FORM 10-Q

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

         For the quarterly period ended: September 30, 1997
                                         ------------------
                                       OR

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

         For the transition period from _________ to __________

Commission File Number  0-18832
                        -------
                 First Federal Financial Corporation of Kentucky
                 -----------------------------------------------
             (Exact Name of Registrant as specified in its charter)

             Kentucky                                     61-1168311
             --------                                     ----------
   (State or other jurisdiction                (IRS Employer Identification No.)
 of incorporation or organization)

                                 2323 Ring Road
                          Elizabethtown, Kentucky 42701
                          -----------------------------
                    (Address of principal executive offices)
                                   (Zip Code)

                                 (502) 765-2131
                                 --------------
              (Registrants's telephone number, including area code)

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
      ---       ---
                      APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.
               Class                      Outstanding as of October 31, 1997
             -----------                 ------------------------------------

            Common Stock                           4,146,105  shares

                     This document is comprised of 12 pages.



<PAGE>



                 FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY




                                      INDEX


PART I - Financial Information                                      Page Number

  Item 1 - Financial Statements

           Consolidated Statements of Financial Condition as
           of September 30, 1997 (Unaudited) and June 30, 1997.          3

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

           Consolidated Statements of Cash Flows for the Three
           Months Ended September 30, 1997 and 1996 (Unaudited).         5

           Notes to Consolidated Financial Statements                    6


  Item 2 - Management's Discussion and Analysis of the Consolidated      
           Statements of Financial Condition and Results of Operations   7


PART II -Other Information                                              11

SIGNATURES                                                              12


<PAGE>



                 FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY
                 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
<TABLE>
<CAPTION>
                       ASSETS
                      --------                       September 30,     June 30,
                                                         1997            1997
                                                     -------------  ------------
                                                      (unaudited)
<S>                                                   <C>           <C>
Cash                                                  $  8,770,119  $  8,694,283
Interest bearing deposits                                3,799,854       481,430
Securities:                                              
   Securities held-to-maturity                          16,469,318    17,484,427
   Securities available-for-sale                         1,756,294     5,192,323
     (Total securities fair value: $18,258,965 at       
     September 30, 1997; $22,992,346 at June 30, 1997)
Loans receivable, net                                  333,932,279   327,791,495
Real estate owned:
   Acquired through foreclosure                            300,776       183,569
   Held for development                                    687,261       687,261
Investment in Federal Home Loan Bank stock               2,827,900     2,777,200
Premises and equipment                                  10,534,828    10,221,228
Other assets                                               541,971       842,656
Excess of cost over net assets of affiliate purchased    2,964,463     3,024,481
                                                      ------------  ------------

     Total Assets                                     $382,585,063  $377,380,353
                                                      ============  ============

LIABILITIES & STOCKHOLDERS' EQUITY
----------------------------------
Liabilities:
 Savings deposits                                     $284,953,288  $281,342,174
 Advances from Federal Home Loan Bank                   41,487,90     41,514,194
 Accrued interest payable                                  402,672       202,982
 Accounts payable and other liabilities                  1,353,088       706,892
 Deferred income taxes                                   1,967,245     1,949,361
                                                     ------------- -------------
      Total Liabilities                                330,164,193   325,715,603
                                                      ------------  ------------
Stockholders' Equity:
 Serial preferred stock 5,000,000 shares authorized
    and unissued                                            --            --
 Common stock, $1 par value per share; authorized
    10,000,000 shares; issued and outstanding 4,159,196
    shares on September 30, 1997 and 4,170,003 shares
    on June 30, 1997                                     4,159,196     4,170,003
 Additional paid-in capital                              4,071,355     4,330,548
 Retained earnings - substantially restricted           43,215,090    42,193,609
 Net unrealized holding gain on securities 
    available-for-sale, net of tax                         975,229       970,590
                                                     -------------  ------------

       Total Stockholders' Equity                       52,420,870    51,664,750
                                                     -------------  ------------
       Total Liabilities & Stockholders' Equity       $382,585,063  $377,380,353
                                                      ============  ============
</TABLE>

 See notes to consolidated financial statements.


                                        3

<PAGE>





                 FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY
                        CONSOLIDATED STATEMENTS OF INCOME
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                     Three Months Ended
                                                        September 30,
                                                    1997           1996
                                                 ---------      ----------
 <S>                                            <C>             <C>    
 Interest income:
  Interest on loans                             $7,089,484      $6,508,349
  Interest and dividends on
  investments and deposits                         432,242         444,401
                                                ----------      ----------
    Total interest income                        7,521,726       6,952,750
                                                ----------      ----------
Interest expense:
  Savings deposits                               3,247,563       2,973,028
  Federal Home Loan Bank advances                  580,991         510,564
                                                ----------      ----------
    Total interest expense                       3,828,554       3,483,592
                                                ----------      ----------
  Net interest income                            3,693,172       3,469,158
  Provision for loan losses                         60,000         200,000
                                                ----------      ----------
    Net interest income after
     provision for loan losses                   3,633,172       3,269,158
                                                ----------      ----------
Other income:
 Customer service fees on deposit accounts         313,244         320,905
 Other income                                      309,936         223,067
 Gain on sale of investment                        116,945         322,927
                                                ----------      ----------
    Total other income                             740,125         866,899
                                                ----------      ----------
Other expense:
 Employee compensation and benefits                888,135         886,513
 Office occupancy and equipment expense            237,533         230,559
 Federal insurance premiums (Note 2)                44,226       1,808,839
 Marketing and advertising                          86,395          98,311
 Outside services and data processing              151,927         154,901
 State franchise tax                                74,039          70,794
 Other expense                                     428,014         443,379
                                                ----------      ----------
    Total other expense                          1,910,269       3,693,296
                                                ----------      ----------
Income before taxes                              2,463,028         442,761
Income taxes                                       859,260         155,650
                                                ----------      ----------
Net income                                      $1,603,768      $  287,111
                                                ==========      ==========
Net income per share of common stock                 $0.38          $ 0.07
                                                     =====          ======
Dividends per share of common stock                  $0.14          $ 0.12
                                                     =====          ======
</TABLE>

See notes to consolidated financial statements.


                                        4

<PAGE>



                 FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY
                      CONSOLIDATED STATEMENTS OF CASH FLOW
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                           Three Months Ended
                                                              September 30,
                                                        -----------------------
                                                           1997         1996
Operating Activities:                                   ----------   ----------
<S>                                                     <C>         <C>
  Net income                                            $1,603,768   $  287,111
  Adjustments to reconcile net income to
  net cash provided by operating activities:
    Provision for loan losses and real estate owned         60,000      200,000
    Provision for depreciation                             140,278      113,950
    Net change in deferred loan fees and costs              46,987       41,801
    Federal Home Loan Bank stock dividends                 (50,700)     (45,500)
    Amortization of discounts on securities held-to-
      maturity                                             (32,322)     (32,376)
    Amortization of acquired intangible assets              60,018       60,018
    Net gain on sale of investments available-for-sale    (116,945)    (322,927)
    Increase in interest payable                           199,690       53,868
    Decrease (increase) in other assets                    300,685     (169,140)
    Increase in accounts payable and other liabilities     664,080    1,147,313
                                                         ---------    ---------

 Net cash provided by operating activities               2,875,539    1,334,118
                                                         ---------    ---------

Investing Activities:
    Sale of securities available-for-sale                3,479,138      335,111
    Purchases of securities available-for-sale             (38,332)     (17,463)
    Purchases of securities held-to-maturity            (5,000,000)  (6,000,000)
    Principal collections on securities held-to-
      maturity                                           6,047,431      197,261
    Net increase in loans to customers                  (6,394,242)  (7,925,086)
    Purchases of premises and equipment                   (453,878)    (277,509)
    Sales of real estate acquired in settlement of
      loans                                                129,000      134,938
                                                         ---------   ----------

Net cash used in investing activities                   (2,230,883) (13,552,748)
                                                         ---------   ----------
Financing Activities:
  Advances from (repayments to) Federal Home Loan
     Bank                                                  (26,294)   4,795,779
  Net (decrease) increase in customer savings
     deposits                                            3,611,114     (748,220)
  Dividends paid                                          (582,287)    (503,588)
  Proceeds from stock options exercised                      2,386       60,543
  Common stock repurchased                                (270,000)    (444,151)
  Collection on advance to ESOP                             14,685         --
                                                        ----------   ----------

Net cash provided by financing activities                2,749,604    3,160,363
                                                        ----------   ----------

(Decrease) increase in cash and cash equivalents         3,394,260   (9,058,267)
Cash and cash equivalents, beginning of year             9,175,713   16,160,272
                                                        ----------   ----------

Cash and cash equivalents, end of period               $12,569,973  $ 7,102,005
                                                       ===========  ===========
</TABLE>

See notes to consolidated financial statements.
                                                
                                        5
<PAGE>



                 FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY

                   Notes to Consolidated Financial Statements


1.    Interim Financial Statements

      First Federal  Financial  Corporation of Kentucky  ("Corporation")  is the
      parent to its wholly  owned  subsidiary,  First  Federal  Savings  Bank of
      Elizabethtown ("Bank"). The Corporation has no material income, other than
      that generated by the Bank.

      In the  opinion of  management,  these  unaudited  consolidated  financial
      statements  include all adjustments  necessary for a fair  presentation of
      its  financial  position as of  September  30, 1997 and the results of its
      operations  and its cash flows for the three month period then ended.  All
      such adjustments were of a normal recurring nature.

      The results of operations  for the three month period ended  September 30,
      1997 are not necessarily indicative of the results for the full year.

      It is suggested  that these  financial  statements be read in  conjunction
      with the financial  statements,  accounting  policies and financial  notes
      thereto  included in the Appendix to the  Company's  1997 Proxy  Statement
      which has been previously filed with the Commission.

2.    Federal Deposit Insurance  Corporation  (FDIC) legislation was signed into
      law on  September  30,  1996,  to  recapitalize  the  Savings  Association
      Insurance Fund (SAIF). All SAIF-insured savings institutions were required
      to pay a one-time  special  assessment of $.657 for every $100 of customer
      deposits.  This  has  resulted  in a  charge  to  earnings  of  $1,658,000
      ($1,094,000, net of tax) during the quarter ended September 30, 1996.

3.    Net income per share of common stock is computed by dividing net income by
      the  weighted  average  number  of  shares  on  common  stock  issued  and
      outstanding:  4,167,600 shares and 4,206,130 shares issued and outstanding
      for  the  three  month  periods   ended   September  30,  1997  and  1996,
      respectively. Common stock equivalents have not been used in computing net
      income per share because their effect is not material.

4.    Recent Accounting Pronouncements

      The Financial Accounting Standards Board has issued Statement Nos. 128 and
      130 that the Bank  will  be required to adopt in future periods.  See "New
      Accounting Pronouncements" for further discussion.
      

                                        6

<PAGE>



            MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS


First Federal Financial Corporation of Kentucky ("Corporation") is the parent to
its  wholly  owned  subsidiary,  First  Federal  Savings  Bank of  Elizabethtown
("Bank").  The  Bank has  operations  in the  central  Kentucky  communities  of
Elizabethtown,  Radcliff,  Bardstown,  Munfordville,   Shepherdsville,  and  Mt.
Washington.

The  following  discussion  and  analysis  covers  any  material  changes in the
financial  condition since June 30, 1997 and any material changes in the results
of  operations  for the three month period  ending,  September  30,  1997.  This
discussion  and  analysis  should  be  read  in  conjunction  with  "Managements
Discussion  and  Analysis of  Financial  Condition  and  Results of  Operations"
included in the 1997 Annual Report to Shareholders.

Results of Operations
Net  income  was $1.6  million  or $.38 per  share for the  three  months  ended
September  30, 1997, as compared to net income of $1.4 million or $.33 per share
for the same period in 1996.  During the quarter ended  September 30, 1996,  net
income was  affected by a one-time  special  assessment  of $1.7  million  ($1.1
million,  net of tax) paid to the FDIC.  Due to this payment,  actual net income
was $287,000 or $.07 per share during the 1996 quarter.  See further  discussion
under "Regulatory Matters".

In  addition  to the higher net income the 15%  increase in net income per share
was also  attributable to the  Corporation's  stock  repurchase plans which have
reduced the weighted average number of shares outstanding form 4,206,130 for the
1996  period to  4,167,600  for 1997.  The  following  discussion  outlines  the
material  differences  in income and  expenses  for the three month period ended
September 30, 1997, as compared to 1996.

Net  interest  income  increased  by $224,014 in 1997 as compared to 1996.  This
increase was due to the strong growth of the Bank's loan portfolio and a 7 basis
point improvement in the net interest margin. The Bank's net interest margin for
the 1997 period  increased  to 4.13% as compared to 4.06% for the 1996  quarter.
The Corporation's cost of funds increased by 13 basis points in 1997 compared to
1996, due to higher rates paid on short-term  customer deposits and Federal Home
Loan Bank advances.

Average  interest-earning  assets increased by $20 million from $335 million for
the 1996 period to $355  million  for the 1997  period.  Average  loans were $23
million higher and averaged $331 million during 1997, while the average yield on
loans increased by 10 basis points to 8.49% during 1997 compared to 8.39% during
the 1996 period.

Average  interest-bearing  liabilities  increased  by $20  million to an average
balance of $322 million for the 1997 period.  Customer  deposits  averaged  $283
million  during 1997,  an increase of $19 million  compared to the 1996 quarter.
The remaining $1 million  increase in  interest-bearing  liabilities  was due to
borrowings  from the  Federal  Home Loan Bank to help  finance  the Bank's  loan
growth.


                                        7

<PAGE>



Total other income was $740,125 for the three months ended  September  30, 1997,
as  compared to  $866,899  for the 1996  period,  a decrease  of  $126,774.  The
decrease in income is due to reduced sales of available-for-sale securities. For
the 1997 quarter,  the Bank reported gains from investment  sales of $116,945 as
compared  to  $322,927  in 1996,  a  decrease  of  $205,982.  Other  sources  of
non-interest income, such as brokerage  commissions,  checking account fees, and
other  customer  transaction  fees  increased by $79,209,  or 15% in 1997 versus
1996.

Total other expense was  $1,910,269  for the three month period ended  September
30, 1997, as compared to $3,693,296 for the 1996 period. The decrease in expense
is due to the  resolution of the FDIC  insurance fund disparity on September 30,
1996, resulting in a $1,685,000 charge against earnings during the 1996 quarter.
Federal  insurance  premium  expense  decreased  $79,613 during the 1997 period,
reflecting  lower  assessment  rates while other  expenses  remained  relatively
constant.

Non-Performing Assets
Management  periodically evaluates the adequacy of the allowance for loan losses
based on the Bank's past loan loss  experience,  known and inherent risks in the
portfolio,  adverse  situations that may effect the borrower's  ability to repay
and other factors. During the quarter ended September 30, 1997, management chose
to add $60,000 to the reserve for loan losses. Although current loan charge-offs
and  delinquencies are consistent with previous years, the reserve was increased
to compensate for the Bank's continued strong loan growth.  The Bank experienced
an insignificant  amount of uncollectible  loans during the periods indicated in
the table  below.  Approximately  65% of the  Bank's  non-performing  assets are
collateralized by one-to-four family residences at September 30, 1997.

                                                 Three Months Ended
                                                    September 30,
                                                 ------------------
                                                 1997          1996
                                                 ----          ----
                                               (Dollars in Thousands)
Allowance for loan losses:
   Balance, July 1                             $ 1,715       $ 1,613
   Provision for loan losses                        60           200
   Charge-offs                                     (15)          (28)
   Recoveries                                        6             0
                                               -------       -------
   Balance, end of period                      $ 1,766       $ 1,785
                                               =======       =======

Net loans outstanding at quarter end          $333,932      $310,097
Non-performing loans at quarter end:
   Collaterized by one-to-four family homes      1,247         1,101
   Other non-performing loans                      361           358

Ratios:  Non performing loans to total loans      .48%          .47%
         Allowance for loan losses to
            non-performing loans                  110%          122%
         Allowance for loan losses to net loans   .53%          .58%
         Non-performing assets to total assets    .50%          .48%


                                        8
<PAGE>


Liquidity & Capital Resources
Loan demand  continued to be strong during the quarter ended September 30, 1997,
as net loans grew by $6.1  million to $334  million,  a 7.5%  annualized  growth
rate. In spite of strong  competition  from new financial  institutions,  mutual
funds, and the stock market,  customer  deposits grew by $3.6 million during the
quarter. The loan growth was funded by additional  borrowings of $5 million from
the Federal Home Loan Bank.

Current regulations require the Corporation's subsidiary,  First Federal Savings
Bank, to maintain  minimum  specific levels of liquid assets,  (currently 5%) of
cash and eligible investments to the savings deposits and short-term borrowings.
At September  30, 1997,  the Bank's  liquid  assets were 7.01% of its  liquidity
base.  The Bank  intends  to  continue  to fund loan  growth  (outstanding  loan
commitments  were $6.3  million  at  September  30,  1997) and any  declines  in
customer  deposits through  additional  advances from the FHLB. At September 30,
1997,  the Bank had an  unused  approved  line of  credit  in the  amount of $11
million,  and the potential to significantly  increase its indebtedness with the
FHLB, if necessary, due to its strong financial condition.

The Office of Thrift Supervision's capital regulations requires the Bank to meet
three capital standards. As indicated below, the Bank substantially exceeded the
regulatory requirements for each category at September 30, 1997.


                                     (Dollars in thousands)
                            Tangible         Core        Risk-weighted
                            --------       -------       -------------
Actual capital              $47,378        $47,378          $49,144

Regulatory requirement        5,680         11,359           19,453
                             ------         ------           ------

Excess                      $41,698        $36,019          $29,691
                            =======        =======          =======


Regulatory Matters
The Bank  insures  its  customers'  deposits  through  the  Savings  Association
Insurance  Fund  ("SAIF").  On September  30, 1996,  Federal  Deposit  Insurance
Corporation  ("FDIC")  legislation was signed into law to recapitalize the SAIF.
As was anticipated, all SAIF-insured savings institutions were required to pay a
one-time special assessment of $.657 for every $100 of customer  deposits.  This
has  resulted  in a charge to  earnings of  $1,095,000,  net of tax,  during the
quarter  ended  September  30, 1996.  On January 1, 1997,  the Bank began paying
insurance  premiums  of $.064 per $100 of  deposits  as  compared  to a previous
premium of $.23 per $100 of deposits.

New Accounting Pronouncements
Statement of Financial Accounting Standards No. 128 ("SFAS 128"),  "Earnings per
Share," was issued in February 1997 and is effective for both interim and annual
fiscal periods ending after December 15, 1997.  Early adoption is not permitted.
SFAS 128  establishes  new standards for computing and  presenting  earnings per
share ("EPS").  Specifically,  SFAS 128 replaces the presentation of primary EPS
with a  presentation  of basic  EPS,  requires  dual  presentation  of basic and

                                        9

<PAGE>



diluted EPS on the face of the income  statement  for all entities  with complex
capital   structures  and  requires  a  reconciliation   of  the  numerator  and
denominator of the basic EPS computation to the numerator and denominator of the
diluted EPS computation. Management has determined that the adoption of SFAS 128
will not have a material effect on the consolidated financial statements.

Statement of Financial Accounting Standards No. 130 ("SFAS 130"), "Comprehensive
Income,"  was  issued in June 1997 and  becomes  effective  for  fiscal  periods
beginning after December 15, 1997. SFAS 130 requires reclassification of earlier
financial  statements  for  comparative  purposes.  SFAS No. 130  requires  that
changes in the amounts of certain items,  including foreign currency translation
adjustments and gains and losses on certain securities be shown in the financial
statements.  SFAS No. 130 does not require a specific  format for the  financial
statement in which  comprehensive  income is reported,  but does require that an
amount  representing total  comprehensive  income be reported in that statement.
Management has determined that the adoption of SFAS 130 will not have a material
effect on the consolidated financial statements.






                                       10

<PAGE>



                 FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY



Part II - Other Information

      Item 1.          Legal Proceedings
                       Not Applicable

      Item 2.          Changes in Securities
                       Not Applicable

      Item 3.          Defaults Upon Senior Securities
                       Not Applicable

      Item 4.          Submission of Matters to a Vote of
                       Security Holders
                       Not Applicable

      Item 5.          Other Information
                       Not Applicable

      Item 6.          Exhibits: Not Applicable
                       Reports on Form 8-K:
                       The  Corporation  filed Form 8-K on September 18, 1997 to
                       report the establishment of a stock repurchase program to
                       acquire   up  to  5%  of  the   Corporation's   currently
                       outstanding shares of common stock.

                                       11

<PAGE>



                 FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY



Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934,  the  registrant  has duly  caused  this report to be signed on its
behalf by the undersigned, thereunto duly authorized.





DATE:  November 12, 1997          BY: (S) B. Keith Johnson
                                     ------------------------------------------
                                          B. Keith Johnson
                                          President and Chief Executive Officer


DATE:  November 12, 1997          BY: (S) Richard L. Muse
                                     -----------------------------------
                                          Richard L. Muse
                                          Vice President and Comptroller




                                    



                                       12


<PAGE>