FORM 10-QSB

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

(Mark One)

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

For the quarterly period ended December 31, 1999

                                       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 No. 0-27916

                            FFD FINANCIAL CORPORATION
        (Exact name of small business issuer as specified in its charter)

     Ohio                                                   34-1921148
(State or other jurisdiction of                        (I.R.S. Employer
incorporation or organization)                         Identification Number)

321 North Wooster Avenue
Dover, Ohio                                                  44622
(Address of principal                                      (Zip Code)
executive office)

Issuer's telephone number:  (330)  364-7777

Check  whether  the issuer  (1) has filed all  reports  required  to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 12 months (or for such
shorter  period that the  registrant  was required to file such reports) and (2)
has been subject to such filing requirements for the past 90 days.

Yes   X                                                No


As of February 7, 2000, the latest  practicable  date,  1,412,283  shares of the
registrant's common stock, without par value, were issued and outstanding.










                               Page 1 of 16 pages

<PAGE>



                                      INDEX

                                                                        Page

PART I    -     FINANCIAL INFORMATION

                Consolidated Statements of Financial Condition           3

                Consolidated Statements of Earnings                      4

                Consolidated Statements of Comprehensive Income          5

                Consolidated Statements of Cash Flows                    6

                Notes to Consolidated Financial Statements               8

                Management's Discussion and Analysis of
                Financial Condition and Results of
                Operations                                              10


PART II  -        OTHER INFORMATION                                     15

SIGNATURES                                                              16










                                        2



<PAGE>

<TABLE>
                            FFD Financial Corporation
<CAPTION>
                 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

                        (In thousands, except share data)

                                                                                       December 31,            June 30,
         ASSETS                                                                                1999                1999
<S>                                                                                            <C>                  <C>
Cash and due from banks                                                                   $   1,885         $       844
Interest-bearing deposits in other financial institutions                                     1,828               2,167
                                                                                            -------             -------
         Cash and cash equivalents                                                            3,713               3,011

Investment securities available for sale - at market                                          2,865               2,924
Mortgage-backed securities available for sale - at market                                     9,711              10,978
Mortgage-backed securities held to maturity - at amortized cost,
  approximate market value of $4,505 and $4,907 as of
  December 31, 1999 and June 30, 1999                                                         4,419               4,779
Loans receivable - net                                                                       96,230              86,417
Loans held for sale                                                                             863                 965
Office premises and equipment - at depreciated cost                                           1,308               1,364
Federal Home Loan Bank stock - at cost                                                        1,603               1,201
Accrued interest receivable                                                                     378                 329
Prepaid expenses and other assets                                                                68                 209
Prepaid federal income taxes                                                                     95                 116
                                                                                            -------             -------

         Total assets                                                                      $121,253            $112,293
                                                                                            =======             =======

         LIABILITIES AND SHAREHOLDER' EQUITY

Deposits                                                                                  $  73,091           $  72,025
Advances from the Federal Home Loan Bank                                                     31,545              23,616
Securities sold under agreements to repurchase                                                  186                 -
Accrued interest payable                                                                        183                 146
Other liabilities                                                                               181                 250
Deferred federal income taxes                                                                    21                  52
                                                                                            -------              ------
         Total liabilities                                                                  105,207              96,089

Shareholders' equity
  Preferred stock - authorized 1,000,000 shares without par
    value; no shares issued                                                                     -                    -
  Common shares - authorized 5,000,000 shares without par or
    stated value, 1,454,750 shares issued                                                       -                    -
  Additional paid-in capital                                                                  7,847               7,798
  Retained earnings - restricted                                                             10,013               9,850
  Accumulated comprehensive losses, unrealized losses
    on securities designated as available for sale,
    net of related tax effects                                                                 (279)               (216)
  Shares acquired by stock benefit plans                                                     (1,024)             (1,207)
  Less 42,467 and 1,334 shares of treasury stock - at cost                                     (511)                (21)
                                                                                            -------             -------
         Total shareholders' equity                                                          16,046              16,204
                                                                                            -------             -------

         Total liabilities and shareholders' equity                                        $121,253            $112,293
                                                                                            =======             =======
</TABLE>




                                        3


<PAGE>

<TABLE>
                            FFD Financial Corporation
<CAPTION>
                       CONSOLIDATED STATEMENTS OF EARNINGS

                        (In thousands, except share data)


                                                                      For the six months            For the three months
                                                                       ended December 31,             ended December 31,
                                                                       1999         1998              1999         1998
<S>                                                                    <C>          <C>                <C>          <C>
Interest income
  Loans                                                              $3,305       $2,677            $1,708       $1,359
  Mortgage-backed securities                                            568          517               275          279
  Investment securities, interest-bearing
    deposits and other                                                   71          128                39           59
                                                                      -----        -----             -----        -----
         Total interest income                                        3,944        3,322             2,022        1,697

Interest expense
  Deposits                                                            1,528        1,507               766          755
  Borrowings                                                            689          391               387          224
                                                                      -----        -----             -----       ------
         Total interest expense                                       2,217        1,898             1,153          979
                                                                      -----        -----             -----       ------

         Net interest income                                          1,727        1,424               869          718

Provision for losses on loans                                            31          -                  22           -
                                                                      -----        -----             -----        -----

         Net interest income after
         provision for losses on loans                                1,696        1,424               847          718

Other income
  Gain on sale of loans                                                   6           43                 1           43
  Other operating                                                        70           74                37           49
                                                                      -----        -----             -----        -----
         Total other income                                              76          117                38           92

General, administrative and other expense
  Employee compensation and benefits                                    574          623               289          315
  Occupancy and equipment                                               115          115                57           56
  Federal deposit insurance premiums                                     18           18                 8            9
  Franchise taxes                                                       137          134                69           64
  Data processing                                                        88           88                46           45
  Other operating                                                       229          196               110          115
                                                                      -----        -----            ------        -----
         Total general, administrative and other expense              1,161        1,174               579          604
                                                                      -----        -----            ------        -----

         Earnings before income taxes                                   611          367               306          206

Federal income taxes
  Current                                                               202          (12)              120           57
  Deferred                                                                2          133              ( 20)           9
                                                                      -----       ------             -----        -----
         Total federal income taxes                                     204          121               100           66
                                                                      -----       ------             -----        -----

         NET EARNINGS                                                $  407      $   246            $  206      $   140
                                                                      =====       ======             =====        =====

         EARNINGS PER SHARE
           Basic                                                     $  .30      $   .18            $  .16       $  .10
                                                                      =====       ======             =====        =====

           Diluted                                                   $  .30      $   .18            $  .15       $  .10
                                                                      =====       ======             =====        =====
</TABLE>

                                        4


<PAGE>

<TABLE>
                            FFD Financial Corporation
<CAPTION>
                 CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

                                 (In thousands)


                                                                     For the six months             For the three months
                                                                      ended December 31,              ended December 31,
                                                                     1999           1998            1999           1998
<S>                                                                   <C>            <C>             <C>            <C>
Net earnings                                                        $ 407           $246           $ 206           $140

Other comprehensive income, net of tax:
  Unrealized holding gains (losses) on securities
    during the period, net of tax of $32, $30, $14
    and $5 for the respective periods                                 (63)            58            ( 28)           (10)
                                                                     ----            ---            ----            ---

Comprehensive income                                                $ 344           $304           $ 178           $130
                                                                     ====            ===            ====            ===

Accumulated comprehensive income (loss)                             $(279)          $198           $(279)          $198
                                                                     ====            ===            ====            ===
</TABLE>










                                        5



<PAGE>

<TABLE>
                            FFD Financial Corporation
<CAPTION>
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                      For the six months ended December 31,
                                 (In thousands)

                                                                                                 1999              1998
<S>                                                                                               <C>               <C>
Cash flows from operating activities:
  Net earnings for the period                                                                $    407         $     246
  Adjustments to reconcile net earnings to net cash
  provided by (used in) operating activities:
    Amortization of discounts and premiums on loans,
      investments and mortgage-backed securities - net                                             25                18
    Amortization of deferred loan origination fees                                                (18)              (40)
    Depreciation and amortization                                                                  62                66
    Provision for losses on loans                                                                  31                 -
    Amortization expense of stock benefit plans                                                   245               375
    Gain on sale of loans                                                                          (1)               (6)
    Proceeds from sale of loans                                                                 1,381             4,633
    Loans originated for sale in the secondary market                                          (1,278)           (4,627)
    Federal Home Loan Bank stock dividends                                                        (47)              (34)
    Increase (decrease) in cash due to changes in:
      Accrued interest receivable                                                                 (49)               35
      Prepaid expenses and other assets                                                           141               161
      Accrued interest payable                                                                     37               (32)
      Other liabilities                                                                           (69)              (44)
      Federal income taxes
        Current                                                                                    21              (441)
        Deferred                                                                                    2               133
                                                                                              -------           -------
         Net cash provided by operating activities                                                890               507

Cash flows provided by (used in) investing activities:
  Proceeds from maturity of investment securities                                                -                4,975
  Purchase of investment securities                                                              -               (1,500)
  Purchase of mortgage-backed securities                                                         -               (9,633)
  Principal repayments on mortgage-backed securities                                            1,565               806
  Loan principal repayments                                                                     4,738             5,955
  Loan disbursements                                                                          (14,564)          (13,359)
  Purchase of stock in Federal Home Loan Bank                                                    (355)             (151)
  Purchase of office premises and equipment                                                        (6)              (92)
                                                                                              -------           -------
         Net cash used in investing activities                                                 (8,622)          (12,999)

Cash flows provided by (used in) financing activities:
  Net increase in deposit accounts                                                              1,066             5,824
  Proceeds from securities sold under agreements to repurchase                                    186               435
  Proceeds from Federal Home Loan Bank advances                                                30,118             9,500
  Repayment of Federal Home Loan Bank advances                                                (22,189)               (1)
  Proceeds from other borrowed money                                                             -                  300
  Proceeds from exercise of stock options                                                          26                32
  Purchase of treasury shares                                                                    (529)               -
  Dividends on common stock                                                                      (244)             (217)
                                                                                              -------           -------
         Net cash provided by financing activities                                              8,434            15,873
                                                                                              -------           -------

Net increase in cash and cash equivalents                                                         702             3,381
Cash and cash equivalents at beginning of period                                                3,011             1,633
                                                                                              -------           -------

Cash and cash equivalents at end of period                                                   $  3,713          $  5,014
                                                                                              =======           =======
</TABLE>

                                        6



<PAGE>

<TABLE>
                            FFD Financial Corporation
<CAPTION>
                CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)

                      For the six months ended December 31,
                                 (In thousands)

                                                                                                 1999              1998
<S>                                                                                               <C>               <C>
Supplemental  disclosure of cash flow  information:
  Cash paid during the period for:
    Federal income taxes                                                                       $  248            $  434
                                                                                                =====             =====

    Interest on deposits and borrowings                                                        $2,180            $1,866
                                                                                                =====             =====

Supplemental disclosure of noncash investing activities:
  Unrealized gains (losses) on securities designated as available for
    sale, net of related tax effects                                                           $  (63)           $   58
                                                                                                =====             =====

  Recognition of mortgage servicing rights in accordance
    with SFAS No. 125                                                                          $    5            $   37
                                                                                                =====             =====
</TABLE>









                                        7


<PAGE>


                            FFD Financial Corporation

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

          For the six and three months ended December 31, 1999 and 1998


    1.   Basis of Presentation

    The accompanying  unaudited  consolidated financial statements were prepared
    in  accordance  with  instructions  for Form 10-QSB and,  therefore,  do not
    include  information or footnotes  necessary for a complete  presentation of
    financial position,  results of operations and cash flows in conformity with
    generally  accepted  accounting  principles.  Accordingly,  these  financial
    statements  should be read in conjunction  with the  consolidated  financial
    statements   and  notes   thereto   of  FFD   Financial   Corporation   (the
    "Corporation")  included  in the Annual  Report on Form  10-KSB for the year
    ended June 30, 1999. However, in the opinion of management,  all adjustments
    (consisting  of only normal  recurring  accruals)  which are necessary for a
    fair  presentation  of the  financial  statements  have been  included.  The
    results of operations for the three and six month periods ended December 31,
    1999,  are not  necessarily  indicative of the results which may be expected
    for the entire fiscal year.

    2.   Principles of Consolidation

    The accompanying  consolidated  financial statements include the accounts of
    the  Corporation  and First  Federal  Savings  Bank of Dover  (the  "Savings
    Bank"). All significant intercompany items have been eliminated.

    3.   Effects of Recent Accounting Pronouncements

    In June 1998, the Financial  Accounting  Standards Board (the "FASB") issued
    Statement of Financial  Accounting  Standards ("SFAS") No. 133,  "Accounting
    for Derivative  Instruments and Hedging Activities," which requires entities
    to recognize all derivatives in their financial  statements as either assets
    or  liabilities  measured at fair  value.  SFAS No. 133 also  specifies  new
    methods of accounting  for hedging  transactions,  prescribes  the items and
    transactions that may be hedged,  and specifies  detailed criteria to be met
    to qualify for hedge accounting.

    The  definition  of a derivative  financial  instrument  is complex,  but in
    general,  it is an  instrument  with  one or  more  underlyings,  such as an
    interest  rate or  foreign  exchange  rate,  that is  applied  to a notional
    amount,  such  as  an  amount  of  currency,  to  determine  the  settlement
    amount(s).  It generally requires no significant  initial investment and can
    be settled  net or by delivery  of an asset that is readily  convertible  to
    cash.  SFAS No. 133  applies to  derivatives  embedded  in other  contracts,
    unless the  underlying  of the  embedded  derivative  is clearly and closely
    related to the host contract.










                                        8



<PAGE>


                            FFD Financial Corporation

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

          For the six and three months ended December 31, 1999 and 1998


    3.   Effects of Recent Accounting Pronouncements (continued)

    SFAS No.  133, as amended by SFAS No. 137,  is  effective  for fiscal  years
    beginning  after June 15,  2000.  On  adoption,  entities  are  permitted to
    transfer  held-to-maturity  debt  securities  to the  available-for-sale  or
    trading  category  without  calling into question their intent to hold other
    debt  securities to maturity in the future.  SFAS No. 133 is not expected to
    have a material impact on the Corporation's financial statements.

    4.  Earnings Per Share

    Basic earnings per share is computed based upon the weighted-average  common
    shares  outstanding  during  the  period  less  shares in the FFD  Financial
    Corporation  Employee Stock Ownership Plan (the "ESOP") that are unallocated
    and not  committed to be released.  Weighted-average  common  shares  deemed
    outstanding,  which gives effect to 85,744 unallocated ESOP shares,  totaled
    1,347,897 and  1,329,068 for the six and three month periods ended  December
    31, 1999.  Weighted-average  common shares deemed  outstanding,  which gives
    effect to 98,861  unallocated ESOP shares,  totaled  1,346,965 and 1,347,441
    for the six and three month periods ended December 31, 1998.

    Diluted  earnings  per share is computed  taking into  consideration  common
    shares  outstanding and dilutive  potential common shares to be issued under
    the Corporation's stock option plan.  Weighted-average  common shares deemed
    outstanding  for purposes of computing  diluted  earnings per share  totaled
    1,367,278 and  1,339,342 for the six and three month periods ended  December
    31, 1999,  and  1,394,981  and 1,388,912 for the six and three month periods
    ended December 31, 1998.  Incremental shares related to the assumed exercise
    of stock options  included in the calculation of diluted  earnings per share
    totaled 19,381 and 10,274 for the six and three month periods ended December
    31, 1999,  and 48,016 and 41,471 for the six and three month  periods  ended
    December 31, 1998, respectively.











                                        9



<PAGE>


                            FFD Financial Corporation

           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS


Note Regarding Forward-Looking Statements

In addition to historical information contained herein, the following discussion
contains  forward-looking  statements  that  involve  risks  and  uncertainties.
Economic  circumstances,  the  Corporation's  operations  and the  Corporation's
actual  results  could  differ   significantly   from  those  discussed  in  the
forward-looking  statements.  Some of the factors that could cause or contribute
to such differences are discussed herein but also include changes in the economy
and interest rates in the nation and the Corporation's market area generally.

Some of the  forward-looking  statements  included  herein  are  the  statements
regarding management's determination of the amount and adequacy of allowance for
losses on loans and the effect of certain recent accounting pronouncements.


Discussion  of  Financial  Condition  Changes from June 30, 1999 to December 31,
1999

The Corporation's total assets at December 31, 1999, amounted to $121.3 million,
a $9.0 million, or 8.0%, increase over the total at June 30, 1999. This increase
was funded primarily  through an increase in advances from the Federal Home Loan
Bank ("FHLB") of $7.9 million and growth in deposits of $1.1 million.

Cash and cash  equivalents  and  investment  securities  totaled $6.6 million at
December 31, 1999, an increase of $643,000, or 10.8%, over the total at June 30,
1999.

Mortgage-backed  securities  totaled  $14.1 million at December 31, 1999, a $1.6
million,  or 10.3%,  decrease  from the total at June 30,  1999.  This  decrease
resulted primarily from principal repayments.

Loans receivable totaled $97.1 million at December 31, 1999, an increase of $9.7
million,  or 11.1%, over the June 30, 1999 total. Loan disbursements  during the
period  totaled  $15.8  million,   which  were  partially  offset  by  principal
repayments of $4.7 million and loans sold in the secondary  market totaling $1.4
million.  Loans secured by nonresidential  real estate,  which amounted to $24.3
million  at  December  31,  1999,  accounted  for most of the growth in the loan
portfolio. Nonresidential real estate lending is generally considered to involve
a  higher  degree  of risk  than  residential  real  estate  lending  due to the
relatively larger loan amounts and the effects of general economic conditions on
the successful  operation of income-producing  properties.  The Savings Bank has
endeavored  to reduce  such  risk by  evaluating  the  credit  history  and past
performance of the borrower, the location of the real estate, the quality of the
management  constructing and operating the property, the debt service ratio, the
quality and  characteristics  of the income stream generated by the property and
appraisals supporting the property's valuation.

The allowance for loan losses totaled $299,000 and $269,000 at December 31, 1999
and June 30, 1999, which represented .31% and .30% of total loans and 151.8% and
1,793.3% of nonperforming  loans at those respective dates.  Nonperforming loans
amounted  to  $197,000  and $15,000 at December  31,  1999,  and June 30,  1999,
respectively. Although management believes that its allowance for loan losses at
December 31, 1999, is adequate based upon the available facts and circumstances,
there can be no assurance that additions to such allowance will not be necessary
in future periods,  which could adversely  affect the  Corporation's  results of
operations.

                                       10



<PAGE>


                            FFD Financial Corporation

           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                      AND RESULTS OF OPERATIONS (CONTINUED)


Discussion  of  Financial  Condition  Changes from June 30, 1999 to December 31,
1999 (continued)

Deposits  totaled $73.1  million at December 31, 1999, a $1.1 million,  or 1.5%,
increase  over total  deposits at June 30, 1999.  FHLB  advances  totaled  $31.5
million at December 31, 1999, a $7.9 million,  or 33.6%,  increase over June 30,
1999.  Proceeds from the increase in deposits and borrowings were primarily used
to fund loan originations.

The Savings Bank is required to meet minimum  capital  standards  promulgated by
the Office of Thrift  Supervision  ("OTS").  At December 31,  1999,  the Savings
Bank's   regulatory   capital  was  well  in  excess  of  such  minimum  capital
requirements.


Comparison of Operating  Results for the Six Month  Periods  Ended  December 31,
1999 and 1998

General

The  Corporation's  net  earnings  totaled  $407,000  for the six  months  ended
December 31, 1999, an increase of $161,000,  or 65.4%,  over the net earnings of
$246,000 recorded in the comparable period in 1998. The increase in net earnings
resulted  primarily  from an increase of $303,000 in net  interest  income and a
decrease of $13,000 in general,  administrative  and other  expense,  which were
offset by a decrease of $41,000 in other  income,  an increase of $31,000 in the
provision  for losses on loans,  and an increase of $83,000 in the provision for
federal income taxes.

Net Interest Income

Total  interest  income  increased  by  $622,000,  or 18.7%,  to a total of $3.9
million for the six months ended  December  31, 1999,  compared to the six month
period ended December 31, 1998.  Interest income on loans increased by $628,000,
or 23.5%, due primarily to an increase of approximately $17.7 million, or 23.8%,
in  the  average  loan  portfolio  balance   outstanding.   Interest  income  on
mortgage-backed securities increased by $51,000, or 9.9%, due primarily to a 121
basis point increase in the yield earned on such securities, which was partially
offset by a $1.2 million decline in the  weighted-average  balance  outstanding.
Interest income on investment securities and interest-bearing deposits decreased
by $57,000,  or 44.5%,  due  primarily to a decrease in the yield earned on such
investments.

Interest expense on deposits  increased by $21,000,  or 1.4%, for the six months
ended  December 31, 1999,  compared to the same period in 1998, due primarily to
an  approximate  $400,000  increase in the  average  deposit  portfolio  balance
outstanding,  which was  partially  offset by a decrease in the average  cost of
deposits.

Interest expense on borrowings increased by $298,000, or 76.2%, due primarily to
an increase in the average balance of advances outstanding of approximately $9.8
million, or 56.4%, year to year.


                                       11



<PAGE>


                            FFD Financial Corporation

           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                      AND RESULTS OF OPERATIONS (CONTINUED)


Comparison of Operating  Results for the Six Month  Periods  Ended  December 31,
1999 and 1998 (continued)

As a result of the foregoing  changes in interest  income and interest  expense,
net interest income  increased by $303,000,  or 21.3%,  for the six months ended
December 31, 1999, compared to the same period in 1998. The interest rate spread
amounted to  approximately  2.53% for the six month  period  ended  December 31,
1999,  compared to 2.30% for the 1998 period,  while the net interest margin was
approximately  3.06% and 3.46% for the six month periods ended December 31, 1999
and 1998, respectively.

Provision for Losses on Loans

A  provision  for  losses on loans is  charged  to  earnings  to bring the total
allowance for loan losses to a level considered  appropriate by management based
on historical loss experience,  the volume and type of lending  conducted by the
Savings Bank,  the status of past due principal and interest  payments,  general
economic  conditions,  particularly  as such  conditions  relate to the  Savings
Bank's market area,  and other factors  related to the  collectibility  of First
Federal's loan portfolio.  As a result of such analysis,  management  elected to
record a provision  for losses on loans  totaling  $31,000  during the six month
period ended  December 31, 1999.  The current  period  provision was  predicated
primarily upon growth in the portfolio of loans secured by non-residential  real
estate.  There can be no assurance  that the loan loss  allowance of the Savings
Bank will be adequate to cover losses on nonperforming assets in the future.

Other Income

Other  income  totaled  $76,000 for the six months  ended  December  31, 1999, a
decrease  of  $41,000,  or 35.0%,  from the 1998  total.  The  decrease  was due
primarily to a $37,000 decline in gain on sale of loans,  coupled with a $4,000,
or 5.4%, decrease in other operating income.

General, Administrative and Other Expense

General,  administrative  and other  expense  totaled  $1.2  million for the six
months ended December 31, 1999, a decrease of $13,000,  or 1.1%, compared to the
same period in 1998. The decrease in general,  administrative  and other expense
resulted primarily from a $49,000,  or 7.9%,  decrease in employee  compensation
and benefits, which was partially offset by an increase of $33,000, or 16.8%, in
other operating  expenses.  The decrease in employee  compensation  and benefits
resulted  primarily from a decrease in costs related to stock benefit plans, due
to fluctuations in the fair value of the Corporation's  stock,  partially offset
by normal merit increases year to year. The increase in other operating  expense
was  comprised  primarily of increases in ATM charges and pro-rata  increases in
other operating  expenses  related to the  Corporation's  overall growth year to
year.

Federal Income Taxes

The Corporation  recorded a provision for federal income taxes totaling $204,000
for the six months ended  December 31, 1999,  an increase of $83,000,  or 68.6%,
over the same period in 1998. The increase  resulted  primarily from a $244,000,
or 66.5%,  increase in earnings before taxes. The effective tax rates were 33.4%
and 33.0% for the six months ended December 31, 1999 and 1998, respectively.

                                       12



<PAGE>


                            FFD Financial Corporation

           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                      AND RESULTS OF OPERATIONS (CONTINUED)


Comparison of Operating  Results for the Three Month Periods Ended  December 31,
1999 and 1998

General

The  Corporation's  net  earnings  totaled  $206,000  for the three months ended
December 31, 1999,  an increase of $66,000,  or 47.1%,  over the net earnings of
$140,000 recorded in the comparable period in 1998. The increase in net earnings
resulted  primarily  from an increase of $151,000 in net  interest  income and a
decrease of $25,000 in general,  administrative  and other  expense,  which were
partially  offset by a decrease  of $54,000 in other  income and an  increase of
$34,000 in the provision for federal income taxes.

Net Interest Income

Total  interest  income  increased  by  $325,000,  or 19.2%,  to a total of $2.0
million for the three  months ended  December  31,  1999,  compared to the three
month period ended  December 31,  1998.  Interest  income on loans  increased by
$349,000, or 25.7%, due primarily to an increase of approximately $18.3 million,
or 24.1%, in the average loan portfolio balance outstanding.  Interest income on
mortgage-backed  securities  decreased by $4,000,  or 1.4%,  due  primarily to a
decrease in the  average  balance  outstanding.  Interest  income on  investment
securities and  interest-bearing  deposits  decreased by $20,000,  or 33.9%, due
primarily to a decrease in the related  investment balance and a decrease in the
yield earned on such investments.

Interest expense on deposits  increased by $11,000,  or 1.6%, for the six months
ended  December 31, 1999,  compared to the same period in 1998, due primarily to
an approximate  $7.8 million increase in the average deposit  portfolio  balance
outstanding,  which was  partially  offset by a decrease in the average  cost of
deposits.

Interest expense on borrowings increased by $163,000, or 72.8%, due primarily to
an increase in the average balance of advances outstanding.

As a result of the foregoing  changes in interest  income and interest  expense,
net interest income increased by $151,000,  or 21.0%, for the three months ended
December 31, 1999, compared to the same period in 1998.

Provision for Losses on Loans

A  provision  for  losses on loans is  charged  to  earnings  to bring the total
allowance for loan losses to a level considered  appropriate by management based
on historical loss experience,  the volume and type of lending  conducted by the
Savings Bank,  the status of past due principal and interest  payments,  general
economic  conditions,  particularly  as such  conditions  relate to the  Savings
Bank's market area,  and other factors  related to the  collectibility  of First
Federal's loan portfolio.  As a result of such analysis,  management  elected to
record a provision for losses on loans  totaling  $22,000 during the three month
period ended  December 31, 1999.  The current  quarter  provision was predicated
primarily upon growth in the portfolio of loans secured by non-residential  real
estate.  There can be no assurance  that the loan loss  allowance of the Savings
Bank will be adequate to cover losses on nonperforming assets in the future.

                                       13


<PAGE>


                            FFD Financial Corporation

           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                      AND RESULTS OF OPERATIONS (CONTINUED)


Comparison of Operating  Results for the Three Month Periods Ended  December 31,
1999 and 1998 (continued)

Other Income

Other  income  totaled  $38,000 the three  months  ended  December  31,  1999, a
decrease  of  $54,000,  or 58.7%,  from the 1998  total.  The  decrease  was due
primarily  to a decrease  of $42,000  in gain on sale of loans,  coupled  with a
$12,000, or 24.5%, decrease in other operating income.

General, Administrative and Other Expense

General,  administrative and other expense totaled $579,000 for the three months
ended  December 31, 1999, a decrease of $25,000,  or 4.1%,  compared to the same
period in 1998.  The  decrease  in  general,  administrative  and other  expense
resulted primarily from a $26,000,  or 8.3%,  decrease in employee  compensation
and  benefits,  primarily  related to a reduction in costs  associated  with the
stock benefit plans, due to fluctuations in the fair value of the  Corporation's
stock.

Federal Income Taxes

The Corporation  recorded a provision for federal income taxes totaling $100,000
for the three months ended December 31, 1999, an increase of $34,000,  or 51.5%,
over the same period in 1998. The increase  resulted  primarily from a $100,000,
or 48.5%,  increase in earnings before taxes. The effective tax rates were 32.7%
and 32.0% for the three months ended December 31, 1999 and 1998, respectively.

Year 2000 Compliance Matters

During the periods leading up to January 1, 2000, the Savings Bank addressed the
potential  problems  associated  with the  possibility  that the computers  that
control  or  operate  the  Savings  Bank's  information  technology  system  and
infrastructure  may not have been  programmed to read four-digit date codes and,
upon arrival of the year 2000,  may have  recognized  the two-digit code "00" as
the year 1900,  causing  systems to fail to function  or to  generate  erroneous
data.

The Savings Bank expended less than $10,000  through the periods ended  December
31, 1999, in connection with its Year 2000 compliance program.  The Savings Bank
experienced  no  significant  problems  related  to its  information  technology
systems upon arrival of the Year 2000, nor was there any interruption in service
to its customers of any kind.

The Savings  Bank could incur  losses if Year 2000 issues  adversely  affect its
depositors or borrowers.  Such problems could include  delayed loan payments due
to Year 2000  problems  affecting  any  significant  borrowers or impairing  the
payroll  systems of large  employers in the Savings  Bank's primary market area.
Because the Savings Bank's loan portfolio is highly  diversified  with regard to
individual borrowers and types of businesses,  the Savings Bank does not expect,
and to date has not realized,  any  significant or prolonged  difficulties  that
will affect net earning or cash flow.






                                       14


<PAGE>


                            FFD Financial Corporation

                                     PART II


ITEM 1.  Legal Proceedings

         Not applicable


ITEM 2.  Changes in Securities and Use of Proceeds

         Not applicable


ITEM 3.  Defaults Upon Senior Securities

         Not applicable


ITEM 4.  Submission of Matters to a Vote of Security Holders

         On October 19, 1999, the Annual  Meeting of the  Corporation's
         Shareholders  was held. Each of the three directors  nominated
         were elected to terms expiring in 2001 by the following votes:

         J. Richard Gray           For:  1,246,135       Withheld:  16,200
         Roy O. Mitchell, Jr.      For:  1,211,766       Withheld:  50,569
         Robert D. Sensel          For:  1,236,317       Withheld:  26,018

         One other  matter was  submitted  to the  shareholders,  for which the
         following votes were cast:

         Ratification  of the  appointment of Grant Thornton LLP as independent
         auditors of the Corporation for the fiscal year ended June 30, 2000.

            For:  1,246,562       Against:  9,448       Abstain:  6,325

ITEM 5.  Other Information

         None

ITEM 6.  Exhibits and Reports on Form 8-K

         Reports on Form 8-K:        None.

         Exhibits:

           27                        Financial data schedule for the six months
                                     ended December 31, 1999.




                                       15


<PAGE>


                            FFD Financial Corporation

                                   SIGNATURES


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.





Date:  February 8, 2000                     By:  /s/Robert R. Gerber
                                                 -------------------
                                                   Robert R. Gerber
                                                   President





Date:  February 8, 2000                     By:  /s/Larry D. Browning
                                                 --------------------
                                                   Larry D. Browning
                                                   Chief Financial Officer












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