SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                                         
                                   Form 10-QSB

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

    For the quarterly period ended September 30, 1996

                                       OR

( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
    EXCHANGE ACT

    For the transition period from to 

Commission File Number 0-25700

                               QCF BANCORP, INC. 
(Exact Name of Small Business Issuer as Specified in its Charter)

             Minnesota                                  41-1796789             
(State or other jurisdiction of                 (I.R.S. Employer
 incorporation or organization)                  Identification Number)

501 Chestnut Street, Virginia, Minnesota        55792-1147
(Address of principal executive offices)        (Zip Code)

Issuer's telephone number, including area code: (218) 741-2040

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

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock as of the latest practicable date.
               
     Class                            Outstanding at October 31, 1996

Common stock, .01 par value                   1,426,200


                                    <PAGE>

                                    
                                QCF BANCORP, INC.

                                    CONTENTS


PART I - FINANCIAL INFORMATION

     Item 1:     Financial Statements                                   Page
                 Consolidated Statements of Financial Condition           3
                 at September 30, 1996 and June 30, 1996

                 Consolidated Statements of Income for the Three          4
                 Months Ended September 30, 1996 and 1995

                 Consolidated Statement of Stockholders' Equity           5
                 for the Three Months Ended September 30, 1996

                 Consolidated Statements of Cash Flows for the            6
                 Three Months Ended September 30, 1996 and
                 1995

                 Notes to Consolidated Financial Statements               7

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

PART II - OTHER INFORMATION

    Item 1:      Legal Proceedings                                        9

    Item 2:      Changes in Securities                                    9
 
    Item 3:      Defaults Upon Senior Securities                          9

    Item 4:      Submission of Matters to a Vote of Security Holders      9

    Item 5:      Other Information                                        9

    Item 6:      Exhibits and Reports on Form 8-K                         9

                 Signatures                                              10






                                     <PAGE>


<TABLE>

                        QCF BANCORP, INC. AND SUBSIDIARY
                 Consolidated Statements of Financial Condition
                                   (Unaudited)





<CAPTION>
Assets                                                       September 30, 1996          June 30, 1996
------                                                       ------------------          -------------
<S>                                                            <C>                          <C>    
Cash                                                           $     589,813                379,098
Interest-bearing deposits with banks                               1,828,637              4,355,895
                                                                   ---------              ---------
Cash and cash equivalents                                          2,418,450              4,734,993
                                                                                 
Securities available for sale (amortized cost of                                 
   $31,139,217 and $33,283,046 at September 30,                   30,418,131              2,221,800     
   1996 and June 30, 1996 respectively)                                          
Securities held to maturity (estimated market value                              
   $56,869,674 and $56,811,210 at September 30,                                  
   1996 and June 30, 1996 respectively)                           56,860,310             56,961,040
Loans receivable, net                                             55,744,151             52,361,221
Federal Home Loan Bank stock, at cost                                553,900                553,900
Accrued interest receivable                                        1,028,498              1,223,713
Premises and equipment, net                                          419,547                440,736
Prepaid expenses and other assets                                    878,077                982,620
                                                                     -------                -------
                                                                                
  Total Assets                                                  $148,321,064            149,480,023
                                                                ============            ===========
                                                                                                 
                                                                                
Liabilities and Stockholders' Equity

Deposits                                                          81,794,225             88,832,424
Short-term borrowings                                             32,905,430             26,263,736
Federal Home Loan Bank advances                                    5,000,000              3,000,000
Accrued interest payable                                           1,095,313              1,013,368
Advance payments made by  borrowers                                           
   for taxes and insurance                                            85,504                 56,576
Accrued expenses and other liabilities                              1,279,434                629,122    
                                                                   ---------                -------    
        Total Liabilities                                        122,159,906            119,795,226
                                                                ------------          -------------
                                                                 
Commitments and Contingencies

Stockholders' equity:
   Serial preferred stock; authorized 1,000,000 shares;
      issued and outstanding none                                          0                      0
   Common stock ($.01 par value): authorized 7,000,000 shares;
      issued 1,782,750; outstanding 1,426,200 shares at               17,828                 17,828
      September 30, 1996 and 1,606,906 at June 30, 1996.
Additional paid-in capital                                                                                  
retained earnings, subject to certain restrictions                18,187,110             18,040,190
Net unrealized loss on securities available for sale                (432,652)              (636,750)
Unearned employee stock ownership plan shares                     (1,152,050)            (1,183,330)
Unearned management recognition plan shares                        (894,706)              (944,177)
Stock option trust                                                (1,193,931)                     0
Treasury stock, at cost, 356,550 shares at September 30,  1996    (5,389,792)            (2.612,675)

                  Total Stockholders' Equity                      26,161,158             29,684,797

                  Total Liabilities and Stockholders' Equity    $148,321,064            149,480,023
</TABLE>

See accompanying notes to consolidated financial statements.
                              


                              <PAGE>




                        QCF BANCORP, INC. AND SUBSIDIARY
                        Consolidated Statement of Income
                                   (Unaudited)


                                                    Three Months Ended
                                                       September 30
                                                    1996               1995    
 Interest income:                                                              
   Loans                                         $1,230,837        1,077,953   
   Securities                                     1,426,456        1,571,228

       Total interest income                      2,657,293        2,649,181

Interest expense:
   Deposits                                         829,624        1,046,866
   Short-term borrowings                            335,213           60,078
 
       Total interest expense                     1,164,837        1,106,944

       Net interest income                        1,492,456        1,542,237

Provision for loan losses                                 0                0
  
        Net interest income after
            provision for loan losses             1,492,456        1,542,237

Non-interest Income:
   Fees and service charges                         125,421          112,715
   Other                                              9,906            4,384
                                                      -----            -----
      
        Total Non-interest income                   135,327          117,099

Non-interest expenses:
   Compensation and benefits                        456,741          425,961
   Occupancy                                         48,651           58,268
   Federal deposit insurance premiums               745,790           60,000
   Advertising                                       14,089           15,538
   Other                                            115,592           93,996

         Total non-interest expense               1,380,863          653,763

         Income before income tax expenses          246,920        1,005,573

Income tax expense                                  100,000          406,000

         Net income                            $    146,920          599,573

Earnings per common share                             $0.11             0.36

Weighted average number of shares                 1,353,826        1,654,049

See accompanying notes to consolidated financial statements.




<PAGE>



<TABLE>

                        QCF BANCORP, INC. AND SUBSIDIARY
                 Consolidated Statement of Stockholders' Equity
                                   (Unaudited)
<CAPTION>
                                                              Net           Unearned                         
                                                              Unrealized    Employee    Unearned      
                                                              Gain (Loss)   Stock       Management                        Total
                                        Additional            on Securities Ownership   Recognition Stock                 Stock- 
                                Common  Paid-in    Retained   Available     Plan        Plan        Option    Treasury    holders'  
                                Stock   Capital    Earnings   for Sale      Shares      Shares      Trust     Stock       Equity    
                                -----   -------    --------   --------      ------      ------      -----     -----       ------    
<S>                            <C>      <C>        <C>        <C>           <C>         <C>         <C>       <C>         <C>       
   Balance, June 30 1996       $17,828  17,003,711 18,040,190 (636,750)     (1,183,330) (944,177)   1,111,111 (2,612,675) 29,684,797
  
   Net income                                                                                                                146,920
                                               
   Purchase of treasury stock
                                                                                                              (2,777,117)(2,777,117)

   Adoption of stock option trust
                                                                                                   (1,193,931)           (1,193,931)

  Amortization of management
  recognition plan                                                                                                            49,471
 
   Change in net unrealized loss
   on securities available for sale                             204,098                                                      204,098

   Earned employee stock
   ownership plan shares                   15,640                               31,280                                       46,920 
                             -------------------------------------------------------------------------------------------------------

Balance, September 30, 1996  $17,828   17,019,351    18,187,110  (432,652)  (1,152,050) (894,706)  (1,193,931) (5,389,792)26,161,158
                             =======   ==========    ==========  ========   ==========  ========   ==========  ========== ==========
</TABLE>



See accompanying Notes of Consolidated Financial Statements.
 

 








                   <PAGE>


<TABLE>
                        QCF BANCORP, INC. AND SUBSIDIARY
                      Consolidated Statement of Cash Flows
                                   (Unaudited)
<CAPTION>
                                                                                           Three Months Ended
                                                                                              September 30
                                                                                        1996                 1995    
                                                                                        ----                 ----    
Operating activities:
<S>                                                                               <C>                      <C>    
   Net income                                                                     $   146,920              599,573
   Adjustments to reconcile net income to net cash
       provided by operating activities:
                  Depreciation                                                         23,367               26,367
                  Amortization of net (discounts) premiums on securities               (3,069)               2,732
                  Decrease in accrued interest receivable                             195,215              184,903
                  Increase in accrued interest payable                                 81,945              168,275
                  Increase in accrued expenses and other liabilities                  650,312              173,938
                  Amortization of unearned ESOP shares                                 46,920               38,220
                  Amortization of MRP                                                  49,471                    0
                  Decrease in other assets                                             39,771               87,742

                     Net cash provided by operating activities                      1,230,852            1,281,750

Investing activities:
   Proceeds from maturities and principal collected
       on securities held to maturity                                               3,117,985            7,469,244
   Proceeds from maturities and principal collected
       on securities available for sale                                             1,134,487              675,968
   Purchases of securities held to maturity                                        (2,004,844)         (18,980,029)
   Net increase in loans                                                           (3,382,930)          (1,153,691)
   Net increase in real estate owned                                                  (71,290)              (6,085)
   Purchase of premises and equipment                                                  (2,178)             (28,871)

                     Net cash used by investing activities                         (1,208,770)         (12,023,464)

Financial activities:
   Net decrease in deposits                                                        (7,038,199)        (  8,506,792)
   Net increase in short-term borrowing                                             6,641,694           15,019,096
   Net increase in Federal Home Loan Bank advances                                  2,000,000                    0
   Adoption of Stock Option Trust                                                  (1,193,931)                   0
   Purchase of Treasury Stock                                                      (2,777,117)                   0
   Increase in advance payments made by borrowers
      for taxes and insurance                                                          28,928               33,187

                     Net cash (used) provided by financing activities              (2,338,625)           6,545,491
                     Decrease in cash and cash equivalents                         (2,316,543)          (4,196,223)

Cash and cash equivalents at beginning of period                                    4,734,993             8,153,722

Cash and cash equivalents at end of period                                         $2,418,450           $ 3,957,499

Supplemental disclosures of cash flow information:
   Cash paid during the period for:
       Income Taxes                                                               $   204,807               282,667
       Interest on deposits and short-term borrowings                               1,082,892               938,669
</TABLE>

See accompanying notes to consolidated financial statements.

                                                                              



             PAGE>


                        QCF BANCORP, INC. AND SUBSIDIARY
                   Notes to Consolidated Financial Statements
                                   (Unaudited)
                           September 30, 1996 and 1995
(1) QCF Bancorp, Inc.

QCF Bancorp,  Inc. (the "Company") was incorporated  under the laws of the state
of Minnesota for the purpose of becoming the savings and loan holding company of
Queen City  Federal  Savings  Bank ( the "Bank") in  connection  with the Bank's
conversion  from a  federally  chartered  mutual  savings  bank  to a  federally
chartered  stock savings bank,  pursuant to its Plan of Conversion.  The Company
commenced on February 10, 1995, a  Subscription  and  Community  Offering of its
shares in  connection  with the  conversion  of the Bank (the  "Offering").  The
Offering was closed on March 17, 1995, and final approval for the conversion was
received from the Office of Thrift Supervision on March 31,1995.
                 
The consolidated  financial  statements included herein are for the Company, the
Bank and the Bank's wholly owned subsidiary, Queen City Service Corporation.

(2) Basis of Preparation

The accompanying  unaudited  consolidated  financial statements were prepared in
accordance with  instructions for Form 10-QSB and therefore,  do not include all
disclosures necessary for a complete presentation of the consolidated statements
of  financial  condition,   consolidated  statements  of  income,   consolidated
statement of stockholders'  equity and consolidated  statements of cash flows in
conformity  with  generally  accepted  accounting   principles.   However,   all
adjustments,  consisting only of normal recurring adjustments, which are, in the
opinion  of  management,  necessary  for the fair  presentation  of the  interim
financial statements have been included.  The statements of income for the three
month period ended  September  30, 1996 are not  necessarily  indicative  of the
results which may be expected for the entire year.

(3) Earnings Per Share

Earnings per share are based upon the weighted  average  number of common shares
and common stock  equivalents,  if dilutive,  outstanding during the period. The
only common stock equivalents are stock options. The weighted average number of
common stock equivalents is calculated using the treasury stock method.

(4) Regulatory Capital Requirements

The Bank as a member of the Federal  Home Loan Bank System is required to hold a
specified  number of shares of capital  stock,  which is carried at cost, in the
Federal  Home Loan Bank of Des  Moines.  In  addition,  the Bank is  required to
maintain cash and liquid assets in an amount equal to 5% of its deposit accounts
and other obligations due within one year. The Bank has met these requirements.

Federal savings institutions are required to satisfy three capital requirements:
(i) a requirement that "tangible capital" equal or exceed 1.5% of adjusted total
assets,  (ii) a requirement  that "core- capital" equal or exceed 3% of adjusted
total assets,  and (iii) a risk-based  capital standard of 8% of "risk-adjusted"
assets.  Failure to meet these  requirements can initiate mandatory and possibly
additional discretionary actions by regulators that, if undertaken, could have a
direct material affect on the Bank's  financial  statements.  The Bank's capital
amounts and  classification  are also subject to  qualitative  judgements by the
regulators about components,  risk weightings,  and other factors.  At September
30,  1996,  and  June  30,  1996,  the  bank  met  each  of  the  three  capital
requirements. As of June 30, 1996, the most recent notification from the Federal
Deposit Insurance Corporation categorized the Bank as well capitalized under the
regulatory  framework for prompt corrective  action.  There are no conditions or
events since that notification that management  believes have changed the Bank's
category.



                            <PAGE>



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

Comparison  of Operating  Results for the Quarter  Ended  September 30, 1996 and
September 30, 1995.
         
Net Income.  Net income  decreased  by $452,653 or 75.5% from  $600,000  for the
quarter ended  September 30, 1995 to 147,000 for the quarter ended September 30,
1996.  The  Decrease  in net  income  was  primarily  attributable  to a special
assessment by the FDIC of 65.7 basis points or $686,000. This special assessment
is to recapitalize  the SAIF and should result in lower FDIC insurance  premiums
going forward.
                
Net Interest  Income.  Net interest  income  decreased by $50,000 or 3.2%,  from
$1.54 million for the quarter ended  September  30,1995 to $1.49 million for the
quarter ended September 30, 1996. The decrease in the Bank's net interest income
resulted  primarily  from a decrease  in the Bank's  ratio of average  interest-
earning  assets  to  average  interest-bearing  liabilities  as a result  of the
company's stock buyback program.
          
Interest Income. Interest income as $2.7 million for the quarter ended September
30, 1996.  This represents an increase of $8,000 or 0.3%, from the quarter ended
September  30, 1995.  The  increase  was due to an increase in the average yield
earned on  interest-earning  assets,  offset by a decrease in average  interest-
earning assets as a result of the company's buyback program. The increase in the
average yield on interest- earning assets primarily  reflected the higher levels
of market interest rates during the three-month  period ended September 30, 1996
versus the three-month period ended September 30, 1995.
              
Interest  Expense.  Interest  expense  increased  by $58,000 or 5.2%,  from $1.1
million for the quarter ended September 30, 1995 to $1.2 million for the quarter
ended  September 30, 1996. The increase  resulted  primarily from higher cost of
funds as a result of higher levels of interest rates between the two periods.

Provision  for Loan Losses.  The Bank has not  provided  for loan losses  during
either of the two  periods due to low levels of  nonperforming  loans and to the
high level of the allowance for loan losses in relation to  nonperforming  loans
during these periods.
   
Noninterest  Income. The Bank's  non-interest  income increased $18,000 or 15.6%
from  $117,000  in the first  quarter of fiscal  1996 to  $135,000  in the first
quarter of fiscal  1997 due  primarily  to  increased  service  fees on checking
accounts.
      
Noninterest  Expense. Total noninterest expense  increased by $727,000 or 111.2%
during the quarter ended  September 30, 1996.  The increase was primarily due to
the special FDIC assessment of $686,000.
       
Income  Taxes.  The Bank's  income tax expense  decreased  by  $128,000  for the
quarter ended  September 30, 1996 as compared to the quarter ended September 30,
1995.  The decrease  reflects  decreased  income before income taxes during this
period.
           
Comparison of Financial Condition at September 30, 1996 and June 30, 1996. Total
assets  decreased by $1.2 million,  or 0.8% from $149.5 million at June 30, 1996
to $148.3  million at September  30, 1996.  The decrease was  primarily due to a
decrease in  stockholders'  equity of $3.5  million  offset by a net increase in
deposits and short-term borrowings of $1.6 million.
    
Deposits decreased by $7.0 million and short-term  borrowings  increased by $8.6
million.  These  changes were due to offering  repurchase  agreements to deposit
customers with larger balances to better  collateralize  their investments with
the Bank and to decrease the Bank's cost of funds.
         
The Bank's investment  securities decreased by $1.9 million, or 2.1%, from $89.2
million at June 30, 1996 to $87.3 million at September 30, 1996. The decrease in
investment securities was primarily due to the companys stock buyback program.
      
The Bank's net loans receivable  increased by $3.4 million,  or 6.5%, from $52.4
million at June 30, 1996 to $55.7 million at September 30, 1996. The increase in
interest loans receivable reflects strong loan demand during this period. 08



                                <PAGE>






                                QCF BANCORP, INC.


Part II  -  OTHER INFORMATION

ITEM 1.            Legal Proceedings.                                 
                                                                         
                   None.                                               
                                                                         
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. 
                                                                         
                                                                         
ITEM 5.            Other Information.                                   
                                                                         
                   None.                                                
                                                                         
ITEM 6.            Exhibits and Reports on Form 8-K.                    
                                                                         
                   None.                                                
                                                             
                                                                         
                 
 





















<PAGE>












                                   SIGNATURES

Pursuant  to the  requirement  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.
                              
                                 QCF Bancorp, Inc.
                                   Registrant


Date:                            /s/ Daniel F. Schultz               
-----                            ---------------------                  
                                 Daniel F. Schultz
                                 Vice President/Treasurer
                                (Principal Financial Officer)