`FIRST M & F CORPORATION

                        SECURITIES AND EXCHANGE COMMISSION
                              Washington, D.C.  20459

                                     FORM 10-Q


                Quarterly Report Under Section 13 or 15 (d) of the
                          Securities Exchange Act of 1934

For the quarter ended September 30, 2003            Commission File Number 0-9424

                               FIRST M & F CORPORATION
              -------------------------------------------------------
              (Exact name of registrant as specified in its charter)

                     Mississippi                         64-0636653
          -------------------------------           -------------------
          (State or other jurisdiction of            (I.R.S. Employer
          incorporation of organization)            Identification No.)

             134 West Washington Street
              Kosciusko, Mississippi                      39090
       --------------------------------------          -------------
       Address of Principal Executive Offices             Zip Code

                                 (662) 289-5121
                          -------------------------------
                           Registrant's telephone number

                                    No Change
              ------------------------------------------------------
                Former name, former address and former fiscal year,
                           if changed since last report

Indicate by check mark whether the registrant (1) has filed all reports required by
Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12
months (or for shorter period that the registrant was required to file such report),
and (2) has been subject to such filing requirements for the past 90 days.

                              Yes   X       No
                                  -----        -----

Indicate by check mart whether the registrant is an accelerated filer (as defined
in Rule 12b-2 of the Exchange Act).

                              Yes   X       No
                                  -----        -----

Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practicable date.

            Class                             Outstanding at October 31, 2002
            -----                             -------------------------------

Common stock ($5.00 par value)                       4,574,464 shares`

# Page 1 of 29

---

`FIRST M & F CORPORATION AND SUBSIDIARY

                                     FORM 10-Q

                                     CONTENTS
                                     --------

                                                                Page
                                                                ----

PART I:  FINANCIAL INFORMATION                                    3
  Item 1 - Financial Statements (unaudited):
             Consolidated Statements of Condition                 4
             Consolidated Statements of Income                    5
             Consolidated Statements of Comprehensive Income      6
             Consolidated Statements of Stockholders' Equity      7
             Consolidated Statements of Cash Flows              8-9
             Notes to Consolidated Financial Statements       10-13
             Independent Accountants' Review Report              14

  Item 2 - Management's Discussion and Analysis of
             Financial Condition and Results of Operations    15-22

  Item 3 - Quantitative and Qualitative Disclosures About
              Market Risk                                        23

  Item 4 - Controls and Procedures                               24


PART II:  OTHER INFORMATION
  Item 1 - Legal Proceedings                                     25
  Item 2 - Changes in Securities and Use of Proceeds             25
  Item 3 - Defaults upon Senior Securities                       25
  Item 4 - Submission of Matters to a Vote of Security
             Holders                                             25
  Item 5 - Other Information                                     25
  Item 6 - Exhibits and Reports on Form 8-K                      26

SIGNATURE                                                        27

CERTIFICATIONS                                                28-29

EXHIBIT INDEX

EXHIBITS`

# -2-

---

# PART I:
FINANCIAL INFORMATION

# Item 1 -
Financial Statements (Unaudited)

---

`FIRST M & F CORPORATION AND SUBSIDIARY

                         Consolidated Statements of Condition
                           (In Thousands, Except Share Data)

                                                   (Unaudited)
                                                   September 30,   December 31,
                   Assets                              2003           2002 (1)
                   ------                           ----------     ------------

Cash and due from banks                            $    29,836      $    43,329
Interest bearing bank balances                           3,201           12,610
Federal funds sold                                           -            7,700
Securities available for sale (amortized
  cost of $191,414 and $226,617)                       198,476          236,110

Loans                                                  776,667          678,746
  Allowance for loan losses                            (11,009)         (10,258)
                                                     ---------         --------
          Net loans                                    765,658          668,488
                                                     ---------         --------

Bank premises and equipment                             22,681           21,508
Accrued interest receivable                              7,137            7,125
Other real estate                                        1,004              950
Goodwill                                                16,348           16,348
Other assets                                            27,662           22,966
                                                     ---------         --------

                                                   $ 1,072,003      $ 1,037,134
                                                     ---------         --------
                                                     ---------         --------

     Liabilities and Stockholders' Equity

Liabilities:
  Deposits:
    Non-interest bearing                           $   111,777      $   101,915
    Interest bearing                                   696,874          722,109
                                                     ---------         --------
          Total deposits                               808,651          824,024
                                                     ---------         --------

  Federal funds and repurchase agreements               26,448           23,599
  Other borrowings                                     116,154           71,142
  Accrued interest payable                               1,469            1,920
  Other liabilities                                      7,994            7,583
                                                     ---------         --------
          Total liabilities                            960,716          928,268
                                                     ---------         --------

Noncontrolling joint venture interest                      926              656
                                                     ---------         --------

Stockholders' equity:
  Common stock of $5.00 par value.  15,000,000
    shares authorized; 4,586,964 and 4,587,046
    shares issued and outstanding                       22,935           22,935
  Additional paid-in capital                            32,320           33,260
  Retained earnings                                     52,200           47,585
  Accumulated other comprehensive income                 2,906            4,430
                                                     ---------         --------
          Total stockholders' equity                   110,361          108,210
                                                     ---------         --------

                                                   $ 1,072,003      $ 1,037,134
                                                     ---------         --------
                                                     ---------         --------


The accompanying notes are an integral part of these financial statements.

(1)  Derived from audited financial statements.`

# -4-

---

`FIRST M & F CORPORATION AND SUBSIDIARY

                           Consolidated Statements of Income
                           (In Thousands, Except Share Data)
                                      (Unaudited)

                                        Three Months Ended           Nine Months Ended
                                           September 30,               September 30,
                                        --------------------        -------------------
                                        2003           2002         2003           2002
                                        ----           ----         ----           ----
Interest income:
  Interest and fees on loans          $ 12,246     $ 12,550      $ 35,758      $ 36,862
  Taxable investments                    1,551        2,535         5,262         7,830
  Tax exempt investments                   600          629         1,791         1,955
  Federal funds sold                         5           15           188           129
  Interest bearing bank
    balances                                14           23            93            98
                                       -------      -------       -------       -------
          Total interest income         14,416       15,752        43,092        46,874
                                       -------      -------       -------       -------

Interest expense:
  Deposits                               3,034        4,686        10,581        15,512
  Short-term borrowings                    154          174           456           521
  Other borrowings                         889          760         2,415         2,380
                                       -------      -------       -------       -------
          Total interest expense         4,077        5,620        13,452        18,413
                                       -------      -------       -------       -------

          Net interest income           10,339       10,132        29,640        28,461
Provision for loan losses                  960        1,004         2,842         3,484
                                       -------      -------       -------       -------
          Net interest income after
            provision for loan
            losses                       9,379        9,128        26,798        24,977
                                       -------      -------       -------       -------

Noninterest income:
  Service charges on deposits            1,938        2,026         5,668         5,532
  Mortgage banking income                  479          310           951           787
  Agency commission income                 938          933         2,696         2,453
  Other fee income                         266          143           708           549
  Gains (losses) on securities
    available for sale                       1           (4)          (19)           22
  Other income                             187          383           800         1,036
                                       -------      -------       -------       -------
          Total noninterest
            income                       3,809        3,791        10,804        10,379
                                       -------      -------       -------       -------

Noninterest expenses:
  Salaries and employee benefits         4,957        4,514        13,891        13,360
  Net occupancy expense                    540          483         1,590         1,478
  Equipment and data processing
    expenses                               784          942         2,705         2,698
  Intangible asset amortization             34           24           102            89
  Other expenses                         2,899        2,883         7,863         7,227
                                       -------      -------       -------       -------
          Total noninterest
            expenses                     9,214        8,846        26,151        24,852
                                       -------      -------       -------       -------

          Income before income
            taxes                        3,974        4,073        11,451        10,504
Income taxes                             1,183        1,206         3,368         2,999
                                       -------      -------       -------       -------

          Net income                  $  2,791     $  2,867      $  8,083      $  7,505
                                       -------      -------       -------       -------
                                       -------      -------       -------       -------

Earnings per share:
Basic                                 $   0.61     $   0.62      $   1.75      $   1.63
Diluted                                   0.60         0.62          1.74          1.63
                                       -------      -------       -------       -------
                                       -------      -------       -------       -------

The accompanying notes are an integral part of these financial statements.`

# -5-

---

`FIRST M & F CORPORATION AND SUBSIDIARY

                       Consolidated Statements of Comprehensive Income
                              (In Thousands, Except Share Data)
                                         (Unaudited)


                                         Three Months Ended             Nine Months Ended
                                           September 30,                September 30,
                                         -------------------           -------------------
                                         2003           2002            2003         2002
                                         ----           ----           -----         ----

Net income                           $  2,791       $  2,867         $ 8,083      $ 7,505
                                      -------        -------          ------       ------

Other comprehensive income (loss):
    Unrealized holding gains
      (losses) on securities,
       net of taxes of $914 and
       $1,207 for the three
       months ended September 30,
       and $725 and $2,474 for
       the nine months ended
       September 30                    (1,216)         2,024           (1,536)      4,155

    Plus (minus) reclassification
      adjustments for (gains)
      losses included in net
      income, net of taxes of
      $0 and $2 for the three
      months ended September 30
      and $7 and $145 for the nine
      months ended September 30          --                2               12         (14)
                                      -------        -------          ------       ------

          Other comprehensive
            income (loss)              (1,216)         2,026           (1,524)      4,141
                                      -------        -------          ------       ------

          Total comprehensive
            income                   $  1,575        $ 4,893          $ 6,559    $ 11,646
                                      -------        -------          ------       ------
                                      -------        -------          ------       ------









The accompanying notes are an integral part of these financial statements.`

# -6-

---

`FIRST M & F CORPORATION AND SUBSIDIARY

                         Consolidated Statements of Stockholders' Equity
                              (In Thousands, Except Share Data)
                                         (Unaudited)


                                                              Accumulated
                                   Additional                    Other
                        Common      Paid-In      Retained    Comprehensive
                        Stock       Capital      Earnings       Income         Total
                        -------    ----------    --------    -------------     -----

January 1, 2002       $ 23,074     $ 33,876     $ 41,960       $ 1,153      $ 100,063

Net income                   -            -        7,505             -          7,505

Cash dividends ($.75
  per share)                 -            -       (3,461)            -         (3,461)

Net change                   -            -            -         4,141          4,141
                        ------       ------       ------        ------        -------

September 30, 2002    $ 23,074     $ 33,876     $ 46,004       $ 5,294      $ 108,248
                        ------       ------       ------        ------        -------
                        ------       ------       ------        ------        -------


January 1, 2003       $ 22,935     $ 33,260     $ 47,585       $ 4,430      $ 108,210

Net income                   -            -        8,083             -          8,083

Cash dividends ($.75
  per share)                 -            -       (3,468)            -         (3,468)

Exercise of options
  for 147,272 common
  shares                   737        3,239            -             -          3,976

147,354 common shares
  repurchased             (737)      (4,179)           -             -         (4,916)

Net change                   -            -            -        (1,524)        (1,524)
                        ------       ------       ------        ------        -------

September 30, 2003    $ 22,935     $ 32,320     $ 52,200       $ 2,906      $ 110,361
                        ------       ------       ------        ------        -------
                        ------       ------       ------        ------        -------










The accompanying notes are an integral part of these financial statements.`

# -7-

---

`FIRST M & F CORPORATION AND SUBSIDIARY

                            Consolidated Statements of Cash Flows
                              (In Thousands, Except Share Data)
                                         (Unaudited)


                                                           Nine Months Ended
                                                             September 30,
                                                         ---------------------
                                                           2003         2002
                                                           ----         ----

Cash flows from operating activities:
  Net income                                          $   8,083    $   7,505
  Adjustments to reconcile net income to cash
    provided by operating activities:
    Provision for loan losses                             2,842        3,484
    Depreciation and amortization                         1,461        1,518
    Net investment amortization                             758          472
    (Gain) loss on securities available for sale             19          (22)
    Deferred income taxes                                  (944)        (778)
    (Increase) decrease in:
      Accrued interest receivable                           (12)         536
      Cash surrender value of bank owned life
        insurance                                          (411)        (531)
    Increase (decrease) in:
      Accrued interest payable                             (451)        (895)
      Income taxes payable                                  (50)      (3,274)
    Other, net                                             (279)        (221)
                                                        -------      -------

          Net cash provided by operating activities      11,016        7,794

Cash flows from investing activities:
  Purchases of securities available for sale            (29,980)     (45,120)
  Sales of securities available for sale                  2,063        2,177
  Maturities of securities available for sale            63,335       50,250
  Net (increase) decrease in:
    Interest bearing bank balances                        9,409       (5,555)
    Federal funds sold                                    7,700         (350)
    Loans                                              (101,180)     (16,855)
    Bank premises and equipment                          (2,515)      (1,033)
    Federal Home Loan Bank stock transactions            (2,431)           -
  Other, net                                              1,172          849
                                                        -------      -------

          Net cash used in investing activities         (52,427)     (15,637)
                                                        -------      -------













                                                                   (Continued)
                                                                   -----------`

# -8-

---

`FIRST M & F CORPORATION AND SUBSIDIARY

                            Consolidated Statements of Cash Flows
                              (In Thousands, Except Share Data)
                                         (Unaudited)

                                                         Nine Months Ended
                                                           September 30,
                                                       ----------------------
                                                         2003        2002
                                                         ----        ----

Cash flows from financing activities:
  Net increase (decrease) in:
    Non-interest bearing deposits                    $  9,862    $(10,720)
    Interest bearing deposits                         (25,235)      3,615
    Securities sold under agreements to
      repurchase and other short-term borrowings        2,849       6,760
  Proceeds from other borrowings                       67,300      22,000
  Repayments of other borrowings                      (22,450)    (21,908)
  Distribution to noncontrolling joint venture
    interest                                                -        (500)
  Common shares issued                                  3,976           -
  Common shares repurchased                            (4,916)          -
  Cash dividends                                       (3,468)     (3,461)
                                                     --------     -------

          Net cash provided by (used in) financing
            activities                                 27,918      (4,214)
                                                     --------     -------

          Net decrease in cash and due from banks     (13,493)    (12,057)

Cash and due from banks at January 1                   43,329      40,945
                                                     --------     -------

Cash and due from banks at September 30              $ 29,836    $ 28,888
                                                     --------     -------
                                                     --------     -------













The accompanying notes are an integral part of these financial statements.`

# -9-

---

`FIRST M & F CORPORATION AND SUBSIDIARY

                    Notes to Consolidated Financial Statements
                        (In Thousands, Except Share Data)
                                    (Unaudited)




Note 1:  Basis of Presentation
------------------------------

The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance  with  accounting  principles  generally  accepted in the
United  States  of  America  for  interim  financial  information  and  with the
instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do
not include all the information and footnotes required by accounting  principles
generally  accepted  in the United  States of  America  for  complete  financial
statements. In the opinion of management,  all adjustments (consisting of normal
recurring  accruals)  considered  necessary  for a fair  presentation  have been
included.  The  condensed  consolidated  financial  statements  of  First  M & F
Corporation  include the  financial  statements  of Merchants & Farmers  Bank, a
wholly owned subsidiary,  and the Bank's wholly owned subsidiaries,  First M & F
Insurance  Co.,  M  &  F  Financial  Services,  Inc.,  M  &  F  Bank  Securities
Corporation,  M & F Insurance Group,  Inc., M & F Business Credit,  Inc. and the
Bank's 51% owned  accounts  receivable  financing  joint  venture.  For  further
information,  refer  to the  consolidated  financial  statements  and  footnotes
thereto  included in the Company's annual report on Form 10-K for the year ended
December 31, 2002.

Note 2:  Statements of Cash Flows
---------------------------------

During the nine months ended September 30, 2002 and 2001, the Company had the
following payments:

                                                     2003           2002
                                                     ----           ----

      Interest                                    $ 13,903       $ 19,308
      Income taxes                                   4,362          4,993
                                                   -------        -------
                                                   -------        -------

Note 3: Stock-Based Compensation
--------------------------------

The Company accounts for its stock-based employee  compensation plans based
on the "intrinsic value method" provided in Accounting  Principles Board Opinion
(APB)  No.  25,  "Accounting  for  Stock  Issued  to  Employees",   and  related
interpretations.  Because the exercise  price of the  Company's  employee  stock
options equals the market price of the underlying stock on the date of grant, no
compensation expense is recognized on option plans.


                                                                 (Continued)
                                                                 -----------`

# -10-

---

`FIRST M & F CORPORATION AND SUBSIDIARY

                   Notes to Consolidated Financial Statements
                         (In Thousands, Except Share Data)
                                    (Unaudited)



Note 3:(Continued)
------------------

     Statement of Financial Accounting Standards (SFAS) No. 123, "Accounting for
Stock-Based  Compensation",  as amended by SFAS No.  148,  requires  pro forma
disclosures for net income and earnings per share for companies not adopting its
fair value  accounting  method for stock-based  employee  compensation.  The pro
forma  disclosures  below use the fair  value  method of SFAS No. 123 to measure
compensation expense for stock-based employee compensation plans.


                                               Three Months Ended    Nine Months Ended
                                                  September 30,         September 30,
                                               ------------------    -----------------
                                                 2003       2002       2003      2002
                                                 ----       ----       ----      ----

    Net income, as reported                   $ 2,791    $ 2,867    $ 8,083   $ 7,505
    Total stock-based employee
      compensation expense determined
      under fair value method for all
      awards, net of related tax effects            9         16         28        48
                                               ------     ------     ------    ------

    Pro forma net income                      $ 2,782    $ 2,851    $ 8,055   $ 7,457
                                               ------     ------     ------    ------
                                               ------     ------     ------    ------


    Earnings per share:
      Basic - as reported                       $ .61      $ .62     $ 1.75    $ 1.63
      Basic - pro forma                           .61        .62       1.74      1.63

      Diluted - as reported                       .60        .62       1.74      1.63
      Diluted - pro forma                         .60        .62       1.74      1.63
                                               ------     ------     ------    ------
                                               ------     ------     ------    ------



     The fair value of stock options  granted was estimated at the date of grant
using the Black-Scholes option-pricing model.

     The  following is a summary of  outstanding  options and  weighted  average
exercise price for the nine months ended September 30, 2003 and 2002:

                                          2003                      2002
                                 ---------------------    ----------------------
                                 Number        Price      Number         Price
                                 ------        -----      ------         -----

    January 1                    319,752      $ 28.30      347,802      $ 28.22
    Granted                        2,500        38.00        3,000        25.25
    Exercised                   (147,272)       27.00            -            -
    Forfeited                          -            -       (2,500)       32.50
                                 -------       ------      -------       ------

    September 30                 174,980      $ 29.53      348,302      $ 28.16
                                 -------       ------      -------       ------
                                 -------       ------      -------       ------`

# -11-

---

`FIRST M & F CORPORATION AND SUBSIDIARY

                    Notes to Consolidated Financial Statements
                         (In Thousands, Except Share Data)
                                   (Unaudited)



Note 4:Earnings Per Share
-------------------------

                                                           Three Months Ended
                                                              September 30,
                                                        ------------------------
                                                           2003           2002
                                                           ----           ----

Net income                                               $    2,791   $    2,867
                                                          =========    =========


Weighted average shares outstanding                       4,595,546    4,614,784
Add dilutive effective of outstanding options                27,066            -
                                                          ---------    ---------

          Adjusted dilutive shares outstanding            4,622,612    4,614,784
                                                          =========    =========


Earnings per share:
  Basic                                                  $      .61   $      .62
  Diluted                                                       .60          .62


                                                             Nine Months Ended
                                                               September 30,
                                                         ------------------------
                                                             2003         2002

Net income                                               $  8,083      $ 7,505
                                                          =======       ======

Weighted average shares outstanding                     4,620,317     4,614,784
Add dilutive effective of outstanding options              23,247             -
                                                        ---------     ---------

          Adjusted dilutive shares outstanding          4,643,564     4,614,784
                                                        =========     =========

Earnings per share:
  Basic                                                  $   1.75      $   1.63
  Diluted                                                    1.74          1.63
                                                           ======       =======



Note 5:  Common Stock Repurchase Program
----------------------------------------

As discussed in Note 16 to the December 31, 2002, financial statements, the
Company's  Board of  Directors  approved a common  stock  repurchase  program on
August 14,  2002,  authorizing  the  repurchase  of up to 184,590  shares of the
Company's  outstanding common stock. The Company's Board of Directors terminated
the August 14, 2002,  repurchase  program and approved a common stock repurchase
program on March 12, 2003, authorizing the repurchase of up to 240,000 shares of
the  Company's   outstanding   common  stock  beginning  in  March,   2003.  The
authorization  specifies  that the  shares  will be  repurchased  within  twelve
months.  The timing and extent of any  repurchases  are subject to  management's
discretion and will depend on market  considerations.  The reaquired shares will
be held as  authorized  but  unissued  shares to be used for  general  corporate
purposes.`

# -12-

---

`FIRST M & F CORPORATION AND SUBSIDIARY

                    Notes to Consolidated Financial Statements
                         (In Thousands, Except Share Data)
                                   (Unaudited)


Note 6:  Intangible Assets
--------------------------

Following  is  a  summary  of  intangible   assets,   net  of   accumulated
amortization, included in the Consolidated Statements of Condition:

                                                              Customer
                                                    Core      Renewal     Noncompete
                                      Goodwill    Deposits     Lists      Agreements
                                      --------    --------    --------    ----------

    Balance on December 31, 2001      $ 16,348     $ 162       $ 256        $ 234
    Amortization expense                     -       (61)         (7)         (21)
                                       -------      ----        ----         ----

    Balance at September 30, 2002     $ 16,348     $ 101       $ 249        $ 213
                                       =======      ====        ====         ====


    Balance at December 31, 2002      $ 16,348      $ 81       $ 316        $ 206
    Amortization expense                     -       (61)        (20)         (21)
                                       -------      ----        ----         ----

    Balance at September 30, 2003     $ 16,348      $ 20       $ 296        $ 185
                                       =======      ====        ====         ====


Intangible  assets  other than  goodwill are carried in Other Assets in the
Consolidated Statements of Condition.`

# -13-

---

# Independent
Accountants Review Report

## The Board of
DirectorsFirst M & F CorporationKosciusko, Mississippi

We  have reviewed  the accompanying  consolidated statement of condition of First M & F Corporation and
subsidiary as of September 30, 2003, and the related consolidated statements of income and comprehensive income
for the three-month and nine-month periods ended September 30, 2003 and 2002 and the related consolidated
statements of stockholders' equity and cash flows for the nine-month periods ended September 30, 2003 and 2002.
These financial statements are the responsibility of the Company's management.

We conducted our reviews in accordance with standards established by the American Institute of Certified Public
Accountants.  A review of interim financial information consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible for financial and accounting matters.  It is
substantially less in scope than an audit conducted in accordance with auditing standards generally accepted in
the United States of America, the objective of which is expressing an opinion regarding the financial statements
taken as a whole.  Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should be made to the accompanying
consolidated financial statements for them to be in conformity with accounting principles generally accepted in
the United States of America.

We have previously audited, in accordance with auditing standards generally accepted in the United States of
America, the consolidated statement of condition of First M & F Corporation and subsidiary as of December 31,
2002, and the related consolidated statements of income, comprehensive income, stockholders' equity and cash
flows for the year then ended (not presented herein) and in our report dated February 14, 2003, we expressed an
unqualified opinion on those consolidated financial statements.  In our opinion, the information set forth in the
accompanying consolidated statement of condition as of December 31, 2002 is fairly stated, in all material
respects, in relation to the consolidated statement of condition from which it has been derived.

## Ridgeland,
MississippiOctober 21, 2003

# -14-

---

# FIRST M
& F CORPORATION

The following provides a narrative discussion and analyses of significant changes in the Company's results of
operations and financial condition.  This discussion should be read in conjunction with the interim consolidated
financial statements and supplemental financial data presented elsewhere in this report.

Certain of the information included in this discussion contains forward looking financial data and information
that is based upon management's belief as well as certain assumptions made by, and information currently
available to management.  Specifically, this discussion includes statements with respect to the adequacy of the
allowance for loan losses; the effect of legal proceedings against the Company's financial condition, results of
operations and liquidity; and market risk disclosures.  Should one or more of these risks materialize or the
assumptions prove to be significantly different, actual results may vary from those estimated, anticipated,
projected or expected.

Net income for the third quarter of 2003 was $2.791 million, or $.61 per basic and $.60 per diluted share as
compared to $2.867 million, or $.62 per basic and diluted share for the same period in 2002.  The decrease in
earnings per share was due primarily to a lower net interest margin in 2003 than in 2002 as well as higher salary
and benefit costs in 2003.  The addition of commercial lenders, combined with the effect of expanding into Olive
Branch and Memphis, increased salaries and other expenses.  The Company had net loan growth of $43.554 million in
the third quarter of 2003 as compared to a net increase in loans of $19.765 million in the third quarter of
2002.  The net interest margin for the third quarter of 2003 was 4.47% as compared to 4.55% for the third quarter
of 2002.  The third quarter efficiency ratio for 2003 increased to 63.41% from 61.76% in the third quarter of
2002.  Annualized non-interest revenues were at 1.44% of average assets for the third quarter of 2003 as compared
to 1.49% for the same period in 2002.  Annualized non-interest expenses were 3.47% of average assets for the
third quarter of 2003 as compared to 3.47% for the same period in 2002.  Return on assets for the third quarter
of 2003 was 1.05%, while the return on equity was 10.06%.  Return on assets for the third quarter of 2002 was
1.12%, while the return on equity was 10.75%.

The following table shows performance ratios for the first three quarters of 2003 as compared to the first three
quarters of 2002:

`2003
                                       ------------------------------------------
                                       3rd Quarter     2nd Quarter    1st Quarter
                                       -----------     -----------    -----------

EPS, diluted                             $ .60           $ .57           $ .57
Net interest margin                       4.47%           4.26%           4.12%
Efficiency ratio                         63.41%          63.02%          62.17%
Return on assets                          1.05%           1.00%           1.00%
Return on equity                         10.06%           9.45%           9.63%

                                                           2002
                                       ------------------------------------------
                                       3rd Quarter     2nd Quarter    1st Quarter
                                       -----------     -----------    -----------

EPS, diluted                             $ .62           $ .51           $ .50
Net interest margin                       4.55%           4.20%           4.02%
Efficiency ratio                         61.76%          62.16%          62.08%
Return on assets                          1.12%            .92%            .89%
Return on equity                         10.75%           9.12%           8.96%`

# -15-

---

# FIRST M
& F CORPORATION

Net income for the first nine months of 2003 was $8.083 million, or $1.75 per basic and $1.74 diluted per share
as compared to $7.505 million, or $1.63 per basic and diluted share for the same period in 2002.  The increase in
earnings per share was due primarily to higher net interest margins and stronger loan growth.  The net interest
margin for the first nine months of 2003 was 4.28% as compared to 4.26% for the same period in 2002.  The
efficiency ratio for the first nine months of 2003 increased to 62.89% from 62.00% in the same period in 2002.
Annualized non-interest revenues were at 1.36% of average assets for the first nine months of 2003 as compared to
1.35% for the same period in 2002.  Annualized non-interest expenses were 3.30% of average assets for the first
nine months of 2003 as compared to 3.23% for the same period in 2002.  Return on assets for the first nine months
of 2003 was 1.02%, while the return on equity was 9.71%.  Return on assets for the first nine months of 2002 was
..98%, while the return on equity was 9.62%.

Net interest income for the third quarter of 2003 was $10.339 million as compared to $10.132 million for the same
period in 2002.  Earning asset yields were 6.17% in the third quarter of 2003 as compared to 6.98% for the same
period in 2002.  However, funding costs decreased to 1.96% for the third quarter of 2003 from 2.78% for the third
quarter of 2002.  Average earning assets were $973.817 million during the third quarter of 2003 as compared to
$935.508 million in the same period in 2002.  Average loans as a percentage of earning assets were 78.10% for the
third quarter of 2003 as compared to 71.50% for the same period in 2002.  Average interest bearing liabilities
were $831.326 million during the third quarter of 2003 as compared to $809.275 million during the same period in
2002.  Average non-interest bearing deposits were $109.684 million during the third quarter of 2003 as compared
to $95.986 million for the same period in 2002.

The following table shows margin-related ratios for the first three quarters of 2003 as compared to the first
three quarters of 2002:

`2003
                                       ------------------------------------------
                                       3rd Quarter     2nd Quarter    1st Quarter
                                       -----------     -----------    -----------

Net interest income                    $ 10,339        $ 9,777         $ 9,524
Earning asset yield                        6.17%          6.15%           6.14%
Funding cost                               1.96%          2.18%           2.32%
Average loans as percentage of
  earning assets                          78.10%         73.01%          70.48%
Average non-interest deposits
  to total funding                        11.66%         11.22%          10.52%


                                                          2002
                                       ------------------------------------------
                                       3rd Quarter     2nd Quarter    1st Quarter
                                       -----------     -----------    -----------

Net interest income                    $ 10,132        $ 9,269         $ 9,060
Earning asset yield                        6.98%          6.88%           6.82%
Funding cost                               2.78%          3.06%           3.23%
Average loans as percentage of
  earning assets                          71.50%         70.86%          68.51%
Average non-interest deposits
  to total funding                        10.60%         10.64%          11.59%`

# -16-

---

# FIRST M
& F CORPORATION

Net interest income for the first nine months of 2003 was $29.640 million as compared to $28.461 million for the
same period in 2002.  Earning assets yields were 6.15% for the first nine months of 2003 as compared to 6.89% for
the same period in 2002.  However, funding costs decreased to 2.15% for the first nine months of 2003 from 3.02%
for the same period in 2002.  Average earning assets were $971.190 million during the first nine months of 2003
as compared to $938.897 million during the same period in 2002.  Average loans as a percentage of earning assets
were 73.89% during the first nine months of 2003 as compared to 70.29% for the same period in 2002.  Average
interest bearing liabilities were $833.208 million during the first nine months of 2003 as compared to $811.911
million during the same period in 2002.  Average non-interest bearing deposits were $104.415 million during the
first nine months of 2003 as compared to $99.817 million during the same period in 2002.

The provision for loan losses for the third quarter of 2003 was $960 thousand as compared to $1.004 million for
the third quarter of 2002.  The allowance for loan losses as a  percentage of  loans was  1.42% at September 30,
2003, 1.51% at December 31, 2002 and 1.49% at September 30, 2002.  Nonaccrual loans and 90 days past due accruing
loans as a percentage of loans outstanding  were .81%  at September 30, 2003, .55% at December 31, 2002 and .38%
at September 30, 2002.  Annualized net charge-offs as a percentage of average loans were .20% for the third
quarter of 2003 and .39% for the first nine months of 2003 as compared to .40% for the year ended December 31,
2002.

Non-interest income, excluding securities transactions, for the third quarter of 2003 was $3.808 million as
compared to $3.795 million for the same period in 2002.  Deposit income was down by 4.34% due to a decrease of
deposit item volumes from 2002.  Agency commissions were flat for the third quarter of 2003 as compared to  2002
as production volumes leveled off and annuity sales decreased.  Mortgage revenues were up by 54.52% due to higher
volumes for new home loans and refinanced loans in 2003 than in the third quarter of 2002.

The following table shows non-interest income components for the first three quarters of 2003 as compared to the
first three quarters of 2002:

`2003
                                       ------------------------------------------
                                       3rd Quarter     2nd Quarter    1st Quarter
                                       -----------     -----------    -----------

Service charges on deposits             $ 1,938         $ 1,932         $ 1,798
Mortgage income                             479             300             172
Agency commissions                          938             932             826
Other non-interest income                   453             475             580
Securities gains (losses)                     1             (20)              -
                                         ------          ------          ------

      Total                             $ 3,809         $ 3,619         $ 3,376
                                         ======          ======          ======`

# -17-

---

# FIRST M
& F CORPORATION

`2002
                                       ------------------------------------------
                                       3rd Quarter     2nd Quarter    1st Quarter
                                       -----------     -----------    -----------

Service charges on deposits             $ 2,026         $ 1,810         $ 1,696
Mortgage income                             310             225             252
Agency commissions                          933             750             770
Other non-interest income                   526             505             554
Securities gains (losses)                    (4)             25               1
                                         ------          ------          ------
      Total                             $ 3,791         $ 3,315         $ 3,273
                                         ======          ======          ======`

Non interest income, excluding securities transactions for the first nine months of 2003 was $10.823 million as
compared to $10.357 million for the same period in 2002.  Deposit income was up by 2.46% due to the service
charge changes implemented in the second half of 2002, and flat transaction volumes in 2003 as compared to 2002.
Agency commissions were up by 9.91% in the first nine of 2003 as compared to 2002 due to the higher premiums that
are prevalent in the market.  Mortgage revenues were up by 20.84% for the first nine months of 2003 as compared
to 2002 due to a strong third quarter performance in 2003.

Non-interest expenses increased by 4.16% in the third quarter of 2003 as compared to the same period in 2002.
Salary and benefit expenses were up by 9.81% in the third quarter of 2003 as compared to 2002.  The number of
full-time equivalent employees in the Company was 429 at September 30, 2003 as compared to 416 at December 31,
2002 and 404 at September 30, 2002.  Three employees were added in April, 2003 for a new branch location in Olive
Branch and a new asset-based lending subsidiary with a staff of three was formed in Memphis in the second
quarter.  Other staffing increases in 2003 were due to the addition of new commercial lenders.  Annualized
non-interest expenses as a percentage of average assets were 3.47% for the third quarter of 2003 as compared to
3.23% for the same period in 2002.  The Company's efficiency ratio was 63.41% for the third quarter of 2003 as
compared to 61.76% for the third quarter of 2002.

The following table reflects the components of other non-interest expenses (in thousands) for the first three
quarters of 2003 and 2002:

`2003
                                       ------------------------------------------
                                       3rd Quarter     2nd Quarter    1st Quarter
                                       -----------     -----------    -----------

Telecommunications                  $   243            $   228          $   219
Postage and shipping                    137                162              174
Supplies                                178                167              185
Marketing and advertising               466                258              153
Foreclosed property                      86                127               60
Intangible asset amortization            34                 34               34
Other expenses                        1,789              1,608            1,623
                                     ------             ------           ------
                                    $ 2,933            $ 2,584          $ 2,448
                                     ======             ======           ======`

# -18-

---

# FIRST M
& F CORPORATION

`2002
                                    -------------------------------------------
                                    3rd Quarter     2nd Quarter     1st Quarter
                                    -----------     -----------     -----------

Telecommunications                  $   208            $   193          $   188
Postage and shipping                    188                132              153
Supplies                                186                152              159
Marketing and advertising               411                217              147
Foreclosed property                      62                 59               64
Intangible asset amortization            24                 32               33
Other expenses                        1,828              1,450            1,430
                                     ------             ------           ------

                                    $ 2,907            $ 2,235          $ 2,174
                                     ======             ======           ======`

The following table shows non-interest expense ratios for the first three quarters of 2003 as compared to the
first three quarters of 2002:

`2003
                                       ------------------------------------------
                                       3rd Quarter     2nd Quarter    1st Quarter
                                       -----------     -----------    -----------

Efficiency ratio                        63.41%          63.02%          62.17%
Non-interest expense to
  average assets                         3.47%           3.29%           3.12%
Salaries and benefits
  to total non-interest expense         53.80%          53.15%          52.33%


                                                         2002
                                       ------------------------------------------
                                       3rd Quarter     2nd Quarter    1st Quarter
                                       -----------     -----------    -----------

Efficiency ratio                        61.76%          62.16%          62.08%
Non-interest expense to
  average assets                         3.47%           3.19%           3.05%
Salaries and benefits
  to total non-interest expense         51.03%          55.60%          54.93%`

Non-interest expenses increased by 5.23% in the first nine months of 2003 as compared to the same period in
2002.  Salary and benefit expenses were up by 3.97% in the first nine months of 2003 as compared to 2002.
Annualized non-interest expenses as a percentage of average assets were 3.30% for the first nine months of 2003
as compared to 3.23% for the same period in 2002.  The Company's efficiency ratio was 62.89% for the first nine
months of 2003 as compared to 62.00% for the first nine months of 2002.

Income taxes for the third quarter of 2003 were 1.91% lower than in the same period in 2002.  The effective tax
rate for the third quarter of 2003 was 29.77% as compared to 29.61% in the third quarter of 2002.  Income taxes
for the first nine months of 2003 were 12.30% higher than in the same period for 2002.  The effective tax rate
for the first nine months of 2003 was 29.41% as compared to 28.55% in the first nine months of 2002.  The
increase in taxes was primarily due to an increase in taxable income and a decrease in tax-exempt income from
2002 to 2003.

# -19-

---

# FIRST M
& F CORPORATION

Assets were up by 3.36% from December 31, 2002 and up by 4.80% from September 30, 2002.  Loans grew by 14.43% in
the first nine months of 2003 and grew by 14.93% from September 30, 2002.  Investments declined by 15.94% in the
first nine months of 2003, providing funds for loan growth.  Loan demand was strong during the first nine months
of 2003 with loans growing by $21.454 million in the first quarter and by $32.912 million in the second quarter
and by $43.554 million in the third quarter.  In comparison, loans decreased by $3.733 million in the first
quarter of 2002 and decreased by $1.569 million in the second quarter and increased by $19,765 in the third
quarter.  Loans as a percentage of assets were 72.45% at September 30, 2003 as compared to 65.44% at December 31,
2002 and 66.06% at September 30, 2002.

Deposits decreased by 1.87% in the first nine months of 2003 and by .11% from September 30, 2002.  NOW and money
market deposits decreased by $25.394 million in the first nine months of 2003, with $11.231 million of the
decrease occurring in municipal deposit accounts, due to municipality spending, with the remaining decrease being
caused by commercial customers' cyclical use of liquidity.  Certificates of deposit increased by approximately
$4.669 million in the first nine months of 2003.  Certificates of deposit of municipalities were up by $26.814
million in 2003, while consumer and business certificates of deposit were down by $22.145 million.  The
municipality deposit growth was driven mainly by tax receipts, while the consumer and business time deposit
decreases were due primarily to the low interest rate environment.  Other NOW and money market deposits will
probably remain at current levels until higher interest rates make reinvestment more attractive.  The Company
began offering longer-term, bonus-rate CD's in the third quarter in an effort to grow the consumer deposit
portfolio at a low point in the interest rate cycle.

Total borrowings were up by $47.861 million in the first nine months of 2003, mainly due to the funding
requirements for the second and third quarter loan growth.  Debt is expected to remain stable or increase by a
small percentage over the remainder of the year as the Company looks to the debt market as an alternative funding
source to time deposits.  The Company is also using debt to finance the repurchase of stock.

# -20-

---

# FIRST M
& F CORPORATION

The Company's regulatory capital ratios at September 30, 2003, as shown below are in excess of the minimum
requirements and qualify the institution as "well capitalized" under the risk-based capital regulations.

`($ in thousands)
                                                   ----------------

  Tier 1 capital                                        $ 90,005
  Tier 2 capital                                          10,024
                                                          ------

      Total risk-based capital                          $100,029
                                                          ======


  Risk weighted assets                                 $ 798,739
                                                         =======


  Total risk-based capital ratio                           12.52%
                                                           =====


  Leverage ratio                                            8.61%
                                                            ====`

The total risk-based capital ratio for the Bank subsidiary was 13.05% with a leverage ratio of 9.04%.  The
dividend payout ratio for the first nine months of 2003 was 42.86% based upon a quarterly  dividend of $.25 per
share.  The  book value of the stock at September 30, 2003 was $24.06, with a closing market price of $35.65 per
share.

During the first nine months of 2003, 147,272 shares of common stock were issued through stock options
exercises.  The average issue price was $27.00 per share.  The stock options exercised were from a plan that was
assumed in the 1999 Community Federal Bancorp acquisition.  The Company repurchased 77,354 shares in the open
market during the first quarter at an average cost of $32.14 per share, repurchased 45,000 shares in the second
quarter at an average cost of $34.85 per share and repurchased 25,000 shares in the third quarter at an average
cost of $34.43 per share.  The Company received Board approval to accelerate its repurchase program to allow for
the repurchase of 240,000 shares during the period of March, 2003 through February, 2004.  As of September 30,
2003, 147,354 shares had been repurchased at an average cost of $33.36 per share.

Responsibility for managing the Company's program for controlling and monitoring interest rate and liquidity risk
and for maintaining income stability, given the Company's exposure to changes in interest rates, is vested in the
asset/liability committee.  Appropriate policy and guidelines, approved by the board of directors, govern these
actions.  Monitoring is primarily accomplished through monthly reviews and analysis of asset and liability
repricing opportunities, market conditions and expectations for the economy.  Cash flow analyses are also used to
project short-term interest rate risks and liquidity risks.  Management believes, at September 30, 2003, there is
adequate flexibility to alter the current rate and maturity structures as necessary to minimize the exposure to
changes in interest rates, should they occur.  The Company is currently in a positive gap position for assets and
liabilities repricing within the next year.  This generally means that for assets and liabilities maturing and
repricing with the next 12 months, the Company is positioned for more assets to mature and reprice than it has in
liabilities maturing and repricing.

# -21-

---

# FIRST M
& F CORPORATION

The asset/liability committee further establishes guidelines, approved by appropriate board action, by which the
current liquidity position of the Company is monitored to ensure adequate funding capacity.  Accessibility to
local, regional and other funding sources is also maintained in order to actively manage the funding structure
that supports the earning assets of the Company.  These sources are primarily correspondent banks, the Federal
Home Loan Bank and the Federal Reserve.

The Company measures and monitors credit quality on an ongoing basis through credit committees and the loan
review process.  Credit standards are approved by the Board with their adherence monitored during the lending
process as well as through subsequent loan reviews.  The Company strives to minimize risk through the
diversification of the portfolio geographically within Mississippi as well as by loan purpose and collateral.

The adequacy of the allowance for loan losses is monitored quarterly with provision accruals approved by the
Board.  Allowance adequacy is dependent on loan classifications by external examiners as well as by internal loan
review personnel, past due loans, loan growth and loss history.  The allowance as a percentage of loans at
September 30, 2003 is comparable to other peer banks.

The following table shows non-performing loans and other assets of the Company (in thousands of dollars):

`September 30,   December 31,     September 30,
                                       2003            2002             2002
                                   -------------   ------------     -------------

Nonaccrual loans                       $ 3,905       $ 1,583          $ 1,175
Past due 90 days or more
  and still accruing interest            2,351         2,170            1,403
                                        ------        ------           ------
Total non-performing loans               6,256         3,753            2,578

Other real estate                        1,004           950            1,045
                                        ------        ------           ------

Total non-performing assets            $ 7,260       $ 4,703          $ 3,623
                                        ======        ======           ======

Ratios:
  Non-performing loans to
    total loans                            .81%          .55%             .38%
  Non-performing assets to
    total assets                           .68%          .45%             .35%
                                        ======        ======           ======`

# -22-

---

# FIRST M
& F CORPORATION

Market risk reflects the risk of economic loss resulting from changes in interest rates and market prices.  This
risk of loss can be reflected in either reduced potential net interest income in future periods or diminished
market values of financial assets.

The Company's market risk arises primarily from interest rate risk, which the asset/liability management
committee monitors and manages on a monthly basis.  The committee manages the interest rate risks inherent in the
loan, investment, deposit and borrowing portfolios of the Company.  The asset/liability management committee
determines the risk profile of the Company and determines strategies to maintain interest rate sensitivity at a
low level.  As of September 30, 2003 the institution was in a positive repricing gap position of approximately
10.65% of assets.

Interest rate shock analysis shows that the Company will experience a 5 basis point decrease over 12 months in
its net interest margin with an immediate and sustained 100 basis point decrease in interest rates.  An immediate
and sustained increase in interest rates of 100 basis points will result in a 3 basis point increase in the net
interest margin.  The sensitivity of loan prices and the lack of sustainable deposit cost decreases are the
primary drivers behind these simulation results.

An analysis of the change in market value of equity shows how an interest rate shock will affect the difference
between the market value of assets and the market value of liabilities.  With all financial instruments being
stated at market value, the ratio of the market value of equity to the market value of assets will fall by 30
basis points with an immediate and sustained increase in interest rates of 100 basis points.  The ratio of the
market value of equity to the market value of assets will increase by 20 basis points with an immediate and
sustained decrease in interest rates of 100 basis points.

The Company has off balance sheet risks to the extent that it has made lending or investment purchase
commitments.  Total outstanding, unused loan commitments were $103.626 million with $47.206 million of those
commitments maturing in over one (1) year.  The Company also has $9.936 million in commercial standby letters of
credit outstanding.  The Company monitors these commitments with respect to credit quality as well as
funding-related risks.

# -23-

---

# FIRST M
& F CORPORATION

The term "disclosure controls and procedures" (defined in SEC Rule 13a-14(c)) refers to the controls and other
procedures of a company that are designed to ensure that information required to be disclosed by a company in the
reports that it files under the Securities Exchange Act of 1934 (the "Exchange Act") is recorded, processed,
summarized and reported within required time periods.  "Disclosure controls and procedures" include, without
limitation, controls and procedures designed to ensure that information required to be disclosed by a company in
the reports that it files or submits under the Exchange Act is accumulated and communicated to the company's
management, including its principal executive officer and principal financial officer, as appropriate to allow
timely decisions regarding required disclosure.  The Company's Chief Executive Officer and Chief Financial
Officer have evaluated the effectiveness of  the Company's  disclosure controls  and procedures  as of September
30, 2003, (the "Evaluation Date"), and they have concluded that, as of the Evaluation Date, such controls and
procedures were effective.

There were no significant changes to the Company's internal controls or in other factors that could significantly
affect these controls subsequent to the Evaluation Date.

# -24-

---

# FIRST M
& F CORPORATION

# PART II:
OTHER INFORMATION

There has been a trend toward increased litigation against financial services companies arising out of consumer
lending and other consumer financial transactions, especially in Mississippi.  Some of these actions have
resulted in large settlements or substantial damage awards.

Some of the Company's subsidiaries are subject to similar cases that seek substantial damages for claims arising
out of transactions that involve relative small amounts of money.  While the allegations vary from case to case,
in general they allege that loans were originated or renewed in a way that the borrowers were improperly sold
insurance products, such as credit life insurance.  The Company has denied these allegations and will vigorously
defend the claims.

The number of these lawsuits filed against some of the Company's subsidiaries increased during 2001 and 2002.
Similarly, the number of plaintiffs participating in these lawsuits has increased significantly.  Management has
no reason to know whether these trends will continue.  It is not possible to determine with any certainty at this
point in time the potential exposure related to damages in connection with these suits.  Future legislation and
court decisions may limit the amount of damages that can be recovered in legal proceedings.  However, management
cannot predict at this time whether such legislation and court decisions will occur or the effect they may have
on cases involving our subsidiaries.

Additionally, the Company and its subsidiaries are defendants in various other lawsuits arising out of the normal
course of business.  In the opinion of management, the ultimate resolution of this category of claims should not
have a material adverse effect on the Company's consolidated financial position or results of operations.

# -25-

---

# FIRST M
& F CORPORATION

# PART II:
OTHER INFORMATION

`Item 6(a) - Exhibits
     Exhibit 3(i) - Articles of Incorporation, as amended. Filed as Exhibit 3 to
the Company's  Form S-1 (File No.  33-08751)  September  15, 1986,  incorporated
herein by reference.

     Exhibit 3(ii) - By-Laws, as amended.  Filed as Exhibit 3-b to the Company's
Form S-1  (File  No.  33-08751)  September  15,  1986,  incorporated  herein  by
reference.

     Exhibit  11 -  Computation  of  Earnings  Per  Share  - See  note  4 to the
consolidated financial statements included in this report.

     Exhibit 31 - Rule 13a-14(a)/15d-14(a) Certifications.

     Exhibit 32 - Section 1350 Certifications.

     Item  6(b) - Reports  on Form 8-K The  following  reports  on Form 8-K were
filed during the quarter ended September 30, 2003:

     (1)  Current  report on Form 8-K  dated  July 18,  2003 and filed  July 21,
2003. Item 5, press release related to earnings for quarter ended June 30, 2003.`

# -26-

---

# FIRST M
& F CORPORATION

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 M & F CORPORATION
-----------------------
     (Registrant)



DATE: November 13, 2003                    /s/ Hugh S. Potts, Jr.
                                           ------------------------------------
                                           Hugh S. Potts, Jr.
                                           Chairman and Chief Executive Officer



DATE: November 13, 2003                    /s/ Robert C. Thompson, III
                                           ------------------------------------
                                           Robert C. Thompson, III
                                           Executive Vice President and
                                             Chief Financial Officer`

# -27-