UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM 10-Q

X  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
-  EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2001

                                       OR

__  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
    EXCHANGE ACT OF 1934
For the transition period from __________ to ___________

Commission file number:  0-26360

                          FRANKFORT FIRST BANCORP, INC.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

        Delaware                                              61-1271129
--------------------------------------------------------------------------------
(State or other jurisdiction of                         (I.R.S. Employer
 incorporation or organization)                      Identification Number)

   216 West Main Street, Frankfort, Kentucky                          40602
--------------------------------------------------------------------------------
(Address of principal executive offices)                            (Zip Code)

                                 (502) 223-1638
--------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)

Indicate  by check mark  whether  the  registrant  has filed all  documents  and
reports  required  to be filed by  Sections  12, 13, or 15(d) of the  Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter  period
that the registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90 days.
Yes     X     No
     -------    ------

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock as of November 9, 2001: 1,246,108

Page 1 of  13 pages


                                     Page 1
<PAGE>

                                    CONTENTS


PART I.           FINANCIAL INFORMATION                                     PAGE
                  --------------------------------------------------------------

Item 1            Consolidated Statements of Financial Condition at
                  September 30, 2001 and June 30, 2001                        3

                  Consolidated Statements of Earnings for the three
                  months ended September 30, 2001 and 2000                    4

                  Consolidated Statements of Cash Flows for the three
                  months ended September 30, 2001 and 2000                    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
                  -----------------

Item 1            Legal Proceedings                                           12

Item 2            Changes in Securities and Use of Proceeds                   12

Item 3            Defaults upon Senior Securities                             12

Item 4            Submission of Matters to a
                  Vote of Security Holders                                    12

Item 5.           Other Information                                           12

Item 6.           Exhibits and Reports on Form 8-K                            12

SIGNATURES                                                                    13
----------



                                     page 2
<PAGE>

                          FRANKFORT FIRST BANCORP, INC.
                 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                      (In thousands, except per share data)
<TABLE>
<CAPTION>
                                                                       September 30,         June 30,
                                                                            2001               2001
                                                                                            (Audited)
<S>                                                                 <C>                  <C>
     ASSETS

Cash and due from banks                                                $          614    $          740
Interest-bearing deposits in other financial institutions                       4,776             5,977
                                                                       --------------      ------------
       Cash and cash equivalents                                                5,390             6,717

Certificates of deposit in other financial institutions                           100               100
Investment securities held to maturity - at amortized cost,
    approximate fair market value of $1,012 and $2,013 as of
    September 30, 2001 and June 30, 2001                               $          997      $      1,995
Loans receivable - net                                                        138,672           136,435
Office premises and equipment - at depreciated cost                             1,405             1,421
Federal Home Loan Bank stock - at cost                                          2,611             2,566
Accrued interest receivable on loans                                              466               433
Accrued interest receivable on investments and
   interest-bearing deposits                                                       10                42
Prepaid expenses and other assets                                                  70                79
Prepaid federal income taxes                                                       --                68
                                                                       --------------      ------------
       Total assets                                                    $      149,721      $    149,856
                                                                       ==============      ============

     LIABILITIES AND SHAREHOLDERS' EQUITY

Deposits                                                               $       82,993      $     82,829
Advances from the Federal Home Loan Bank                                       46,521            47,128
Advances by borrowers for taxes and insurance                                     477               344
Accrued interest payable                                                           71                54
Accrued federal income taxes                                                      104                --
Deferred federal income taxes                                                     112                93
Other liabilities                                                               1,291             1,274
                                                                       --------------      ------------
       Total liabilities
                                                                              131,569           131,722

Shareholders' equity
   Preferred stock, 500,000 shares authorized, $.01 par
       value; no shares issued                                                     --                --
   Common stock, 3,750,000 shares authorized, $.01
       par value;  1,672,443 shares issued                                         17                17
   Additional paid-in capital                                                   5,876             5,876
   Retained earnings - restricted                                              18,693            18,675
   Less 426,335 shares of treasury stock-at cost                               (6,434)           (6,434)
                                                                       --------------      ------------
       Total shareholders' equity                                              18,152            18,134
                                                                       --------------      ------------
       Total liabilities and shareholders' equity                      $      149,721      $    149,856
                                                                       ==============      ============

Book value per share                                                   $        14.57      $      14.55
                                                                       ==============      ============
</TABLE>


                                     page 3
<PAGE>

                          FRANKFORT FIRST BANCORP, INC.
                       CONSOLIDATED STATEMENTS OF EARNINGS
                      (In thousands, except per share data)
<TABLE>
<CAPTION>
                                                            Three months ended
                                                              September 30,
                                                            2001          2000
<S>                                                      <C>            <C>
Interest income
   Loans                                                 $  2,559       $  2,594
   Investment securities                                       29             33
   Interest-bearing deposits and other                         86             57
                                                         --------       --------
          Total interest income                             2,674          2,684

Interest expense
   Deposits                                                   986          1,014
   Borrowings                                                 721            668
                                                         --------       --------
          Total interest expense                            1,707          1,682
                                                         --------       --------
          Net interest income                                 967          1,002


Provision for losses on loans                                   1             --
                                                         --------       --------
          Net interest income after provision for
             losses on loans                                  966          1,002


Other operating income                                         18             14

General, administrative and other expense
   Employee compensation and benefits                         258            237
   Occupancy and equipment                                     41             37
   Federal deposit insurance premiums                           4              4
   Franchise and other taxes                                   14             28
   Data processing                                             31             32
   Other operating                                             78             84
                                                         --------       --------
          Total general, administrative
               and other expense                              426            422
                                                         --------       --------
          Earnings before income taxes                        558            594

Federal income taxes
   Current                                                    172            176
   Deferred                                                    19             26
                                                         --------       --------
          Total federal income taxes                          191            202
                                                         --------       --------

          NET EARNINGS                                   $    367       $    392
                                                         ========       ========
            Basic Earnings Per Share                     $   0.30       $   0.30
                                                         ========       ========
            Diluted Earnings Per Share                   $   0.29       $   0.30
                                                         ========       ========
</TABLE>


                                     page 4
<PAGE>
                          FRANKFORT FIRST BANCORP, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                    For the three months ended September 30,
                                 (In thousands)
<TABLE>
<CAPTION>
                                                                            2001               2000
<S>                                                                    <C>                  <C>
Cash flows from operating activities:
   Net earnings for the period                                         $          367       $       392
   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                         (2)               (4)
       Amortization of deferred loan origination (fees) costs                     (15)               13
       Depreciation and amortization                                               20                19
       Provision for losses on loans                                                1                --
       Federal Home Loan Bank stock dividends                                     (45)              (44)
       Increase (decrease) in cash due to changes in:
          Accrued interest receivable                                              (1)               14
          Prepaid expenses and other assets                                         9                16
          Accrued interest payable                                                 17               (10)
          Other liabilities                                                        17                28
          Federal income taxes
             Current                                                              172               161
             Deferred                                                              19                26
                                                                       --------------       -----------
               Net cash provided by operating activities                          559               611
Cash flows provided by (used in) investing activities:
   Proceeds from maturity of investment securities                              1,000                --
   Loan principal repayments                                                    5,969             4,920
   Loan disbursements                                                          (8,192)           (5,582)
   Purchase of office premises and equipment                                       (4)               (3)
                                                                       --------------       -----------
             Net cash used in investing activities                             (1,227)             (665)
Cash flows provided by (used in) financing activities:
   Net increase (decrease) in deposit accounts                                    164            (1,678)
   Proceeds from Federal Home Loan Bank advances                                   --             8,900
   Repayment of Federal Home Loan Bank advances                                  (607)           (5,263)
   Proceeds from other borrowed money                                              --               145
   Repayment of other borrowed money                                               --              (438)
   Advances by borrowers for taxes and insurance                                  133               130
   Dividends paid on common stock                                                (349)             (328)
   Acquisition of treasury stock                                                   --              (759)
                                                                       --------------       -----------

             Net cash provided by (used in) financing activities                 (659)              709
                                                                       --------------       -----------
Net increase (decrease) in cash and cash equivalents                           (1,327)              655
Cash and cash equivalents at beginning of period                                6,717               978
                                                                       --------------       -----------

Cash and cash equivalents at end of period                                      5,390       $     1,633
                                                                       ==============       ===========
Supplemental disclosure of cash flow information:
       Cash paid during the period for:
       Federal income taxes                                            $           --       $        15
                                                                       ==============       ===========

       Interest on deposits and borrowings                             $        1,690       $     1,692
                                                                       ==============       ===========
</TABLE>

                                     page 5
<PAGE>
                          FRANKFORT FIRST BANCORP, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(1) BASIS OF PRESENTATION

     The accompanying  unaudited consolidated financial statements were prepared
in accordance with  instructions  for Form 10-Q and therefore do not include all
disclosures necessary for a complete presentation of the statements of financial
condition,  statements of earnings,  and  statements of cash flows in conformity
with accounting  principles  generally accepted in the United States of America.
However, all adjustments which are, in the opinion of management,  necessary for
the fair presentation of the interim financial statements have been included and
all such adjustments are of a normal recurring nature. The results of operations
for the  three  month  period  ended  September  30,  2001  are not  necessarily
indicative  of the results  which may be  expected  for the entire  year.  These
financial statements should be read in conjunction with the audited consolidated
financial  statements  and the notes thereto  included in the  Company's  Annual
Report on Form 10-K for the year ended June 30, 2001.

(2) PRINCIPLES OF CONSOLIDATION

     The accompanying  consolidated financial statements include the accounts of
Frankfort  First Bancorp,  Inc. (the Company) and First Federal  Savings Bank of
Frankfort (the Bank). All significant intercompany items have been eliminated.

(3) EARNINGS PER SHARE

     Basic earnings per share is computed based upon the weighted average common
shares  outstanding  which  totaled  1,246,108 and 1,306,423 for the three month
periods ended September 30, 2001, and 2000, respectively.

     Diluted  earnings per share is computed  taking into  consideration  common
shares  outstanding  and dilutive  potential  common shares,  i.e. the Company's
stock  option  plan.  Weighted-average  common  shares  deemed  outstanding  for
purposes of computing diluted earnings per share totaled 1,286,343 and 1,306,423
for the three month  periods ended  September  30, 2001 and 2000,  respectively.
Incremental  shares related to the assumed exercise of stock options included in
the calculation of diluted earnings per share totaled 40,235 for the three month
period ended  September 30, 2001. For the three month period ended September 30,
2000, there were no incremental  shares related to the assumed exercise of stock
options due to the  non-dilutive  nature of the options during that period.  The
Company has 239,492 stock options  outstanding of which 234,745 have an exercise
price of $13.80 per share and 4,747 have an exercise price of $14.91 per share.

(4) EFFECTS OF RECENT ACCOUNTING PRONOUNCEMENTS

     In September 2000, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial  Accounting  Standards  ("SFAS") No. 140  "Accounting for
Transfers and Servicing of Financial Assets and Extinguishments of Liabilities",
which  revises  the  standards  for  accounting  for  securitizations  and other
transfers of financial assets and collateral and requires  certain  disclosures,
but carries over most of the provisions of SFAS No. 125 without reconsideration.
SFAS No. 140 is effective for  transfers  and servicing of financial  assets and
extinguishments of liabilities  occurring after March 31, 2001. The Statement is
effective for recognition and reclassification of collateral and for disclosures
relating to  securitization  transactions and collateral for fiscal years ending
after  December 15, 2000.  Management  adopted SFAS No. 140  effective  April 1,
2001,  as  required,   without  material  impact  on  the  Company's   financial
statements.


                                     page 6
<PAGE>
     In June 2001, the FASB issued SFAS No. 141 "Business  Combinations,"  which
requires  that all  business  combinations  initiated  after  June  30,  2001 be
accounted  for using the purchase  method.  The  pooling-of-interests  method of
accounting is prohibited except for combinations initiated before June 30, 2001.
The  remaining  provisions  of SFAS No. 141  relating to  business  combinations
accounted for by the purchase  method,  including  identification  of intangible
assets,  accounting for negative goodwill,  financial statement presentation and
disclosure,  are  effective  for  combinations  completed  after June 30,  2001.
Management  adopted SFAS No. 141 effective  July 1, 2001,  as required,  without
material effect on the Company's financial position or results of operations.

     In June  2001,  the FASB  issued  SFAS No.  142  "Goodwill  and  Intangible
Assets," which prescribes  accounting for all purchased  goodwill and intangible
assets.  Pursuant to SFAS No. 142,  acquired  goodwill is not amortized,  but is
tested for  impairment  at the  reporting  unit level  annually  and whenever an
impairment  indicator arises. All goodwill should be assigned to reporting units
that are expected to benefit from the goodwill.  Goodwill  impairment  should be
tested with a two-step  approach.  First,  the fair value of the reporting  unit
should be compared to its carrying value,  including goodwill.  If the reporting
unit's  carrying  value  exceeds its fair value,  then any  goodwill  impairment
should be  measured  as the  excess of the  goodwill's  carrying  value over its
implied fair value.  The implied fair value of goodwill  should be calculated in
the same manner as goodwill is calculated for a business combination,  using the
reporting unit's fair value as the "purchase price."  Therefore,  the goodwill's
implied fair value will be the excess of the  "purchase  price" over the amounts
allocated to assets,  including unrecognized  intangible assets, and liabilities
of the  reporting  unit.  Goodwill  impairment  losses should be reported in the
income  statement  as a separate  line item within  operations,  except for such
losses  included  in  the  calculation  of a  gain  or  loss  from  discontinued
operations.

     An acquired intangible asset, other than goodwill, should be amortized over
its useful  economic life. The useful life of an intangible  asset is indefinite
if it extends beyond the foreseeable  horizon. If an asset's life is indefinite,
the asset should not be  amortized  until the life is  determined  to be finite.
Intangible  assets being amortized should be tested for impairment in accordance
with SFAS No. 121.  Intangible  assets not being amortized  should be tested for
impairment  annually  and  whenever  there  are  indicators  of  impairment,  by
comparing the asset's fair value to its carrying amount.

     SFAS No. 142 is effective  for fiscal years  beginning  after  December 15,
2001.  Early  adoption is permitted  for companies  with fiscal years  beginning
after March 15, 2001, but only if the first quarter  financial  statements  have
not  previously  been  issued.  SFAS No. 142 is not  expected to have a material
effect on the Company's financial position or results of operations.

                                     page 7
<PAGE>

MANAGEMENT'S DISCUSSION AND ANALYSIS

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  Company's  operations,  and  the
Company'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 Company's market area generally.

GENERAL

     The principal  business of the Bank consists of accepting deposits from the
general public and investing these funds in loans secured by one- to four-family
owner-occupied  residential  properties in the Bank's  primary  market area. The
Bank also invests in loans  secured by non-owner  occupied  one- to  four-family
residential  properties  and some churches  located in the Bank's primary market
area.  The Bank also  maintains an investment  portfolio  which may include FHLB
stock, FHLB certificates of deposit,  U.S. Government  Agency-issued  bonds, and
other investments.

COMPARISON OF FINANCIAL CONDITION AT SEPTEMBER 30, 2001 AND JUNE 30, 2001

     ASSETS:  The  Company's  total assets were $149.7  million at September 30,
2001, a decrease of $135,000 or 0.1% from June 30,  2001.  The decrease in total
assets is primarily  attributable  to a decrease in the Company's  cash and cash
equivalents,  which decreased $1.3 million or 19.8% to $5.4 million at September
30, 2001.  Also  decreasing was investment  securities  held to maturity,  which
decreased from $2.0 million at June 30, 2001, to $997,000 at September 30, 2001,
a decrease of $998,000 or 50.0%. Loans receivable  increased by $2.2 million, or
1.6%, during the three month period, as loans disbursed of $8.2 million exceeded
principal repayments of $6.0 million.

     LIABILITIES:  The Company's  total  liabilities  stayed  relatively  stable
during  the  period,  decreasing  only  $153,000  or 0.1% to $131.6  million  at
September 30, 2001. The decrease in total liabilities is primarily  attributable
to a decrease in Advances from the Federal Home Loan Bank ("Advances"). Advances
decreased  $607,000 or 1.3% from $47.1 million at June 30, 2001 to $46.5 million
at September 30, 2001. Deposits increased from $82.8 million at June 30, 2001 to
$83.0 million at September 30, 2001, an increase of $164,000 or 0.2%.

     SHAREHOLDERS'  EQUITY:  Shareholders'  equity increased  $18,000 or 0.1% to
$18.2 million at September 30, 2001.  This increase is a result of the Company's
net earnings of $367,000 less the Company's dividends declared during the period
of $349,000.  The  Company's  book value per share was $14.57 at  September  30,
2001, compared to $14.55 at June 30, 2001.

COMPARISON OF RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30,
2001, AND SEPTEMBER 30, 2000

     NET EARNINGS:  The Company's  net earnings  decreased  $25,000 or 6.4% from
$392,000 for the three month period ended  September  30, 2000,  to $367,000 for
the three month period ended September 30, 2001. The decrease in net earnings is
primarily  attributable  to a decrease in net  interest  income of $35,000.  The
Company's basic earnings per share remained unchanged at $0.30 per share for the
three month periods ended  September  30, 2001 and 2000.  The Company's  diluted
earnings  per share  declined  $0.01 or 3.3% from  $0.30 per share for the three
month  period  ended  September  30, 2000 to $0.29 per share for the three month
period ended September 30, 2001. The decrease in the diluted  earnings per share
was  primarily due to dilutive  effects  caused by increases in the value of the
Company's  outstanding stock options,  which has increased due to an increase in
the Company's average common stock price.

     NET INTEREST  INCOME:  Net interest income  decreased  $35,000 or 3.5% from
$1.0 million for the three month period ended September 30, 2000 to $967,000 for
the three month period ended  September 30, 2001. The decrease was primarily due
to an increase in total interest expense.


                                     page 8
<PAGE>
     INTEREST INCOME:  Interest income decreased $10,000 or 0.4% to $2.7 million
for the  three  month  period  ended  September  30,  2001.  This was  primarily
attributable  to the decrease in interest  income from loans which  decreased by
$35,000 or 1.3%,  which is chiefly the result of lower  interest rates earned on
these loans caused by refinancings  and downward  adjustments in adjustable rate
mortgages.  Management  expects this trend to continue and perhaps accelerate in
response to general downward movements in interest rate markets. Management also
states that it is possible that the level of loans  receivable-net could decline
as a result of borrowers  choosing  long-term,  fixed-rate  mortgages offered by
other lenders over the Bank's primary offering of adjustable-rate  mortgages. As
a  portfolio  lender,  the  Bank is  reluctant  to offer  long-term,  fixed-rate
mortgages  when  those  rates are at  historically  low  levels and for the same
reason borrowers may be more likely to eagerly pursue such mortgages. This could
likewise   have   a   negative   impact  on  earnings.  Interest   income   from
interest-bearing  deposits and other  increased  during the period by $29,000 or
50.9%. This was the result of increased levels of  interest-bearing  deposits in
other financial  institutions generated primarily by an increase in deposits and
a decrease in investment securities.

     INTEREST  EXPENSE:  Interest  expense  increased  $25,000  or  1.5% to $1.7
million for the three month period ended  September 30, 2001.  This increase was
primarily due to an increase in interest  expense on borrowings  which increased
$53,000 or 7.9% to $721,000 for the three month period ended September 30, 2001.
The  increase is  primarily  a result of an  increase  in the average  amount of
Advances  outstanding  rather than an increase in the average interest rate paid
on those borrowings.  The average balance of Advances outstanding increased $3.4
million or 7.8% from $43.5  million for the three month period  ended  September
30, 2000, to $46.9 million for the three month period ended  September 30, 2001.
Interest expense on deposits decreased $28,000 or 2.8% to $986,000 for the three
month period  ended  September  30,  2001,  compared to the same period in 2000,
despite an increase in the average level of deposits.  Generally,  rates paid on
deposits have been decreasing in the current quarter and management expects that
trend to continue.  Management cannot predict whether the rates paid on deposits
will decrease at a rate faster than the rates earned on loans;  therefore, it is
possible  that earnings  could be negatively  impacted by the current and future
interest rate environment. Conversely, the rates paid for advances are generally
fixed  and  will not  decline.  They  offer  protection  in times of  increasing
interest  rates,  but could  hamper  earnings in times such as these where rates
have significantly decreased.

     PROVISION FOR LOSSES ON LOANS: The provision for losses on loans was $1,000
for the three month period ended  September  30, 2001,  compared to no provision
for the three month period from the prior year.  This  represents an increase of
$1,000 or 100.0%.  Management believed, on the basis of its analysis of the risk
profile of the Company's assets,  that the allowance for loan losses,  which was
$102,000  and  $101,000  at  September  30,  2001 and  2000,  respectively,  was
appropriate.  In determining the appropriate  provision,  management considers a
number of factors,  including  specific loans in the Company's  portfolio,  real
estate market trends in the Company's market area, economic conditions, interest
rates, and other conditions that may affect a borrower's  ability to comply with
repayment  terms.  There can be no assurance that the allowance will be adequate
to cover losses on nonperforming assets in the future.

     OTHER OPERATING  INCOME:  Other operating  income increased $4,000 or 28.6%
from $14,000 for the three month period ended  September 30, 2000 to $18,000 for
the three month period ended September 30, 2001. Other operating income is not a
significant component of the Company's statement of earnings.

     GENERAL, ADMINISTRATIVE,  AND OTHER EXPENSES: General, administrative,  and
other expense  increased $4,000 or 0.9% from $422,000 for the three month period
ended  September 30, 2000 to $426,000 for the three month period ended September
30,  2001.  The  increase  was due  primarily  to a $21,000 or 8.9%  increase in
employee  compensation and benefits,  which resulted mostly from increased costs
associated  with the  Company's  deferred  compensation  program.  The  deferred
compensation plan has some features that cause compensation  expense to increase
with the Company's  stock price.  Partially  offsetting the increase in employee
compensation and benefits was a $14,000 or 50.0% decrease in franchise and other
taxes.  The decrease in franchise and other taxes resulted from utilizing  state
income tax prior year net  operating  losses.  Lower  levels of state income tax
expense are not expected to reoccur.

     INCOME TAX: The Company's provision for federal income taxes decreased from
$202,000 for the three month period ended September 30, 2000 to $191,000 for the
three month period ended  September  30, 2001.  The decrease was a result of the
decrease in the Company's pretax earnings.  The Company's effective tax rate was
34.2% and 34.0% for the three month periods  ended  September 30, 2001 and 2000,
respectively.

                                     page 9
<PAGE>
     NON-PERFORMING  ASSETS:  At September 30, 2001, the Bank had  approximately
$912,000 in loans 90 days or more past due but still accruing.  These delinquent
loans  represent  0.7% of the Bank's net loans.  The Bank had  $246,000 in loans
listed as special mention in addition to $875,000 in loans internally classified
as  Substandard.  No loans were classified as Doubtful or Loss. The Bank has not
charged off any loans during the period.

     DIVIDENDS:  On September 14, 2001, the Company  announced a dividend policy
whereby it will pay a quarterly  cash dividend of $0.28 per share,  per quarter,
payable  on the 15th day of the  month  following  the end of each  quarter,  to
shareholders  of  record  as of the  last  business  day of each  quarter.  This
represented an increase of $0.02 or 7.7% from the previous quarterly dividend of
$0.26 per share,  which was  established  on September  13,  2000.  The Board of
Directors  determined that the payment of a dividend was appropriate in light of
the Company's  capital position and financial  condition.  Although the Board of
Directors has adopted this policy,  the future payment of dividends is dependent
upon the Company's  financial  condition,  earnings,  equity structure,  capital
needs, regulatory requirements, and economic conditions. The Company last paid a
dividend on July 13,  2001.  At  September  30,  2001,  the Company had recorded
dividends payable of $349,000 for the payment of a dividend on October 15, 2001.

     STOCK  REPURCHASES:  On September 13, 2000, the Company announced a plan to
purchase up to 65,000 shares of the Company's  common stock,  which  represented
approximately 5% of the outstanding common stock at that time. A total of 15,000
shares  were  repurchased  at an  average  cost of $12.94  per share  during the
program,  which  expired  in June of 2001.  On  November  7, 2001,  the  Company
announced  that the Board of  Directors  had  authorized  a new  program for the
purchase of up to 62,000 of the  remaining  outstanding  shares of common stock.
Management  believes that the repurchase program should be completed within nine
months of  commencement.  The Board of Directors  considers the Company's common
stock to be an attractive investment,  and believes that repurchase programs may
improve liquidity in the market for the common stock and may result in increased
per share earnings and, depending on price, book value per share. The Board will
continue  to  consider  stock  repurchases  and in the future may enact  similar
programs depending on market conditions, interest rates, and the availability of
funds.


                                    page 10
<PAGE>
PART II.

ITEM 1.  LEGAL PROCEEDINGS

                                    None

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

                                    None

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

                                    None

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

                                    None

ITEM 5.  OTHER INFORMATION

                                    None

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

                  Exhibits:         None

                  Reports on Form 8-K:      None



                                    page 11
<PAGE>
                                    Signature






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.






                                          Frankfort First Bancorp, Inc.


Date: November 9, 2001
                                          /S/  Don D. Jennings
                                          -------------------------------------
 .                                         Don D. Jennings
                                          President



                                          /S/  R. Clay Hulette
                                          --------------------------------------
                                          R. Clay Hulette
                                          Vice President and Treasurer
                                          (Principal Financial and Accounting
                                          Officer)


                                    page 12