FORM 10-Q

                  SECURITIES AND EXCHANGE COMMISSION

                       WASHINGTON, D.C.  20549

         QUARTERLY REPORT UNDER SECTION 13 OR 15 (D) OF THE

                   SECURITIES EXCHANGE ACT OF 1934

                     FIRST FINANCIAL CORPORATION

                           MARCH 31, 1997 <PAGE> 





                                      

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C.  20549

                                             
               QUARTERLY REPORT UNDER SECTION 13 OR 15 (D) OF THE

                          SECURITIES EXCHANGE ACT OF 1934


For Quarter Ended March 31, 1997

Commission File Number 0-16759

                                FIRST FINANCIAL CORPORATION
                  (Exact name of registrant as specified in its charter)

                              INDIANA                                35-1546989
                  (State or other jurisdiction             (I.R.S. Employer
                   incorporation or organization)          Identification No.)

                  One First Financial Plaza, Terre Haute, IN    47807
                  (Address of principal executive office)     (Zip Code)

                  (812)-238-6000
                  (Registrant'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 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 March 31, 1997 were outstanding 6,681,876 shares without par value, of the
registrant.















                                            1 <PAGE> 





                               FIRST FINANCIAL CORPORATION

                                         FORM 10-Q

                                           INDEX

                                                                        Page No.
PART I.  Financial Information

      Item 1.  Financial Statements:


            Consolidated Balance Sheets........................................3

            Consolidated Statements of Income..................................4

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

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

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

PART II.  Other Information:


      Signatures..............................................................11


























                                            2 <PAGE> 




<TABLE>
                                FIRST FINANCIAL CORPORATION
                                CONSOLIDATED BALANCE SHEETS
<CAPTION>
                                                                   March 31,  December 31,
                                                                     1997          1996  
                                                                   (Amounts in thousands)
<S>                                                             <C>           <C>
 Cash and due from banks                                            $69,011       $66,658
 Interest-bearing deposits with financial institutions                1,099         1,095

 Federal funds sold and securities purchased under                                        
 agreement to resell                                                      0         2,000
 Investments:                                                              
  Available-For-Sale                                                593,698       582,744
 Loans:                                                                     
   Commercial, financial and agricultural                           205,281       197,449
   Real estate - construction                                        23,561        22,629
   Real estate - mortgage                                           507,412       508,010
   Installment                                                      185,839       188,670
   Lease financing                                                    3,392         3,284
                                                                    925,485       920,042
   Less:                                                                   
     Unearned income                                                  1,251         1,275   
     Allowance for loan losses                                       11,709        10,756
                                                                    912,525       908,011
 Accrued interest receivable                                         15,119        14,985
 Premises and equipment                                              25,746        26,137 
 Other assets                                                        18,222        18,012
                TOTAL ASSETS                                     $1,635,420    $1,619,642
                                                                           
                                                                  
                          LIABILITIES AND SHAREHOLDERS' EQUITY            
 Deposit:                                                                  
  Noninterest-bearing                                              $136,754      $141,492
  Interest-bearing:                                                      
    Certificates of deposit of $100,000 or more                     192,941       187,199
    Other interest-bearing deposits                                 853,066       846,537
                                                                  1,182,761     1,175,228
 Short-term borrowings:                                                    
  Federal funds purchased and securities                                   
   sold under agreements to repurchase                               52,392        62,416
  Treasury tax and loan open-end note                                 6,340         5,131
  Advances from Federal Home Loan Bank                              155,787       140,244
                                                                    214,519       207,791
 Other liabilities                                                   13,008        15,685
 Long-term debt                                                       6,633         6,637
 Long-term advances from Federal Home Loan Bank                      67,638        63,924 
            TOTAL LIABILITIES                                     1,484,559     1,469,265
                                                                           
 Shareholders' equity:                                                     
  Common stock, $.125 stated value per share;                             
   authorized 10,000,000 shares; issued and outstanding                 835           835
   6,681,876 for 1996 and 1997                                             
  Additional capital                                                 43,761        43,761
  Retained earnings                                                 105,524       101,093 
  Unrealized gains on securities, net of tax                            741         4,688

            TOTAL SHAREHOLDERS' EQUITY                              150,861       150,377
            TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY           $1,635,420    $1,619,642
                                                                              
 The accompanying notes are an integral part of the                     
 consolidated financial statements. 
</TABLE>
                                                                           


                                            3 <PAGE> 




<TABLE>
                         FIRST FINANCIAL CORPORATION 
                       CONSOLIDATED STATEMENTS OF INCOME
<CAPTION>
                                                                    Three Months Ended
                                                                        March 31,
                                                                    1997             1996
                                                                   (Amounts in thousands,
                                                                       except per share data) 
                                                                                     <F1>
<S>                                                             <C>              <C> 
 INTEREST INCOME:                                                       
   Loans                                                         $19,940          $19,310
   Investment securities:                                               
     Taxable                                                       8,107            7,030
     Tax-exempt                                                    1,783            1,681
                                                                   9,890            8,711
   Other interest income                                              20              227
     TOTAL INTEREST INCOME                                        29,850           28,248
                                                                        
 INTEREST EXPENSE                                                       
   Deposits                                                       11,304           11,351  
   Other                                                           3,881            2,519
     TOTAL INTEREST EXPENSE                                       15,185           13,870
                                                                        
     NET INTEREST INCOME                                          14,665           14,378
                                                                        
   Provision for loan losses                                       1,401              735
                                                                        
     NET INTEREST INCOME AFTER PROVISION FOR                            
       LOAN LOSSES                                                13,264           13,643
                                                                        
 OTHER INCOME                                                           
   Trust department income                                           490              415
   Service charges on deposit accounts                               332              396
   Other service charges and fees                                    892              851
   Investment securities gains (losses)                              231                6
   Other                                                             414              321
                                                                   2,359            1,989
 OTHER EXPENSES                                                         
   Salaries and employee benefits                                  5,275            5,192
   Occupancy expense                                                 694              865 
   Equipment expense                                                 762              556
   Data processing expense                                            63              532
   Other                                                           2,817            2,627
                                                                   9,611            9,772
     INCOME BEFORE INCOME TAXES                                    6,012            5,860

 Income Tax Expense                                                1,581            1,801
     NET INCOME                                                   $4,431           $4,059
                                                                        
 EARNINGS PER SHARE                                                $0.66            $0.61
                                                                   6,682            6,672
  
The accompanying notes are an integral part of the consolidated financial statements.      
<F1> All information is restated for the 5% stock dividend and Crawford merger
</TABLE>





                                            4 <PAGE> 




<TABLE>
                                   FIRST FINANCIAL CORPORATION      
                              CONSOLIDATED STATEMENTS OF CASH FLOWS
<CAPTION>
                                                                        Three Months Ended 
                                                                              March 31, 
                                                                                               
                                                                          1997      1996 
                                                                    (Amounts in thousands)
                                                                                      <F2>
<S>                                                                    <C>       <C>    
 CASH FLOWS FROM OPERATING ACTIVITIES:                                         
 Net income                                                              $4,431    $4,059
 Adjustment to reconcile net income to net cash                                
  provided by operating activities:                                            
    Provision for loan losses                                             1,401       735
    Provision for depreciation and amortization                             640       668
    Net increase in accrued interest receivable                            -134      -387
    Other, net                                                            1,652       319
      NET CASH PROVIDED BY OPERATING ACTIVITIES                           7,990     5,394
 CASH FLOWS FROM INVESTING ACTIVITIES:                                         

  Increase from purchase and maturities of interest-bearing                    
   deposits with financial institutions                                      -4        -5
  Sales and maturities of available-for sale securities                  37,213    69,532  
  Purchase of available-for-sale securities                             -54,195   -77,918
  Loans made to customers, net of repayments                             -5,967    19,633
  Net decrease (increase) in federal funds sold                           2,000    -4,238
  Additions to premises and equipment                                     - 317    -1,410
      NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES                  -21,270     5,594

 CASH FLOWS FROM FINANCING ACTIVITIES:                                         
 Net increase from sales and                                                   
   redemptions of certificates of deposit                                13,173    32,252
  Net decrease in other deposits                                        - 5,640   -15,225
  Net increase (decrease) in short-term borrowings                        6,728   -46,011
  Cash dividends                                                         -2,338    -1,770
  Proceeds from reissuance of Treasury Stock                                  0       600
  Purchase of treasury stock                                                  0      -131 
  Net increase from long-term debt                                        3,714       953
  Repayments of long-term debt                                               -4        -4
      NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES                   15,633   -29,336

      NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                2,353   -18,348
      CASH AND CASH EQUIVALENTS, BEGINNING OF QUARTER                    66,658    65,276

      CASH AND CASH EQUIVALENTS, END OF QUARTER                         $69,011   $46,928
                                                                               

 SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:                            
   Cash paid during the quarter for interest                            $14,855   $13,484
                                                                               
   Income taxes paid                                                       $326      $524

 The accompanying notes are an integral part of the consolidated financial statements.
<F2>  All information is restated for the 5% stock dividend and Crawford merger.
</TABLE>






                                      5 <PAGE>






                      FIRST FINANCIAL CORPORATION     
              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.   The accompanying March 31, 1997 and 1996 consolidated financial
statements are unaudited.  The December 31, 1996, consolidated balance sheet 
amounts are as reported in the Corporation's 1996 annual report.

     The significant accounting policies followed by First Financial
Corporation and its subsidiaries for interim financial reporting are consistent 
with the accounting policies followed for annual financial
reporting.  All adjustments, which are in the opinion of management necessary 
for a fair statement of the results for the periods reported, have been
included in the accompanying consolidated financial statements and are of a 
normal recurring nature.

2.   The provision for loan and lease losses charged to expense is based upon
each affiliate's past loan and lease loss experience and an evaluation of 
potential losses in the current loan and lease portfolio, including the
evaluation of impaired loans under SFAS 114.  A loan is considered to be 
impaired when, based upon current information and events, it is probable that
the Corporation will be unable to collect all amounts due according to the 
contractual terms of the loan. Impairment is primarily measured based on the
fair value of the loan's collateral. Impairment losses are included in the 
calculation of the provision for loan and lease losses.  SFAS 114 does not
apply to large groups of smaller balance homogeneous loans that are collectively
evaluated for impairment, except for those loans restructured under a 
troubled debt restructuring.  Loans collectively evaluated for impairment 
include certain smaller balance commercial loans, consumer loans,
residential real estate loans, and credit card loans, and are not included in 
the data that follows.

The following table summarizes impaired loan information.
<TABLE>
<CAPTION>                                                                    (000'S)
                                                                             March 31,
                                                                           1997     1996
<S>                                                                    <C>       <C> 
Impaired loans.........................................................$  1,999   $3,762
Impaired loans with related reserve for loan losses calculated under 
   SFAS 114.............................................................  1,998    3,642
Impaired loans with no realized reserve for loan losses calculated
 under SFAS 114........................................................       1      120
                                                                              March 31,  
                                                                           1997     1996 

Average impaired loans.................................................$  1,993   $4,028 
Interest income recognized on impaired loans...........................      42       47 
Cash basis interest income recognized on impaired loans................       0        0
</TABLE>
      Interest payments on impaired loans are typically applied to principal 
unless collectability of the principal amount is fully assured, in which case
interest is  recognized on the cash basis for certain troubled debt 
restructurings which are included in the impaired loan data above.
                                   6<PAGE>  
      Commercial loans and residential real estate loans are placed on 
nonaccrual at the time the loan is 90 days delinquent unless the credit is
well secured and in the process of collection.  Commercial loans are charged off
at the time the loan becomes 180 days delinquent unless the loan is well
secured and in the process of collection, or other  extenuating circumstances 
support collection. Credit card loans and other unsecured  personal credit 
lines are typically charged off no later than 180 days delinquent.  Other 
consumer loans are typically charged off at 150 days delinquent.  In all
cases, loans must be placed on nonaccrual or charged off at an earlier date 
if collection of principal or interest is considered doubtful.
                                
      The interest on these loans is accounted for on the cash basis or cost
recovery method, until qualifying for return to accrual.  Loans may be returned 
to accrual status when all the principal and interest amounts contractually 
due are paid and the loan is returned to current.   








                                      7<PAGE> 





                      FIRST FINANCIAL CORPORATION

ITEM 2.  Management's Discussion and Analysis of Financial Condition and 
         Results of Operations
      
     The purpose of the review is to point out key factors in First
Financial's recent performance, compared with earlier periods.  The review 
should be read in conjunction with the financial statements beginning on Page
3 of this report.  All figures are for the consolidated entities.  It is 
presumed the reader of these financial statements and the following narrative
have previously read the Corporation's annual report for 1996.

                         Summary of Operating Results
      Net income for current quarter of $4,431,000 was 9.2% greater than the 
first quarter of 1996. Earnings per share increased to $.66 from $.61 for the
same period of 1996 which represents a record first quarter earnings.

Net Interest Income

      First Financial Corporation's primary source of earnings is net interest 
income, which is the difference between the interest earned on loans and other
investments and the interest incurred for deposits and other sources of funds. 
In the first three months of 1997 net interest income increased to $14,665,000
from $14,378,000 in the same period of 1996.  The net interest margin for the 
quarter decreased from 4.33% in 1996 to 4.16% in 1997.  This decrease was the
result of a lower yield on earnings asset while the cost of funds was higher 
than the prior year.

Other Income

      Other income for the three month period ending March 31, 1997, as
compared to the same period of 1996 increased $370,000 or 18.6%. The main 
contributing factor to the increase were realized gains from the sale of
securities of $231,000 which were recognized as a result of repositioning the
investment portfolio.  In addition, trust department income increased to
$490,000 or 18.1% above the prior year, and other miscellaneous income increased
to $414,000, 15.6% more than the same period of 1996. 
  
Other Expenses

     Other expenses for the first three months of 1997, as compared to the same 
period of 1996, decreased to $9,611,000 from $9,772,000. The Corporation
changed data processing service from a facilities management firm to an 
in-house operation which impacted data processing expenses favorably, decreasing
to $63,000 in 1997 from $532,000 for the same period of 1996. These decreases 
were offset by increased equipment expenses which grew by $206,000 or 37%.
Depreciation expense for capital expenditures incurred for the system conversion
is the primary reason for the increase. Occupancy expenses decreased by 
$171,000 or 20% compared to the same period of 1996 due to real and personal 
property tax reduction.

Allowance for Loan Losses              

      The Corporation's provision for loan losses totaled $1,401,000 for the 
first three months of 1997 compared to $735,000 in the same period a year
earlier. This represents a $666,000 increase and was deemed necessary to 
properly reserve for the increase in underperforming loans during the quarter. 

                                    8<PAGE>

      At March 31, 1997, the allowance for loan losses was 1.27% of net loans. 
This compares with an allowance of 1.17% at December 31, 1997.  Net chargeoffs
for the first three months of 1997 were $443,000 compared to $848,000 for the 
same period of 1996.  The ratio of net chargeoffs to average loans outstanding
for the last five years ended December 31, 1996, was .37%.  With this experience
and based on management's review of the portfolio, management believes the 
allowance of $11,709,000 at March 31, 1997 is adequate.

Underperforming Assets

      The following is a listing of all categories of non-performing assets
which includes potential problem loans at March 31, 1997 and December 31, 1996.
                        
                                                 (000')                 (000') 
                                              March 31, 97        December 31,96
Nonaccrual Loans                               $ 3,735               $ 2,504 
Restructured Loans                                  44                    34
                                               $ 3,779               $ 2,538
Past due                                                                    
> 90 days                                      $ 5,516               $ 5,296 
Land sold on contract and others                 1,989                 1,871
Total non-performing asset                     $11,284               $ 9,705 
                                                                      

     The ratio of the allowance for loan losses as a percentage of 
non- performing loans was 126% at March 31, 1997 representing a decrease of 8% 
from December 31, 1996.  This decrease is the result of an increase in the 
amount of loans placed in nonaccrual status amounting to $1,231,000 or 49%. No 
one particular category affected the increase, but on a consolidated basis 
each category of loans increased a small amount.

      The following loan categories comprise significant components of the
non-performing loans at March 31, 1997

Non-Accrual Loans:                                                  
                                             (000')               (000)  
                                          March 31, 97         December 31,96

  1-4 family residential                  $  426    11%         $   287    12%  
  Commercial loans                         2,035    55%           1,420    57%
  Installment loans                          406    11%             469    18% 
  Other, various                             868    23%             328    13%
                                          $3,735   100%          $2,504   100% 
                                          ======   ====          ======   ====
Past due 90 days or more:
  1-4 family residential                  $1,991    36%          $2,256    43% 
  Commercial loans                           937    17%           1,125    21%  
  Installment loans                          921    17%             943    18%
  Non farm nonresidential properties       1,031    19%             848    16%  
  Other, various                             636    11%             124     2% 
                                          $5,516   100%          $5,296   100% 
                                          ======   ====          ======   ==== 
 
                                           9<PAGE> 
      There are no material concentrations by industry within the 
non- performing loans.  

            In addition to the above under-performing loans, certain loans are 
felt by management to be impaired for reasons other than the current 
repayment status.  Such reasons may include, but not be limited to, previous 
payment history, bankruptcy proceedings, industry concerns, or information 
related to a specific borrower that may result in a negative future event to 
that borrower.  At March 31, 1997, the Corporation had $1.2 million of 
doubtful loans which are still in accrual status. 

INTEREST RATE SENSITIVITY AND LIQUIDITY

      First Financial Corporation charges the eight subsidiary banks with 
monitoring and managing their individual sensitivity to fluctuations in
interest rates and assuring that they have adequate liquidity to meet loan and 
deposit demand.  This function is facilitated by the Asset Liability
Committee.  The primary goal of the committee is to maximize net interest 
income within the interest rate risk limits approved by the Board of Directors.

Interest Rate Risk

      The committee reviews a series of monthly reports to insure that 
performance objectives are being met.  The committee monitors and controls
interest rate risk through earnings simulation.  Simulation modeling measures 
the effects of interest rate changes on net interest  income.  The primary
measure of interest rate risk is Earnings At Risk.  This measure projects the 
effect of various rate movements over the next three years.

      The Corporation's Earnings At Risk as of March 31, 1997 are summarized
below.  Given a 100 basis point increase in rates, net income would increase 
2.02% over the next 12 months.  A 100 basis point decrease would result in a
 .36% increase in net income.

                              Earnings At Risk

                        YEAR 1     YEAR 2      YEAR 3 
DOWN 300                -3.01%     -8.09%     -17.22%
DOWN 200                 0.41%     -2.66%      -8.07% 
DOWN 100                 0.36%     -1.18%      -3.77%
UP   100                 2.02%      3.54%       5.89% 
UP   200                 3.95%      7.35%      11.93%
UP   300                 5.69%     11.46%      17.97%

Liquidity Risk

      Liquidity is measured by the Corporation's ability to raise funds to meet 
the obligation from its customers, including deposit withdrawals and credit 
needs.  The Corporation has $13.1 million of investments that mature throughout 
the coming year. The Corporation also anticipates $17.5 million of principal 
from mortgage backed securities. Given the current rate environment the 
Corporation does not anticipate any Federal Agency calls within the next
year. 

Capital Adequacy

      As of March 31, 1997 the Corporation's leverage ratio was 9.25% which
compared to 9.35% at December 31, 1996.

      At March 31, 1997, the Corporation's total capital, which includes Tier II
capital, was 16.54% compared to 16.00% at December 31, 1996. These amounts
exceed minimum regulatory capital requirements.


                                     10<PAGE> 





                        FIRST FINANCIAL CORPORATION                
                         PART II OTHER INFORMATION
                                  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.

                                                  FIRST FINANCIAL CORPORATION 
                                                           (Registrant)


Date:  May 13, 1997                               By       (Signature)       
                                                  Donald E. Smith, President

Date:  May 13, 1997                               By       (Signature)   
                                                  John W. Perry, Secretary

Date:  May 13, 1997                               By       (Signature)    
                                                  Michael A. Carty, Treasurer








































                                     11<PAGE>