SECURITIES AND EXCHANGE COMMISSION  
                       WASHINGTON,  D.C.   20549
------------------------------------------------------------------------
                           F O R M   1 0 - Q 

          /x/  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                 OF THE SECURITIES EXCHANGE ACT OF 1934

           FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1997

                                   OR

          / /  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                 OF THE SECURITIES EXCHANGE ACT OF 1934
           
                       COMMISSION FILE NUMBER: 0-27982

                          FIRST NORTHERN CAPITAL CORP.  
             (Exact name of registrant as specified in its charter)

          WISCONSIN                                  39-1830142             
-----------------------------------     ------------------------------------
 (State or other jurisdiction of        (I.R.S. Employer Identification No.)
    incorporation or organization)        


                             201 NORTH MONROE AVENUE
                                  P.O. BOX 23100
                         GREEN BAY, WISCONSIN   54305-3100   
                                (414) 437-7101
----------------------------------------------------------------------------
              (Address, including Zip Code, and telephone number,
        including area code, of registrant's principal executive offices)

INDICATE BY CHECK MARK WHETHER THE REGISTRANT (1) HAS FILED ALL
REPORTS REQUIRED TO BE FILED BY SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934 DURING THE PRECEDING 12 MONTHS (OR FOR SUCH
SHORTER PERIOD THAT THE REGISTRANT WAS REQUIRED TO FILE SUCH REPORTS),
AND (2) HAS BEEN SUBJECT TO SUCH FILING REQUIREMENTS FOR THE PAST 90
DAYS. 
                                  
                       Yes    X                 No        

THE NUMBER OF SHARES OUTSTANDING OF THE ISSUER'S COMMON STOCK, $1.00
PAR VALUE PER SHARE, WAS 8,845,676, AT OCTOBER 30, 1997.

<PAGE>

                                   INDEX


                      PART I - FINANCIAL INFORMATION

                                                         PAGE NO.             
ITEM 1. FINANCIAL STATEMENTS

        Unaudited Consolidated Statements of Financial
        Condition as of September 30, 1997
        and December 31, 1996. . . . . . . . . . . . . . . . 3

        Unaudited Consolidated Statements of Operations  
        for the Three Months Ended
        September 30, 1997 and September 30, 1996. . . . . . 4

        Unaudited Consolidated Statements of Income  
        for the Nine Months Ended
        September 30, 1997 and September 30, 1996. . . . . . 5

        Unaudited Consolidated Statements of Cash
        Flows for the Nine Months Ended
        September 30, 1997 and September 30, 1996. . . . . . 6
 
        Notes to Unaudited Consolidated 
        Financial Statements . . . . . . . . . . . . . . 7 - 9

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
        OF FINANCIAL CONDITION AND RESULTS  
        OF OPERATIONS. . . . . . . . . . . . . . . . . 10 - 23

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES 
        ABOUT MARKET RISK. . . . . . . . . . . . . . . . . .24


                        PART II - OTHER INFORMATION


ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K . . . . . . . . . .24

SIGNATURES. . . . . . . . . . . . . . . . . . . . . . . . . 25

<PAGE>


                     PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

FIRST NORTHERN CAPITAL CORP.
  AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

<TABLE>
<CAPTION>
                                                                     
                                      SEPTEMBER 30, 1997  DECEMBER 31, 1996
                                                 (In Thousands)                
ASSETS
<S>                                        <C>              <C> 
Cash                                        $    5,768       $     1,965
Interest-earning deposits                          399             1,598
                                            ----------       -----------
            CASH AND CASH EQUIVALENTS            6,167             3,563

Securities available-for-sale, at fair value                    
    Investment securities                        7,624             5,635
    Mortgage-related securities                  1,224             1,837
Securities held-to-maturity
    Investment securities
       (estimated fair value of
        $19,537 - 1997; $16,633 - 1996)         19,491            16,583
    Mortgage-related securities
       (estimated fair value of
        $10,940 - 1997; $9,247 - 1996)          10,954             9,325
Loans held for sale                              3,351             2,532
Loans receivable                               584,347           553,995
Accrued interest receivable                      3,508             3,295
Foreclosed properties and repossessed assets        39               189
Office properties and equipment                  8,111             8,350
Federal Home Loan Bank stock                     4,523             3,773
Prepaid expenses and other assets                7,406             6,426
                                              --------          --------
                                              $656,745          $615,503
                                              ========          ========
LIABILITIES                                                     

Deposits                                      $478,346          $458,323
Borrowings                                      91,022            77,272
Advance payments by borrowers for
    taxes and insurance                          9,718             5,447
Other liabilities                                4,858             4,237
                                              --------          --------
                     TOTAL LIABILITIES         583,944           545,279

STOCKHOLDERS' EQUITY

Cumulative preferred stock, $1 par value; 10,000,000
    shares authorized; none outstanding
Common stock, $1 par value; 30,000,000 shares authorized;
    shares issued: 9,136,104 - 1997 and 1996
    shares outstanding: 8,840,200 - 1997;
       8,774,858 - 1996                          9,136             9,136
Additional paid-in capital                       9,455             9,821
Unrealized gains on securities 
    available-for-sale, net of taxes               517               385
Treasury stock at cost (295,904 shares - 1997;
    361,246 shares - 1996)                      (2,353)           (2,853)
Retained earnings                               56,046            53,735
                                              --------          --------
            TOTAL STOCKHOLDERS' EQUITY          72,801            70,224
                                              --------          --------
                                              $656,745          $615,503
                                              ========          ========
</TABLE>
        See Notes to Unaudited Consolidated Financial Statements

<PAGE>


FIRST NORTHERN CAPITAL CORP.
  AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
                                             THREE MONTHS ENDED      
                                                 SEPTEMBER 30              
                                               1997       1996        
                                              ------     ------ 
                                               (In Thousands,                 
                                          Except Per Share Amounts)       
Interest income:                                               
  <S>                                        <C>        <C> 
  Mortgage loans                              $7,923     $7,282
  Consumer loans                               3,248      2,755
  Investment securities                          478        402
  Interest-earning deposits                       11          9
  Mortgage-related securities                    197        184
                                             -------    ------- 
                     TOTAL INTEREST INCOME    11,857     10,632
Interest expense:
  Deposits                                     5,500      5,063
  Borrowings                                   1,256        748
  Advance payments by borrowers 
      for taxes and insurance                     46         51
                                             -------    -------
                    TOTAL INTEREST EXPENSE     6,802      5,862
                                             -------    -------
                       NET INTEREST INCOME     5,055      4,770
Provision for loan losses                         90         90
                                             -------    -------
                 NET INTEREST INCOME AFTER
                 PROVISION FOR LOAN LOSSES     4,965      4,680

Non-interest income:
  Fees on serviced loans                          76         86
  Loan fees and service charges                   63         70
  Deposit account service charges                308        251
  Insurance commissions                           79         60
  Gains on sales of loans                         76         37
  Gain on sale of assets                          65         10
  Other                                          185        155
                                             -------    -------
                  TOTAL NON-INTEREST INCOME      852        669

Non-interest expense:
  Compensation, payroll taxes and 
      other employee benefits                  1,764      1,649
  Federal insurance premiums                      74        261
  SAIF special assessment                                 2,856
  Occupancy                                      201        208
  Data processing                                349        283
  Furniture and equipment                        122        124
  Telephone and postage                          112        105
  Marketing                                      103        117
  Other                                          545        470
                                             -------     ------
                 TOTAL NON-INTEREST EXPENSE    3,270      6,073
                                             -------     ------
          INCOME BEFORE INCOME (LOSS)TAXES     2,547       (724)
Income taxes (benefit)                           961       (333)
                                             -------     ------
                         NET INCOME (LOSS)   $ 1,586     $ (391)
                                             =======     ======
        PRIMARY NET INCOME (LOSS) PER SHARE    $0.17     $(0.04)
                                               =====     ======
              CASH DIVIDENDS PAID PER SHARE    $0.08     $0.075
                                               =====     ======
        See Notes to Unaudited Consolidated Financial Statements
</TABLE>
<PAGE>

FIRST NORTHERN CAPITAL CORP.
  AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME

<TABLE>
<CAPTION>
                                       
                                             NINE MONTHS ENDED       
                                                SEPTEMBER 30
                                               1997      1996
                                             -------    -------
                                               (In Thousands,      
                                          Except Per Share Amounts)      
Interest income:                                    
 <S>                                        <C>        <C> 
  Mortgage loans                             $23,272    $21,329
  Consumer loans                               9,159      7,791
  Investment securities                        1,355      1,174
  Interest-earning deposits                       33         54
  Mortgage-related securities                    547        491
                                             -------    -------
                  TOTAL INTEREST INCOME       34,366     30,839
Interest expense:
  Deposits                                    15,834     15,200
  Borrowings                                   3,555      1,774
  Advance payments by borrowers for 
       taxes and insurance                        88         96
                                             -------    -------
                 TOTAL INTEREST EXPENSE       19,477     17,070
                                             -------    -------

                    NET INTEREST INCOME       14,889     13,769
Provision for loan losses                        230        210
                                             -------    -------
              NET INTEREST INCOME AFTER
              PROVISION FOR LOAN LOSSES       14,659     13,559

Non-interest income:
  Fees on serviced loans                         243        266
  Loan fees and service charges                  200        175
  Deposit account service charges                902        665
  Insurance commissions                          248        219
  Gains on sales of loans                        199        190
  Gain on sale of assets                          87         29
  Other                                          493        389
                                             -------    -------
              TOTAL NON-INTEREST INCOME        2,372      1,933

Non-interest expense:
  Compensation, payroll taxes and
    other employee benefits                    5,329      5,017
  Federal insurance premiums                     208        781
  SAIF special assessment                                 2,856
  Occupancy                                      661        653
  Data processing                              1,050        868
  Furniture and equipment                        371        389
  Telephone and postage                          359        339
  Marketing                                      282        274
  Other                                        1,641      1,504
                                             -------    -------
             TOTAL NON-INTEREST EXPENSE        9,901     12,681
                                             -------    -------

             INCOME BEFORE INCOME TAXES        7,130      2,811
Income taxes                                   2,700        932
                                             -------    -------

                             NET INCOME      $ 4,430    $ 1,879
                                             =======    =======

           PRIMARY NET INCOME PER SHARE        $0.49      $0.20
                                               =====      =====

          CASH DIVIDENDS PAID PER SHARE        $0.24     $0.225
                                               =====     ======

</TABLE>
        See Notes to Unaudited Consolidated Financial Statements
<PAGE>

FIRST NORTHERN CAPITAL CORP.
  AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
                                             NINE MONTHS ENDED      
                                                SEPTEMBER 30             
                                              1997       1996       
                                           ---------  ---------   
                                              (In Thousands)              
Operating Activities                                            

<S>                                       <C>        <C>  
  Net income                               $   4,430  $   1,879
  Adjustments to reconcile net
   income to cash provided 
     by operating activities:
   Provision for losses on loans 
     and real estate                             230        210
   Provision for depreciation 
     and amortization                            656        563
   Gains on sales of loans                      (199)      (190)
   Loans originated for sale                 (12,850)    (9,519)
   Proceeds from loan sales                   12,030     11,395
   Increase in interest receivable              (213)      (130)
   Increase in interest payable                  207        301
   Other                                         (32)     1,636
                                           ---------   --------
NET CASH PROVIDED BY OPERATING ACTIVITIES      4,259      6,145
                                           ---------   --------

Investing Activities                                
  Proceeds from maturities of investment 
    securities and 
      interest-earning deposits                4,800      9,150
  Purchases of investment securities          (9,474)    (9,761)
  Principal repayments of 
    mortgage-related securities                  955        392
  Purchase of mortgage-related securities     (1,977)    (5,697)
  Loan originations and purchases           (134,594)  (135,715)
  Loan principal repayments                  104,047     92,448
  Purchases of office properties
    and equipment                               (417)      (471)
  Purchase of Federal Home Loan Bank stock      (750)        (5)
                                            --------   -------- 
 NET CASH USED BY INVESTING ACTIVITIES       (37,410)   (49,659)

Financing Activities                                
  Net increase in deposits                    19,816      5,869
  Net increase in short-term borrowings        7,475     27,704
  Proceeds from long term borrowings          38,275     29,400
  Repayments of long term borrowings         (31,400)   (13,000)
  Proceeds from securities sold 
    under agreement to repurchase              1,400
  Maturity of security sold under 
    agreement to repurchase                   (2,000)    
  Cash dividends paid                         (2,119)    (2,007)
  Purchase of treasury stock                    (441)    (3,614)
  Retirement of common stock                                (66)
  Proceeds from exercise of stock options        478        571
  Net increase in advance payments by borrowers 
   for taxes and insurance                     4,271      3,938
                                            --------   --------

 NET CASH PROVIDED BY FINANCING ACTIVITIES    35,755     48,795
                                                               
     INCREASE IN CASH AND CASH EQUIVALENTS     2,604      5,281
Cash and cash equivalents at 
  beginning of period                          3,563      1,274
                                            --------   --------
                                                               
CASH AND CASH EQUIVALENTS AT END OF PERIOD  $  6,167   $  6,555
                                            ========   ========

Supplemental Information to the Statement of Cash Flows:

  Interest credited and paid on deposits     $15,627    $14,987

  Interest paid on borrowings                  3,462      2,106

  Payments for federal and state 
    income taxes                               2,272      2,193

  Loans transferred to foreclosed properties 
   and repossessed assets                        220        359
</TABLE>
    See Notes to Unaudited Consolidated Financial Statements

<PAGE>


FIRST NORTHERN CAPITAL CORP.
    AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS


GENERAL

(1) The consolidated financial statements include the accounts of First 
    Northern Capital Corp. ("First Northern" or the "Company") and its 
    wholly-owned subsidiary First Northern Savings Bank, S.A. and its 
    subsidiaries (collectively, the "Savings Bank"): Great Northern Financial
    Services Corporation ("GNFSC"), First Northern Investments Incorporated
    ("FNII"), Keystone Financial Services, Incorporated ("Keystone") and 
    First Northern Financial Services, Incorporated. All significant 
    intercompany balances and transactions have been eliminated according to 
    generally accepted accounting principles.  The Savings Bank's ownership of 
    Savings Financial Corporation ("SFC"), a 50% owned subsidiary, is accounted
    for by the equity method. 

(2) The accompanying unaudited financial statements have been prepared in 
    accordance with generally accepted accounting principles for interim 
    financial information, Rule 10-01 of Regulation S-X and the instructions
    to Form 10-Q.  The financial statements do not include all of the 
    information and footnotes required by generally accepted accounting 
    principles for complete financial information.  In the opinion of First
    Northern, the accompanying Unaudited Consolidated Statements of Financial
    Condition, Unaudited Consolidated Statements of Operations and Statements of
    Income and Unaudited Consolidated Statements of Cash Flows contain all
    adjustments, which are of a normal recurring nature, necessary to present
    fairly the consolidated financial position of the Company and subsidiaries
    at September 30, 1997 and December 31, 1996, the results of their 
    operations for the three and nine months ended September 30, 1997 and 1996,
    and their cash flows for the nine months ended September 30, 1997 and 1996.
    The accompanying Unaudited Consolidated Financial Statements and related 
    notes should be read in conjunction with First Northern's 1996 Annual 
    Report to Stockholders.  

(3) Where applicable, the historical financial information has been adjusted 
    for the August 18, 1997 two-for-one stock split in the form of a 100% 
    stock dividend.

(4) In February 1997, the Financial Accounting Standards Board issued 
    Statement No. 128, "Earnings per Share," which is effective for interim and
    annual periods ending after December 15, 1997.  At that time, First 
    Northern will be required to change the method currently used to compute
    earnings per share and to restate all prior periods. 

    Under the new requirements, primary earnings per share will be replaced by
    basic earnings per share and the dilutive effect of stock options will be 
    excluded.  Statement No. 128 will increase primary earnings per share $0.01
    for the three months ended September 30, 1997, and will have no impact on 
    primary earnings per share for the three months ended September 30, 1996.  
    Statement No. 128 will increase primary earnings per share $0.01 for the 
    nine months ended September 30, 1997 and 1996. The impact of Statement 
    No. 128 on the calculation of fully diluted earnings per share for these
    quarters is not material.

<PAGE>
(5) Securities Available-for-Sale
    The amortized cost and estimated fair values of securities 
    available-for-sale are as follows:
<TABLE>
<CAPTION>
                                            Gross       Gross   
                               Amortized Unrealized   Unrealized  Estimated  
                                 Cost       Gains       Losses    Fair Value 
                                               (In Thousands) 
  <S>                           <C>         <C>        <C>       <C>         
  At September 30, 1997:
     Asset Management Funds     $  497                  $  (5)     $   492
     Federal Home Loan Mortgage            
       Corporation stock            33       $813                      846
     U.S. government and 
       agency securities         6,239         52          (5)       6,286
                                ------       ----        ----      -------
                                 6,769        865         (10)       7,624
     Mortgage-related 
       securities                1,221          3                    1,224
                                ------       ----        ----      -------
                                $7,990       $868        $(10)      $8,848
                                ======       ====        ====       ======

  At December 31, 1996:
     Asset Management Funds     $  476                   $( 5)      $  471
     Federal Home Loan Mortgage            
       Corporation stock            33       $629                      662
     U.S. government and 
       agency securities         4,495         22         (15)       4,502
                                ------       ----        ----       ------
                                 5,004        651         (20)       5,635
     Mortgage-related 
       securities                1,828          9                    1,837
                                ------       ----        ----       ------
                                $6,832       $660        $(20)      $7,472
                                ======       ====        ====       ======     

</TABLE>

(6)  Securities Held-to-Maturity
     The amortized cost and estimated fair values of investment securities 
     held-to-maturity, which consist of U.S. government and agency securities,
     are as follows:

                                                              
                                             Gross       Gross   
                              Amortized   Unrealized  Unrealized  Estimated  
                                 Cost       Gains       Losses   Fair Value 
                                               (In Thousands) 
      
     At September 30, 1997     $19,491       $80         $(34)     $19,537
                               =======       ===         ====      =======

     At December 31, 1996      $16,583       $86         $(36)     $16,633
                               =======       ===         ====      =======

At September 30, 1997, these investment securities have the following 
maturities:

                                            Amortized    Estimated
                                              Cost       Fair Value
                                            ---------    ----------
                                                 (In Thousands)      
  
     Due in one year or less                 $ 6,502      $ 6,524
     Due after one year through 5 years       12,989       13,013
                                             -------      -------
                                             $19,491      $19,537
                                             =======      =======

<PAGE>
     The amortized cost and estimated fair values of mortgage-related 
     securities held-to-maturity are as follows:
<TABLE>
<CAPTION>
                                          Gross        Gross   
                             Amortized  Unrealized  Unrealized    Estimated  
                                Cost      Gains        Losses     Fair Value  
                                             (In Thousands)    
At September 30, 1997:
 <S>                         <C>           <C>        <C>         <C> 
  Federal Home Loan 
      Mortgage Corporation    $ 7,229       $53         $(57)      $ 7,225
  Federal National Mortgage 
          Association           3,725        22          (32)        3,715
                              -------       ---         ----        ------ 
                              $10,954       $75         $(89)      $10,940
                              =======       ===         ====       =======
At December 31, 1996:
  Federal Home Loan 
     Mortgage Corporation      $5,595       $50        $ (89)       $5,556
    Federal National Mortgage
        Association             3,730        17          (56)        3,691
                               ------       ---        -----        ------    
                               $9,325       $67        $(145)       $9,247
                               ======       ===        =====        ======
</TABLE>


(7)     Loans Receivable
        Loans receivable consist of the following:
<TABLE>
<CAPTION>
                                  September 30 December 31
                                     1997          1996    
                                  ----------    ---------
                                       (In Thousands)         
         First mortgage loans:                
           <S>                     <C>          <C>  
           One to four family 
             residential            $387,147     $376,189
           Five or more family 
             residential              22,190       20,154
           Commercial real estate      8,224        9,975
           Construction-residential   25,127       16,306
           Construction-commercial     2,088        1,701
           Other                       2,380        1,900
                                    --------     --------
                                     447,156      426,225
         Consumer loans:
           Consumer                   18,585       18,179
           Second mortgage            66,950       59,148
           Automobile                 69,483       60,339
                                    --------     --------
                                     155,018      137,666
                                    --------     --------
                                     602,174      563,891

         Less:
           Undisbursed loan proceeds  13,685        5,942
           Allowance for losses        3,110        2,937
           Unearned loan fees          1,032        1,017
                                    --------     --------
                                      17,827        9,896
                                    --------     --------
                                    $584,347     $553,995
                                    ========     ========
</TABLE>
(8) The weighted average number of shares outstanding, including common stock
    equivalents, for the three months ended September 30, 1997 and 1996, were
    9,118,053 and 8,985,666, respectively and for the nine months ended 
    September 30, 1997 and 1996, were 9,040,384 and 9,170,872, respectively.

(9) Certain amounts in 1996 financial statements have been reclassified to 
    conform to the 1997 presentations.

<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
        CONDITION AND RESULTS OF OPERATIONS

CAUTIONARY FACTORS

This 10-Q contains various forward-looking statements concerning the Company's 
prospects that are based on the current expectations and beliefs of management.
Forward-looking statements may also be made by the Company from time to time
in other reports and documents as well as oral presentations.  When used in 
written documents or oral statements, the words "anticipate," "believe," 
"estimate," "expect," "objective" and similar expressions are intended to 
identify forward-looking statements.  The statements contained herein and such 
future statements involve or may involve certain assumptions, risks and 
uncertainties, many of which are beyond the Company's control, that could 
cause the Company's actual results and performance to differ materially from 
what is expected.  In addition to the assumptions and other factors referenced
specifically in connection with such statements, the following factors could 
impact the business and financial prospects of the Company: general economic 
conditions; legislative and regulatory initiatives; monetary and fiscal 
policies of the federal government; deposit flows;disintermediation; the cost
of funds; general market rates of interest; interest rates or investment 
returns on competing investments; demand for loan products; demand for financial
services; changes in accounting policies or guidelines; and changes in the 
quality or composition of the Savings Bank's loan and investment portfolios
and the investment portfolio of FNII.


                        FINANCIAL CONDITION

BALANCE SHEET

CASH AND CASH EQUIVALENTS. Cash and cash equivalents were $2.6 million greater
at September 30, 1997, as compared to December 31, 1996, primarily as the
result of regular month end customer deposits made to demand deposit accounts 
on September 30, 1997.   These funds are not available to be used until the
following day. Any cash that is not immediately needed to fund loans or 
operations is invested in overnight interest-earning deposits or short-term
borrowings are repaid.

SECURITIES AVAILABLE-FOR-SALE.  Investment securities available-for-sale 
increased approximately $2.0 million as of September 30, 1997, as compared 
to December 31, 1996, primarily as the result of  purchases of  U.S. Government
and Agency securities and increases in the market value of some investment 
securities.

Mortgage-related securities available-for-sale decreased $0.6 million at 
September 30, 1997, as compared to December 31, 1996, as a result of 
prepayments and repayments of the underlying mortgage loans.

SECURITIES HELD-TO-MATURITY.  Investment securities held-to-maturity increased
$2.9 million primarily as a result of purchases of U.S. Government and agency 
securities.

Mortgage-related securities held-to-maturity increased $1.6 million as a result
of purchases of mortgage-related securities.

LOANS HELD FOR SALE.  At September 30, 1997, First Northern had $3.3 million of
fixed interest rate mortgage and education loans classified as loans held for 
sale. First Northern originates and sells most of its thirty (30) year fixed 
interest rate mortgage loans and all of its education loans.  Fifteen (15) year
fixed interest rate mortgage loan originations are retained in First Northern's
loan portfolio and in the third quarter of 1997, First Northern began to retain
its twenty (20) year fixed interest rate mortgage loan originations.  The 
retention of the twenty year fixed interest rate mortgage was in response to 
First Northern's overall asset/liability position.

LOANS RECEIVABLE.  Loans receivable increased $30.4 million at 
September 30, 1997, as compared to December 31, 1996, as a result of mortgage
loan originations and purchases.  Loan originations and purchases are as 
follows:

                     LOAN ORIGINATIONS AND PURCHASES

<TABLE>
<CAPTION>
                                Three Months Ended  Nine Months Ended
                                   September 30        September 30    
                                 ----------------  ------------------
                                   1997     1996     1997      1996   
                                 -------  -------  --------  --------
                                            (In Thousands)           

Mortgage loans originated
 and purchased:
 <S>                            <C>      <C>      <C>       <C>
  Construction                   $12,088  $ 8,112  $ 22,002  $ 23,390
  Loans on existing property      13,840   15,571    38,491    36,789
  Refinancing                     11,536    5,639    27,760    28,209
  Other loans                      1,008      998     1,985     2,394
                                 -------  -------  --------  --------
Total mortgage loans originated 
  and purchased                   38,472   30,320    90,238    90,782

Consumer loans originated 
  and purchased:
  Consumer                         2,171    1,720     7,263     6,408
  Second mortgage                  9,944    9,268    28,738    25,157
  Automobile                      15,989   17,242    38,183    33,953
  Education                          935      967     1,987     1,715
                                 -------  -------  --------  --------
Total consumer loans originated            
    and purchased                 29,039   29,197    76,171    67,233
                                 -------  -------  --------  --------

Total loans originated
    and purchased                $67,511  $59,517  $166,409  $158,015
                                 =======  =======  ========  ========
</TABLE>

Mortgage loan originations and purchases for the third quarter of 1997 
increased as compared to the same period in 1996 primarily as the result of 
increased single-family and multi-family originations within First Northern's
market area.  These increased originations are the result of stable mortgage
loan interest rates and overall increased home buying and building in the third
quarter of 1997.

Mortgage loan originations for the nine months ended September 30, 1997, as 
compared to the same period in 1996 have decreased slightly, primarily as a
result of a slight increase in mortgage loan origination interest rates early 
in 1997.


First Northern sold $4.3 million of fixed interest rate mortgage loans in the 
third quarter of 1997 as compared to $2.0 million for the same period in 1996 
and $9.6 million in the first nine months of 1997 as compared to $8.3 million 
for the same period in 1996.  First Northern retains all adjustable interest
rate mortgage loan originations in its portfolio; whereas, most 30 year fixed
interest rate mortgage loan originations are sold in the secondary market. 
In addition, $2.4 million of education loans were sold in the nine months 
ended September 30, 1997, as compared to $3.2 million for the same period in 
1996.  In 1995, First Northern's management contractually committed to sell 
its existing education loan portfolio and to sell its ongoing education loan
originations.

Consumer loan originations and purchases decreased slightly in the third
quarter of 1997 as compared to the third quarter of 1996 primarily as a result
of decreased automobile loan originations in the Savings Bank's jointly owned
subsidiary, SFC. SFC automobile loan originations decreased in comparison to
the third quarter of 1996 originations because third quarter 1996 
originations were abnormally high on a historical basis as a result of new 
business relationships with additional automobile dealers throughout the 
state of Wisconsin.

Consumer loan originations and purchases for the nine months ended 
September 30, 1997, as compared to the same period in 1996 increased as a 
result of the overall emphasis by management placed on consumer loan 
originations and the favorable economic climate within our markets.

DEPOSITS.  Deposits increased $20.0 million for the first nine months of 1997 
as a result of offering competitive interest rates, the acquisition of "jumbo"
(Certificates of Deposit in excess of $100,000) deposits and increased demand
deposits.  At times, jumbo deposits are a cheaper source of funds than retail
deposits or borrowing.  First Northern's jumbo deposits have increased $13.4 
million in the first nine months of 1997.

BORROWINGS.  Federal Home Loan Bank ("FHLB") borrowings increased $13.8 
million in the first nine months of 1997, primarily as the result of increased
loan originations over 1996 and management's decision to increase the 
investment portfolio.  First Northern will borrow monies if the borrowing 
interest rate is a less costly form of funding for loans and investments than
acquiring deposits.  At September 30, 1997, $65.9 million are fixed interest 
rate borrowings and $25.1 million are overnight borrowings.  First Northern 
anticipates that it will continue to utilize borrowings in the fourth quarter
of 1997 if borrowings incrementally add to the overall profitability of the 
Company.

ADVANCE PAYMENTS BY BORROWERS FOR TAXES AND INSURANCE.  Advance payments by 
borrowers for taxes and insurance ("escrow") increased $4.3 million at September
30, 1997, as compared to December 31, 1996.  The increase in escrow dollars was
the result of increased size of the mortgage loan portfolio and the mortgage
loan customers accumulating escrow dollars for payment of their real estate
taxes. 

STOCKHOLDERS' EQUITY.  First Northern paid a cash dividend of $0.08 per share 
on August 15, 1997, to stockholders of record on August 1, 1997.  The increase 
of $0.005 per share represents a 6.7% increase over the second quarter of 1996 
cash dividend of $0.075 per share.

On October 19, 1996, First Northern approved a second stock repurchase program 
to repurchase 438,114 shares (5% of total shares outstanding) through the open
market.  On April 18, 1997, the second stock repurchase program was extended
to October 17, 1997.  These repurchased shares will be used to satisfy 
exercises of stock options.  At September 30, 1997, 60,800 shares had been 
purchased at an average price of $8.62 per share or a total of $0.5 million.  
Subsequent to the end of the third quarter, the second stock repurchase program
expired with 60,800 shares repurchased.  Management may consider establishing
 a third stock repurchase plan in the future.

First Northern's Board of Directors declared a two-for-one stock split in the 
form of a 100% stock dividend distributed on August 18, 1997 to stockholders' 
of record on August 1, 1997.   
<PAGE>


ASSET QUALITY

First Northern currently classifies any loan on which a payment is 90 days or 
more past due as non-performing.  The following table summarizes non-performing
loans and assets:
<TABLE>
<CAPTION>
                                 NON-PERFORMING LOANS AND ASSETS
                                    At September 30  At December 31
                                         1997             1996         
                                    ---------------  --------------
                                        (Dollars in Thousands)            
<S>                                     <C>              <C>
Non-accrual mortgage loans               $473             $509
Non-accrual consumer loans                 45              235
                                         ----             ----
Total non-performing loans                518              744
Properties subject to foreclosure           2              157   
Foreclosed properties and 
   repossessed assets                      21               32
                                         ----             ----
Total non-performing assets              $541             $933
                                         ====             ====

Non-performing loans as a percent
   total loans                             .09%             .13%
                                           ===              ===
Non-performing assets as a percent
   of total assets                         .08%             .15%
                                           ===              ===
</TABLE>


Total non-performing loans decreased $392,000 as of September 30, 1997, as 
compared to December 31, 1996, primarily as a result of the favorable economy 
in First Northern's market areas which assisted non-performing loan customers
to bring their loans current.  Management believes non-performing loans and 
assets, expressed as a percentage of total loans and assets, are far below 
state and national averages.  There are no accruing, material loans which, at 
September 30, 1997, management has reason to believe will become non-performing
or result in potential losses.

In addition, management believes that the Savings Bank's allowances for loan 
losses are adequate.  While management uses available information to recognize 
losses on loans and real estate owned, future additions to the allowances may
be necessary based on changes in economic conditions.  Furthermore, various 
regulatory agencies, as an integral part of their examination process, 
periodically review First Northern's allowances for losses on loans and real 
estate owned.  Such agencies may require First Northern to recognize additions 
to the allowances based on the agency's judgment of information available to
them at the time of their examination.
<PAGE>


All of First Northern's loans are domestic.  A summary of the allowance for 
losses is shown below.

<TABLE>
<CAPTION>
                                          LOAN LOSS ALLOWANCES           
                                  At and for the         At and for the
                                Nine Months Ended          Year Ended      
                               September 30, 1997       December 31, 1996 
                               ------------------       -----------------
(Dollars in Thousands)                          
Mortgage Loans:
 <S>                                 <C>                     <C>
  Balance at the beginning 
    of the period                     $1,453                  $1,578
  Provisions for the period              130                      10
  Recoveries
    Commercial real estate                 1                       1
  Transfer of loss reserve                                      (136)
                                      ------                  ------
  Balance at the end of 
    the period                         1,584                   1,453

Consumer Loans:
  Balance at the beginning 
    of the period                      1,484                   1,030
  Provisions for the period              100                     360
  Charge-offs
    Consumer                             (31)                    (23)
    Automobile                           (40)                    (43)
  Recoveries
    Consumer                               9                      11
    Automobile                             4                      13
  Transfer of loss reserve                                       136
                                      ------                  ------
  Balance at the end of the period     1,526                   1,484
                                      ------                  ------
Total loan loss allowances at the
  end of the period                   $3,110                  $2,937
                                      ======                  ======
Allowance as a percent of total loans    .53%                    .53%
                                         ===                     ===       
Allowance as a percent of
   non-performing loans               600.39%                 394.76%
                                      ======                  ======

Allowance as a percent of total assets   .47%                    .48%
                                         ===                     ===
Allowance as a percent of
   non-performing assets              574.86%                 314.79%
                                      ======                  ======
</TABLE>


<PAGE>
                       RESULTS OF OPERATIONS

AVERAGE BALANCE SHEET AND YIELD/RATE ANALYSIS

The following table presents, for the periods indicated, the total dollar 
amount of interest income from average interest-earning assets, the resultant 
yields, and the interest expense on average interest-bearing liabilities, 
expressed both in dollars and rates.  No tax equivalent adjustments were made.
Average balances are derived from average daily balances.  The yields and rates
are established by dividing income or expense dollars by the average balance
of the asset or liability. The yields and rates for the nine months ended 
September 30, 1997 and 1996 have been annualized.

<TABLE>
<CAPTION>
                                      Nine Months Ended September 30          
                             ------------------------------------------------
                                       1997                     1996           
                             ----------------------  ------------------------  
                                     Interest                 Interest        
                             Average  Earned/ Yield/ Average   Earned/ Yield/   
                             Balance   Paid    Rate  Balance    Paid    Rate 
                             -------- -------  ----  --------  -------  ----
                                           (Dollars In Thousands)
Interest-earning assets (1):          
 <S>                        <C>      <C>      <C>    <C>      <C>      <C> 
  Mortgage loans             $422,892 $23,272  7.34% $396,767  $21,329  7.17%
  Consumer loans              145,407   9,159  8.40   122,042    7,791  8.51
  Investment securities (2)    28,628   1,355  6.31    24,992    1,174  6.26
  Interest-earning deposits       740      33  5.95     1,355       54  5.31
  Mortgage-related 
    securities (2)             11,428     547  6.38    10,048      491  6.52
                             -------- -------  ----  --------  -------  ----

         TOTAL                609,095  34,366  7.52   555,204   30,839  7.41
 
Interest-bearing liabilities:
  Passbook accounts            59,904     981  2.18    58,696      988  2.24
  NOW and variable rate 
    insured money 
      market accounts         103,711   1,872  2.41   101,443    1,768  2.32
  Time deposits               305,439  12,981  5.67   292,462   12,444  5.67
  Advance payments by
    borrowers for taxes
      and insurance             5,279      88  2.22     5,691       96  2.25
  Borrowings                   80,181   3,555  5.91    41,093    1,774  5.76
                             -------- -------  ----  --------  -------  ----

         TOTAL                554,514  19,477  4.68   499,385   17,070  4.56
                             -------- -------  ----  --------  -------  ----

Net interest-earning assets
  balance and interest 
    rate spread               $ 54,581          2.84% $ 55,819           2.85%
                              ========          ====  ========           ====
  
Average interest-earning
  assets, net interest income
  and net yield on average
  interest-earning assets    $609,095  $14,889  3.26% $555,204 $13,769  3.31%
                             ========  =======  ====  ======== =======  ====   

Average interest-earning
  assets to interest-bearing
    liabilities                109.8%                   111.2%          
                               =====                    =====
</TABLE>
                      
-------------------------

(1)  For the purpose of these computations, non-accruing loans are included
     in the average loan amounts outstanding.

(2)  For the purpose of these computations, the available-for-sale investment 
     securities and mortgage-related securities are presented and yields 
     calculated based upon the historical cost basis.
<PAGE>


<TABLE>
<CAPTION>

                                       Year Ended December 31   
                                     ---------------------------
                                                 1996                    
                                     ---------------------------
                                               Interest                       
                                      Average   Earned/   Yield/      
                                      Balance    Paid      Rate          
                                     ---------  -------   ------
                                        (Dollars In Thousands)               
Interest-earning assets (1):         
 <S>                                 <C>       <C>         <C>  
  Mortgage loans                      $401,652  $28,831     7.18%
  Consumer loans                       126,177   10,725     8.50      
  Investment securities (2)             25,215    1,582     6.27      
  Interest-earning deposits              1,220       66     5.41               
  Mortgage-related securities (2)       10,344      672     6.50
                                      --------  -------     ----

  TOTAL                                564,608   41,876     7.42
 

Interest-bearing liabilities:
  Passbook accounts                     58,744    1,313     2.24
  NOW and variable rate insured
    money market accounts              102,338    2,388     2.33
  Time deposits                        292,477   16,543     5.66
  Advance payments by borrowers
    for taxes and insurance              7,142      162     2.27
  Borrowings                            48,393    2,797     5.78
                                      --------  -------     ----

  TOTAL                                509,094   23,203     4.56
                                      --------  -------     ----

Net interest-earning assets balance
  and interest rate spread            $ 55,514              2.86%
                                      ========              ====            

Average interest-earning
  assets, net interest income
  and net yield on average
  interest-earning assets             $564,608  $ 18,673     3.31%
                                      ========  ========     ====

Average interest-earning assets 
      to interest-bearing liabilities   110.9%
                                        =====                   
</TABLE>
---------------------

(1)  For the purpose of these computations, non-accruing loans are included in 
     the average loan amounts outstanding.

(2)  For the purpose of these computations, the available-for-sale investment 
     securities and mortgage-related securities are presented and yields 
     calculated based upon the historical cost basis.


<PAGE>

RATE VOLUME ANALYSIS OF NET INTEREST INCOME 

The interaction of changes in volume and rates earned or paid with regard to 
interest-earning assets and interest-bearing liabilities has a significant 
impact on net income between periods.  The volume of interest-earning dollars
in loans and investments compared to the volume of interest-bearing dollars 
in deposits and borrowings combined with the interest rate spread
produces the changes in net interest income between periods.

The following table sets forth the relative contribution of changes in volume 
and effective interest rates on changes in net interest income for the periods 
indicated.
<TABLE>
<CAPTION>
                                      Nine Months Ended September 30          
                                     -------------------------------
                                              1997 vs 1996                      
                                     -------------------------------
                                        Increase(decrease) due to:           
                                     -------------------------------
                                              (In Thousands)   
                                                      Rate/           
                                      Rate  Volume   Volume   Total
                                     ------ ------   ------  -------         
<S>                                 <C>    <C>       <C>     <C> 
Interest-earning assets:
  Mortgage loans                      $506  $1,404    $ 33    $1,943
  Consumer loans                      (101)  1,488     (19)    1,368
  Investment securities                  9     171       1       181
  Interest-earning deposits              7     (25)     (3)      (21)
  Mortgage-related securities          (11)     68      (1)       56
                                      ----  ------    ----    ------
  TOTAL                               $410  $3,106    $ 11     3,527
                                      ====  ======    ====    ------       

Interest-bearing liabilities:
  Passbook accounts                   $(26) $   20    $ (1)       (7)
  NOW and variable rate
    insured money market accounts       63      39       2       104
  Time deposits                                537               537
  Advance payments by borrowers
    for taxes and insurance             (1)     (7)               (8)
  Borrowings                            46   1,691      44     1,781
                                      ----  ------    ----    ------

  TOTAL                               $ 82  $2,280    $ 45     2,407
                                      ====  ======    ====    ------     

Net change in net interest
  income                                                       $1,120
                                                               ======
</TABLE>


<PAGE>
      
<TABLE>
<CAPTION>
                                     Year Ended December 31             
                                -------------------------------
                                         1996 vs 1995                  
                                -------------------------------
                                   Increase(decrease) due to:           
                                -------------------------------
                                        (In Thousands)                
                                               Rate/           
                                 Rate  Volume  Volume    Total  
                                ------ ------  ------    ------
<S>                             <C>   <C>       <C>     <C>
Interest-earning assets:
 Mortgage loans                  $734  $1,086    $ 29    $1,849
 Consumer loans                    71     701       5       777
 Investment securities            (52)     23      (1)      (30)
 Interest-earning deposits        (13)    (24)      3       (34)
 Mortgage-related securities      (30)    347     (28)      289
                                -----  ------    ----    ------

            TOTAL                $710  $2,133    $  8     2,851
                                 ====  ======     ===    ------          

Interest-bearing liabilities:
 Passbook accounts              $(149) $ (40)   $   4      (185)
 NOW and variable rate
  insured money market accounts   102     381      21       504
 Time deposits                    340      13               353
 Advance payments by borrowers
     for taxes and insurance       15     (29)     (2)      (16)
 Borrowings                      (340)  1,000    (149)      511
                                -----  ------   -----     -----  

      TOTAL                     $ (32) $1,325   $(126)    1,167
                                =====  ======   =====    ------

Net change in net interest
  income                                                 $1,684
                                                         ======
</TABLE>

<PAGE>

STATEMENTS OF OPERATIONS AND INCOME

GENERAL. Net income for the third quarter and the first nine months of 1997 as 
compared to the third quarter and the first nine months of 1996 increased 
substantially.  The increase was primarily the result of the Savings 
Association Insurance Fund ("SAIF") special assessment which resulted in a net
loss in the third quarter of 1996, increased average interest-earning assets,
an increase in non-interest income and a reduction in SAIF deposit insurance 
premiums.

INTEREST INCOME.  Interest income on mortgage loans increased $641,000 in the 
third quarter of 1997 and $1,943,000 for the nine months ended 
September 30, 1997, as compared to the same periods in 1996 as a result of the 
increased dollar amount of mortgage loans outstanding and the increased average
yield on the mortgage portfolio.  The average mortgage loans outstanding for
the nine months ended September 30, 1997, increased 6.6% as compared to the
average mortgage loans outstanding for the same period in 1996.  The mortgage
loan portfolio growth is a result of a stable interest rate environment, 
competitive pricing of adjustable interest rate mortgage loans and increased 
marketing of mortgage loans.  The increased yield on the mortgage loan 
portfolio is primarily the result of interest rate adjustments on existing 
adjustable interest rate mortgage loans in the portfolio.

Interest income on consumer loans increased $493,000 and $1,368,000 for the 
three months and nine months ended September 30, 1997, as compared to the same 
periods in 1996, as a result of increased consumer loans outstanding.  Average 
consumer loans outstanding for the nine months ended September 30, 1997, were 
$23.3 million more than average consumer loans outstanding for the nine months
ended September 30, 1996.  This increase in average consumer loans is primarily
the result of increased marketing of second mortgage loans, increased purchases
of indirect automobile loans from SFC, and the use of a lower introductory 
interest rate which remains constant for an initial period of one year.  
After the initial fixed interest rate period, the interest rate is adjusted 
to Midwest Prime Interest Rate, as published in the central edition of The
Wall Street Journal, plus a margin of 2%.

Average investment securities outstanding for the first nine months of 1997 as
compared to the same period in 1996 increased $3,636,000 which resulted in an 
increase in investment securities income of $76,000 for the third quarter of 
1997 and $181,000 for the nine months ended September 30, 1997.  First Northern
purchases investment securities to aid in its asset and liability management
and when the rate of return on an investment is attractive in comparison
with loans or other types of investments.

Interest income on mortgage-related securities in the third quarter of 1997 and
the first nine months of 1997, as compared to the same periods in 1996, 
increased as a result of additional mortgage-related securities outstanding.

INTEREST EXPENSE.  Interest expense on deposits increased $437,000 in the third
quarter of 1997 and $634,000 for the nine months ended September 30, 1997, as 
compared to the same periods in 1996, primarily as a result of increased dollar
amount of deposits.  Average deposits increased $16,453,000 for the nine months
ended September 30, 1997, as compared to the nine months ended 
September 30, 1996.  First Northern has utilized non-traditional time deposit
terms as well as "special" interest rates on those non-traditional time deposit 
terms to attract new deposits.  In addition, the Savings Bank has acquired 
jumbo deposits to aid in its deposit growth. (See Financial Condition -- 
Balance Sheet -- Deposits)

Interest expense on borrowings increased substantially in the third quarter of 
1997 and the first nine months of 1997, as compared to the same periods in 1996,
as a result of increased average borrowings outstanding.  First Northern 
anticipates it will continue to borrow in the fourth quarter of 1997 to fund 
anticipated loan demand.

PROVISION FOR LOAN LOSSES.  First Northern increased its provision for loan 
losses in the third quarter of 1997, and the first nine months of 1997, as a 
result of growth in the loan portfolio.  The loan loss allowance as of 
September 30, 1997, was $3,110,000 or .53% of total loans and 600.4% of 
non-performing loans.

Management believes that the current loan loss allowance is adequate; however, 
the adequacy of the loan loss allowance is reviewed as historical loan loss
experience changes, the size and composition of the loan portfolio changes, 
changes occur in the general economy and as may otherwise be deemed necessary.

NON-INTEREST INCOME.  Fees on serviced loans for the third quarter of 1997 and
for the nine months ended September 30, 1997, decreased primarily as a result
of the amortization of mortgage servicing assets.  As the principle of  a
mortgage loan which was sold, repays or prepays, the mortgage servicing asset
is reduced and netted from fees on serviced loans, thereby reducing the 
income on the serviced loans.

Loan fees and service charges decreased $7,000 for the three months ended 
September 30, 1997, and increased $25,000 for the nine months ended 
September 30, 1997, as compared to the same periods in 1996.  The decrease in
the third quarter was primarily the result of decreased late charges on 
mortgage loans.  The increase for the nine months ended September 30, 1997 was 
the result of a pre-payment fee collected on a large mortgage loan payoff, 
increased charges collected for late payments on loans and fees collected and
accrued for the overdraft protection feature on checking accounts.  

Deposit account service charges increased substantially in the third quarter of
1997 and in the nine months ended September 30, 1997, primarily as a result of 
increased NOW (checking) accounts and their related fees and debit card fee 
income.  Each time a Savings Bank debit card is used, a fee, which varies with
each merchant, is paid to the Savings Bank by the debit card company.  The 
Savings Bank promotes the use of its debit card by direct mail.

Insurance commissions increased $19,000 in the third quarter of 1997 and 
$29,000 for the nine months ended September 30, 1997, as compared to the same
periods in 1996, primarily as a result of bonuses earned from insurance 
carriers.  Insurance bonuses can be earned if First Northern obtains a 
predetermined threshold of insurance sales and insurance losses are at or
below another threshold.  

Gains on the sale of loans increased $39,000 in the third quarter of 1997 and 
$9,000 for the nine months ended September 30, 1997, as compared to the same 
periods in 1996 as a result of increased loan sales.  For the three months 
ended September 30, 1997, $4.3 million of fixed interest rate mortgage loans
were sold as compared to $2.0 million in the third quarter of 1996 and for 
the nine months ended September 30, 1997, $9.6 million of fixed interest 
mortgage loans were sold as compared to $8.3 million for the nine months ended 
September 30, 1996.  In addition, $0.1 million and $2.4 million of education
loans were sold in the third quarter of 1997 and for the nine months ended 
September 30, 1997, respectively, as compared to $0.1 million and $3.2 million
for the three and nine months ended September 30, 1996, respectively.

The sale of the Seymour Branch Office in the third quarter of 1997 resulted in 
a one-time gain of $65,000.  The Seymour Branch Office was sold to another 
financial institution as a result of management's analysis of the limited 
growth potential in the Seymour market area and the cost of continuing to 
operate the branch.

Other income increased $30,000 in the third quarter of 1997 and $104,000 for 
the nine months ended September 30, 1997, as compared to the same period in 
1996 primarily as a result of increased fees earned on brokerage commissions.  
GNFSC offers full brokerage service to the public, which includes but is not 
limited to, mutual fund sales, tax-deferred annuity sales and the sale of stock.


NON-INTEREST EXPENSE.  Compensation expense increased $115,000 in the third 
quarter of 1997 and $312,000 for the first nine months of 1997 as a result of
salary increases and related expenses and education costs.  First Northern has 
continued its emphasis on employee education, especially with the introduction 
of a new teller system in the first quarter of 1997.  

Federal insurance premiums decreased $187,000 in the third quarter of 1997 and 
$573,000 for the nine months ended September 30, 1997, as a result of reduced 
SAIF deposit insurance premiums and a $15,000 refund of deposit insurance 
premiums from prior periods.  In 1997, First Northern, like other SAIF insured
financial institutions, had its SAIF insurance premium reduced to $0.065 per
one hundred dollars of assessable deposits as compared to $0.23 per one
hundred dollars of assessable deposits in 1996.  This premium reduction was 
the result of the special SAIF assessment charged to each SAIF insured 
institution in the third quarter of 1996 to recapitalize the SAIF insurance 
fund.  First Northern's special assessment, which was paid in the third 
quarter of 1996, was $2,856,000.  

Data processing expense increased $66,000 in the third quarter of 1997 and 
$182,000 for the nine months ended September 30, 1997, primarily as the result
of the installation of a new PC based teller system.  First Northern completed
its installation of a new PC based teller system in the first quarter of 1997
to further automate and improve the delivery of information and customer
service.

Marketing expense decreased $14,000 for the three months ended September 30, 
1997, and increased $8,000 for the nine months ended September 30, 1997, as 
compared to the same periods in 1996.  The decrease in the third quarter of 
1997 is primarily the result of differences in the timing of the payment of 
marketing expense in 1997 and 1996.  Marketing expense increased for the nine
months ended September 30, 1997, as a result of increased marketing of deposit
and loan products. Competition in First Northern's market is such that growth
in lending and deposit volumes necessitates increased marketing.

Other expenses increased for the three and nine months ended September 30, 
1997, as compared to the same period in 1996 primarily as the result of costs 
associated with SFC operating costs, bad check charge-offs and costs associated
with the debit card.

INCOME TAXES.  The effective income tax rate for the third quarter of 1997 
was 37.7%.  First Northern received an income tax benefit in the third 
quarter of 1996 as a result of the special SAIF assessment.
<PAGE>
                    LIQUIDITY AND CAPITAL RESOURCES

LIQUIDITY

Federal regulations historically have required the Savings Bank to maintain 
minimum levels of liquid assets.  The required percentage has varied from time
to time based upon economic conditions and savings flows, and is currently 5%
of net withdrawable deposits and borrowings payable on demand or in one year 
or less during the preceding calendar month.  Liquid assets for purposes of 
this ratio include cash, certain time deposits, U.S. Government and agency 
securities and other obligations generally having remaining maturities of less
than five years.  The Savings Bank has historically maintained its liquidity 
ratio at a level in excess of that required by the OTS (as defined below).  
The Savings Bank's monthly average short-term liquidity and total liquidity 
ratio at September 30, 1997, was 2.79% and 6.21%, respectively, as compared 
to 3.04% and 5.97%, respectively, at December 31, 1996.  The short-term 
liquidity ratio decreased slightly as compared to the short-term liquidity at 
December 31, 1996, as a result of maturing investments being reinvested into 
securities with maturities greater than one year.  The September 30, 1997, 
total liquidity ratio increased slightly as compared to the total liquidity 
ratio at December 31, 1996, as a result of the purchase of investment 
securities.  The Savings Bank believes that its maintenance of excess 
liquidity, above the 5% federally required total liquidity ratio, is an
appropriate strategy to aid in proper asset and liability management.

Liquidity management is both a daily and long-term responsibility of 
management.  The Savings Bank adjusts its investments in liquid assets based
upon managements' assessment of: (i) expected loan demand; (ii) expected 
deposit flows; (iii) yields available on interest-earning deposits; and 
(iv) the objectives of its asset and liability management program.  Excess 
liquidity is invested generally in interest-earning overnight deposits and 
other short-term government and agency obligations.  When the Savings Bank 
requires funds beyond its ability to generate them internally, it can borrow
funds from the FHLB of Chicago or other sources.  The FHLB of Chicago limits
advances to member institutions to an aggregate amount not to exceed 35% of the
member institution's total assets.  Wisconsin law permits First Northern to 
borrow, without the prior written approval of the Wisconsin Department of 
Financial Institutions --- Division of Savings Institutions, to borrow in the
aggregate amount not to exceed 50% of its total assets. 


CAPITAL RESOURCES AND REGULATORY INFORMATION

First Northern's net worth to total assets ratio at September 30, 1997, for 
State of Wisconsin regulatory requirements was 10.8% or almost two times the 
Wisconsin minimum legal requirement of 6.00% of total assets established by 
the Division of Savings Institutions of the Department of Financial 
Institutions, which regulates First Northern.  The Office of Thrift Supervision
("OTS") adopted capital regulations for savings institutions effective 
December 7, 1989.  The OTS capital rules require savings associations to meet
three separate capital standards: (i)Tangible capital equal to 1.5% of adjusted
total assets; (ii) Core capital equal to 3% of adjusted total assets; and 
(iii) Risk-based capital equal to 8.0% of the value of risk weighted assets.  

As of September 30, 1997, the most recent notification from the OTS categorized
the Savings Bank as well capitalized under the regulatory framework for prompt 
corrective action.  To be categorized as well capitalized the Savings Bank 
must maintain minimum tangible, core and risk based ratios as set forth in the
table.  As a state-chartered savings institution, the Savings Bank is also 
subject to a minimum capital requirement of the State of Wisconsin.  Management
believes, as of September 30, 1997, that the Savings Bank exceeds all capital
adequacy requirements to which it is subject.  There are no conditions or 
events since that notification that management believes have changed the 
Savings Bank's categorization as well capitalized.   
<PAGE>

The Savings Bank's required and actual capital amounts and ratios are presented
in the following table.
<TABLE>
<CAPTION>

                                                                  Excess
                                                 Required     Actual Capital
                                                Regulatory     Over Required
                                  Actual          Capital    Regulatory Capital
                                -------------  ------------- --------------
                                Amount  Ratio  Amount  Ratio  Amount  Ratio
                                ------- -----  ------- -----  ------- -----
                                           (Dollars in Thousands)      
<S>                            <C>      <C>   <C>      <C>    <C>     <C>
As of September 30, 1997
  Tangible Capital              $67,248  10.3% $ 9,827  1.5%  $57,421  8.8%
    (to Tangible Assets)      
  Core Capital                   67,248  10.3%  19,654  3.0%   47,594  7.4%
    (to Tangible Assets)
  Risk-Based Capital             70,358  16.8%  33,566  8.0%   36,792  8.8%
    (to Risk-Weighted Assets)
  State of Wisconsin Capital     71,246  10.8%  39,404  6.0%   31,842  4.8%
    (to Total Assets)

As of December 31, 1996:
  Tangible Capital              $64,489  10.5% $ 9,204  1.5%  $55,285  9.0%
    (to Tangible Assets)
  Core Capital                   64,489  10.5%  18,409  3.0%   46,080  7.5%
    (to Tangible Assets)
  Risk-Based Capital             67,426  17.8%  30,295  8.0%   37,131  9.8%
    (to Risk-Weighted Assets)
  State of Wisconsin Capital     68,754  11.2%  36,915  6.0%   31,839  5.2%
    (to Total Assets)
</TABLE>
<PAGE>


ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
         MARKET RISK.                   

         Not applicable




                    PART II - OTHER INFORMATION


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

         (a)  Exhibits:
              See Exhibit Index following the signature page of this report, 
              which is incorporated herein by reference.

         (b)  Reports on Form 8-K:
              No Form 8-K was filed during the quarter for which this report 
              is filed.


<PAGE>       

                                 SIGNATURE



       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.

            

                                            FIRST NORTHERN CAPITAL CORP.    
                                      ---------------------------------------
                                                   (Registrant)





Date:  November 13, 1997                      /S/ RICK B. COLBERG             
     ------------------------         ---------------------------------------
                                      Rick B. Colberg
                                      Vice President and Chief Financial Officer
                                        (Mr. Colberg is also duly authorized 
                                          to sign on behalf of registrant)


<PAGE>


                            FIRST NORTHERN CAPITAL CORP.
                                (THE "REGISTRANT")

                            COMMISSION FILE NO. 0-27982
                                    * * * * *
                                  EXHIBIT INDEX

                                        TO

                      THIRD QUARTER 1997 REPORT ON FORM 10-Q


Exhibit                                 Incorporated Herein  Filed or Submitted 
Number          Description                By Reference To        Herewith     
------------------------------------------------------------------------------

 11.1   Statement regarding computation
        of per share earnings                                          X       

 27.1   Financial Data Schedule, which is
        submitted electronically to the 
        Securities and Exchange
        Commission for information 
        only and not filed.                                            X


<PAGE>


                                                      EXHIBIT 11.1


                   FIRST NORTHERN CAPITAL CORP.
         COMPUTATION OF NET INCOME (LOSS) PER COMMON SHARE

                                         Three Months          Nine Months     
                                      Ended September 30    Ended September 30
                                     --------------------  --------------------
                                       1997       1996        1997       1996   
                                     ---------  ---------  ---------  ---------

PRIMARY: 
Weighted average common shares    
  outstanding during each period     8,838,294  8,800,850  8,810,516  8,961,132
Incremental shares relating to:   
  Dilutive stock options outstanding
   at end of each period (1)           279,759    184,816    229,868    209,740
                                     ---------  ---------  ---------  ---------

                                     9,118,053  8,985,666  9,040,384  9,170,872
                                     =========  =========  =========  =========
                                  

FULLY DILUTED:                    
Weighted average common shares    
  outstanding during each period     8,838,294  8,800,850  8,810,516  8,961,132
Incremental shares relating to:             
  Dilutive stock options outstanding
    at end of each period (2)          297,995    209,936    312,683    275,288
                                     ---------  ---------  ---------  ---------

                                     9,136,289  9,010,786  9,123,199  9,236,420
                                     =========  =========  =========  =========
NET INCOME (LOSS) FOR
   EACH PERIOD                      $1,585,879 $ (390,742)$4,430,065 $1,879,198
                                    ========== ========== ========== ==========


PER COMMON SHARE AMOUNTS:
  Primary, as presented in
  the Statement of Operations            $0.17     $(0.04)     $0.49      $0.20
                                         =====     ======      =====      =====

  Fully diluted                          $0.17     $(0.04)     $0.49      $0.20
                                         =====     ======      =====      =====
<PAGE>
-------------------------

Notes:
  (1)  Based on treasury stock method using average market price.
  (2)  Based on treasury stock method using period end market price, if higher 
       than average market price.