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

                                  FORM 10KSB/A
                                Amendment No. 1

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

                For the fiscal year ended December 31, 1997

                                     OR

[ ]    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES 
       EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

       For the transition period from                                  to

                         Commission File Number 0-21165

                        FIRST ALLEN PARISH BANCORP, INC.
                 (Name of small business issuer in its charter)

          Delaware                                         72-1331593
(State or other jurisdiction of                         (I.R.S. Employer 
 incorporation or organization)                        Identification No.)

     222 South 10th Street, Oakdale, Louisiana                 71463
     (Address of principal executive offices)                (Zip Code)

Registrant's telephone number, including area code:        (318) 335-2031
                                                     

           Securities Registered Pursuant to Section 12(b) of the Act:
                                      None
           Securities Registered Pursuant to Section 12(g) of the Act:
                     Common Stock, par value $.01 per share
                                (Title of class)

         Check whether the issuer (1) filed all reports  required to be filed by
Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 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  [ ]

         Check if there is no  disclosure  of  delinquent  filers in response to
Item  405 of  Regulation  S-B  contained  herein,  and  no  disclosure  will  be
contained,  to the  best of  registrant's  knowledge,  in  definitive  proxy  or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB. [X]

         The  Registrant's  revenues for the fiscal year ended December 31, 1997
were $2,302,404.

         As of March 23, 1998, there were issued and outstanding  264,506 shares
of the Registrant's Common Stock. The Registrant's voting stock is not regularly
and actively traded,  and there are no regularly quoted bid and asked prices for
the  Registrant's  voting  stock.  Accordingly,  the  Registrant  is  unable  to
determine the aggregate market value of the voting stock held by non-affiliates.
<PAGE>
                                   SIGNATURES

         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.

                                        FIRST ALLEN PARISH BANCORP, INC.


Date: March 27, 1998                     By:  /s/ Charles L. Galligan
                                              -----------------------
                                              Charles L. Galligan, President and
                                                Chief Executive Officer

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
this report has been signed by the following persons on behalf of the registrant
and in the capacities and on the dates indicated.
 

By:   /s/ Charles L. Galligan                 By:   /s/ Betty Jean Parker
      -----------------------                       ---------------------
      Charles L. Galligan, President and            Betty Jean Parker, Treasurer
        Chief Executive Officer                     (Principal Financial and 
      (Principal Executive Officer)                 Accounting Officer)

Date: March 27, 1998                          Date: March 27, 1998


By:   /s/ Dr. James D. Sandefur               By:   /s/ Jesse Boyd, Jr.
      -------------------------                     -------------------
      Dr. James D. Sandefur, Chairman               Jesse Boyd, Jr., Director


Date: March 27, 1998                          Date: March 27, 1998


By:   /s/ James E. Riley                      By:   /s/ J. C. Smith
      ------------------                            ----------------
      James E. Riley, Director                      J. C. Smith,  Director

Date: March 27, 1998                          Date: March 27, 1998


By:   /s/ Leslie A. Smith
      -------------------
      Leslie A. Smith, Director

Date: March 27, 1998