans for the six
months ended December 31, 1996,  increased $102,128,  or 27.8%,  compared to the
same period in 1995. This was the result of an increase of $57,278,  or 4.8%, in
total  interest  income and a decrease of $47,850,  or 5.9%,  in total  interest
expense.  The increase in total interest  income  resulted  principally  from an
increase of $96,633, or 10.8%, in interest earned on loans, due to a larger loan
portfolio,   offset  by  a  decrease  of  $24,970,  or  15.5%,  in  interest  on
mortgage-backed  securities,  due to a smaller  portfolio of such securities and
higher premium expense due to increased amortization, and a decrease of $17,558,
or 18.5%,  in  interest-bearing  deposits,  resulting from lower yields on lower
portfolio balances. Interest expense on deposits decreased $42,471, or 5.4%, for
the six months ended December 31, 1996, compared to the same period in 1995, due
to lower  average  rates  paid on lower  average  portfolio  balances.  Interest
expense on  advances  from the  Federal  Home Loan Bank (the  "FHLB")  decreased
$5,379, or 19.4%, during the six months ended December 31, 1996, compared to the
same period in 1995, due to lower balances resulting from scheduled payments.

PROVISION FOR LOSSES ON LOANS

         The provision for losses on loans increased  $3,000,  or 50.0%, for the
six months ended  December 31, 1996,  compared to the same period in 1995,  as a
result of increased lending activity and a larger loan portfolio.  The loan loss
allowance totaled $120,146 at December 31, 1996.

OTHER OPERATING INCOME

         Other operating  income increased  $2,092,  or 6.9%, for the six months
ended  December  31, 1996,  compared to the six months ended  December 31, 1995,
primarily due to gains on sales of loans totaling $3,710.


                                      -9-
<PAGE>


                            FOUNDATION BANCORP, INC.
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                 CONDITION AND RESULTS OF OPERATIONS (Continued)


GENERAL, ADMINISTRATIVE AND OTHER EXPENSE

         General,  administrative  and other  expense  for the six months  ended
December  31, 1996,  increased  $234,168,  or 73.4%,  compared to the six months
ended December 31, 1995, primarily due to the SAIF  recapitalization  assessment
paid in September 1996 and expense  related to the ESOP.  Employee  compensation
and benefits increased $61,819, or 36.4%,  primarily due to the ESOP expense and
increased  commissions  on increased  loans closed.  Federal  deposit  insurance
premiums increased $165,892, or 546.1%, as a result of the SAIF recapitalization
assessment.  Federal  income taxes  decreased  $40,877,  or 153.0%,  for the six
months ended December 31, 1996, compared to the same period in 1995, as a result
of the operating loss.


COMPARISON OF RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED DECEMBER 31, 1996
AND 1995

GENERAL

         The Company recorded net earnings of $67,116 for the three months ended
December  31,  1996,  an increase of $39,253,  or 140.9%,  compared to the three
months ended December 31, 1995, resulting from an increase of $78,785, or 41.5%,
in net interest income after the provision for losses on loans, partially offset
by an  increase  of  $21,065,  or 12.9% in  general,  administrative,  and other
expense.

NET INTEREST INCOME

         Net  interest  income after the  provision  for losses on loans for the
three months ended December 31, 1996,  increased $78,785, or 42.2%,  compared to
the same period in 1995, the result of an increase of $44,190, or 7.4%, in total
interest  income and a decrease of $34,595,  or 8.5%,  in net interest  expense.
Interest income on loans increased  $58,140,  or 12.9%,  due to higher portfolio
balances.  Interest income on investment  securities increased $2,677, or 15.4%,
due to higher  yields.  The  increases  in  interest  income for the three month
period were  partially  offset by a decrease of $14,496,  or 18.0%,  in interest
income on mortgage-backed  securities,  as the result of lower average portfolio
balances  and  higher  premium  expense  due to  increased  amortization,  and a
decrease of $2,131,  or 4.4%, in interest income on  interest-bearing  deposits.
Interest expense on deposits decreased $33,673, or 8.5%, due to lower rates paid
on lower average portfolio balances.  Interest expense on advances from the FHLB
decreased  $922,  or  7.7%,  due to  lower  balances  resulting  from  scheduled
repayments.

OTHER OPERATING INCOME

         Other  operating  income  for the three months ended December 31, 1996,
increased  $1,158, or 6.8%,  compared to the same period of 1995,  primarily due
to increased gains on loan sales.

                                      -10-
<PAGE>

                            FOUNDATION BANCORP, INC.
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                 CONDITION AND RESULTS OF OPERATIONS (Continued)


GENERAL, ADMINISTRATIVE AND OTHER EXPENSE

         General,  administrative and other expense,  for the three months ended
December 31, 1996,  increased $21,065, or 12.9%,  compared to the same period in
1995.  Employee  compensation and benefits increased  $22,426,  or 25.7%, as the
result  of the  ESOP  expense  and  higher  commission  expense  resulting  from
increased loan closings. Federal deposit insurance premiums decreased $3,820, or
24.1%, due to a rebate totaling $3,390 resulting from the SAIF recapitalization.
Other expenses increased $2,301, or 9.8%, primarily due to professional services
in connection with Securities and Exchange  Commission  filings.  Federal income
taxes increased $19,625, or 152.1%, due to higher earnings.



                                      -11-
<PAGE>



                            FOUNDATION BANCORP, INC.
                                     10-QSB

                                     PART II

                                OTHER INFORMATION


ITEM 1.           LEGAL PROCEEDINGS

                  Not applicable


ITEM 2.           CHANGES IN SECURITIES

                  Not applicable

ITEM 3.           DEFAULTS UPON SENIOR SECURITIES

                  Not applicable


ITEM 4.           SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

                  None


ITEM 5.  OTHER INFORMATION

                  None


ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K

                  Exhibit 27.  Financial Data Schedule




                                      -12-
<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.





Date:    February 11, 1997          Laird L. Lazelle
                                    President




Date:    February 11, 1997          Dianne K. Rabe
                                    Treasurer