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 March 31, 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 May 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
                  March 31, 2001 and June 30, 2000                            3

                  Consolidated Statements of Earnings for the three
                  months and nine months ended March 31,
                  2001 and 2000                                               4

                  Consolidated Statements of Cash Flows for the nine
                  months ended March 31, 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>
                                                                    March 31,          June 30,
                                                                      2001              2000
                                                                                      (Audited)
     ASSETS
<S>                                                                 <C>               <C>
Cash and due from banks                                             $    801          $    133

Interest-bearing deposits in other financial institutions              2,649               845
                                                                    --------          --------
       Cash and cash equivalents
                                                                       3,450               978


Certificates of deposit in other financial institutions                  100               100
Investment securities held to maturity- at amortized cost,
    approximate fair market value of $2,015 and $1,965 as of
    March 31, 2001 and June 30, 2000                                   1,991             1,979
Loans receivable - net                                               137,873           137,792
Office premises and equipment - at depreciated cost                    1,402             1,453
Federal Home Loan Bank stock - at cost                                 2,520             2,351
Accrued interest receivable on loans                                     437               413
Accrued interest receivable on investments and
   interest-bearing deposits                                              15                41
Prepaid expenses and other assets                                         54                77
Prepaid federal income taxes                                             177               251
Deferred federal income taxes                                             --                19
                                                                    --------          --------
      Total assets                                                  $148,019          $145,454
                                                                    ========          ========

     LIABILITIES AND SHAREHOLDERS' EQUITY

Deposits                                                            $ 80,853          $ 82,502
Advances from the Federal Home Loan Bank                              47,484            42,108
Other borrowed money                                                      --               373
Advances by borrowers for taxes and insurance                            204               337
Accrued interest payable                                                  57                59
Deferred federal income taxes                                             42                --
Other liabilities                                                      1,301             1,251
                                                                    --------          --------
       Total liabilities                                             129,941           126,630

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                                     18,619            18,412
   Less 426,335 and 352,335 shares of treasury stock-at cost          (6,434)           (5,481)
                                                                    --------          --------
       Total shareholders' equity                                     18,078            18,824
                                                                    --------          --------
       Total liabilities and shareholders' equity                   $148,019          $145,454
                                                                    ========          ========

Book value per share                                                $  14.51          $  14.26
                                                                    ========          ========
</TABLE>


                                     page 3
<PAGE>


                          FRANKFORT FIRST BANCORP, INC.
                       CONSOLIDATED STATEMENTS OF EARNINGS
                      (IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
                                                          Nine months ended                Three months ended
                                                              March 31,                         March 31,
                                                         2001          2000               2001           2000
<S>                                                      <C>           <C>                 <C>           <C>
Interest income
   Loans                                                 $7,907        $7,255              $2,661        $2,460
   Investment securities                                    100            79                  33            33
   Interest-bearing deposits and other                      201           134                  83            44
                                                         ------        ------              ------        ------
          Total interest income                           8,208         7,468               2,777         2,537

Interest expense
   Deposits                                               3,049         2,872               1,029           953
   Borrowings                                             2,119         1,536                 721           550
                                                         ------        ------              ------        ------
          Total interest expense                          5,168         4,408               1,750         1,503
                                                         ------        ------              ------        ------
          Net interest income                             3,040         3,060               1,027         1,034

Provision for losses on loans                                 -             1                   -             1
                                                         ------        ------              ------        ------
          Net interest income after provision for
             losses on loans                              3,040         3,059               1,027         1,033

Other operating income                                       35            32                  10             9

General, administrative and other expense
   Employee compensation and benefits                       711           709                 246           249
   Occupancy and equipment                                  123           125                  46            45
   Federal deposit insurance premiums                        13            30                   4             4
   Franchise and other taxes                                 83            81                  27            31
   Data processing                                           98           103                  36            37
   Other operating                                          252           241                  79            80
                                                         ------        ------              ------        ------
          Total general, administrative
               and other expense                          1,280         1,289                 438           446
                                                         ------        ------              ------        ------
          Earnings before income taxes                    1,795         1,802                 599           596

Federal income taxes
   Current                                                  549           562                 186           188
   Deferred                                                  61            51                  18            15
                                                         ------        ------              ------        ------
          Total federal income taxes                        610           613                 204           203
                                                         ------        ------              ------        ------

          NET EARNINGS                                   $1,185        $1,189              $  395        $  393
                                                         ======        ======              ======        ======

            Basic Earnings Per Share                     $ 0.93        $ 0.83              $ 0.31        $ 0.29
                                                         ======        ======              ======        ======
            Diluted Earnings Per Share                   $ 0.93        $ 0.82              $ 0.31        $ 0.29
                                                         ======        ======              ======        ======
</TABLE>


                                     page 4
<PAGE>

                          FRANKFORT FIRST BANCORP, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                       FOR THE NINE MONTHS ENDED MARCH 31,
                                 (IN THOUSANDS)
<TABLE>
<CAPTION>
                                                                       2001               2000
<S>                                                                 <C>                  <C>
Cash flows from operating activities:

   Net earnings for the period                                      $  1,185             $ 1,189
   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               (12)                  1
       Amortization of deferred loan origination (fees) costs            (32)                  8
       Depreciation and amortization                                      55                  61
       Provision for losses on loans                                      --                   1
       Federal Home Loan Bank stock dividends                           (134)                (96)
       Increase (decrease) in cash due to changes in:
          Accrued interest receivable                                      2                  13
          Prepaid expenses and other assets                               23                  71
          Accrued interest payable                                        (2)                (17)
          Other liabilities                                               49                  18
          Federal income taxes
             Current                                                      74                 (79)
             Deferred                                                     61                  51
                                                                    --------             -------
               Net cash provided by operating activities               1,269               1,221

Cash flows provided by (used in) investing activities:
   Purchase of investment securities designated as held to maturity       --              (1,970)
   Proceeds from maturity of investment securities                        --               2,000
   Purchase of Federal Home Loan Bank stock                              (35)               (294)
   Loan principal repayments                                          15,961              18,872
   Loan disbursements                                                (16,010)            (21,784)
   Purchase of office premises and equipment                              (4)                (56)
                                                                    --------             -------
             Net cash used in investing activities                       (88)             (3,232)

Cash flows provided by (used in) financing activities:
   Net decrease in deposit accounts                                   (1,649)             (3,118)
   Proceeds from Federal Home Loan Bank advances                      14,650              33,200
   Repayment of Federal Home Loan Bank advances                       (9,274)            (25,653)
   Proceeds from other borrowed money                                    460               1,877
   Repayment of other borrowed money                                    (833)             (2,111)
   Advances by borrowers for taxes and insurance                        (133)               (122)
   Dividends paid on common stock                                       (977)             (1,018)
   Acquisition of treasury stock                                        (953)             (2,688)
                                                                    --------             -------
             Net cash provided by financing activities                 1,291                 367
                                                                    --------             -------
Net increase (decrease) in cash and cash equivalents                   2,472              (1,644)

Cash and cash equivalents at beginning of period                         978               2,591
                                                                    --------             -------

Cash and cash equivalents at end of period                          $  3,450             $   947
                                                                    ========             =======

Supplemental disclosure of cash flow information:
       Cash paid during the period for:
       Federal income taxes                                         $    475             $   640
                                                                    ========             =======
       Interest on deposits and borrowings                          $  5,170             $ 4,425
                                                                    ========             =======
</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 generally accepted accounting  principles.  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 nine and three
month  periods ended March 31, 2001 and 2000 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, 2000.

(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 1,267,626 and 1,246,108 for the nine and three
month  periods ended March 31, 2001,  respectively,  and 1,434,424 and 1,354,096
for the nine and three month periods ended March 31, 2000.

     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 1,267,626 and 1,247,897
for the nine and three month  periods  ended March 31, 2001,  respectively,  and
1,446,555  and  1,354,096  for the nine and three month  periods ended March 31,
2000, respectively.  Incremental shares related to the assumed exercise of stock
options  included in the calculation of diluted earnings per share totaled 1,789
for the three month period  ended March 31, 2001,  and 12,131 for the nine month
period ended March 31, 2000. For the nine month period ended March 31, 2001, and
the three month period ended March 31, 2000,  there were no  incremental  shares
related to the assumed exercise of stock options due to the non-dilutive  nature
of the options  during  those  periods.  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

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

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

                                     page 6
<PAGE>


     SFAS No. 133, as amended by SFAS No. 137,  is  effective  for fiscal  years
beginning  after June 15, 2000. On adoption,  entities are permitted to transfer
held-to-maturity  debt securities to the  available-for-sale or trading category
without  calling into  question  their intent to hold other debt  securities  to
maturity in the future.  Management adopted SFAS No. 133 effective July 1, 2000,
as required, without material impact on the Company's financial statements.

     In September  2000, the FASB issued 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.  SFAS No. 140 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 includes FHLB stock,
FHLB certificates of deposit,  U.S.  Government  Agency-issued  bonds, and other
investments.

COMPARISON OF FINANCIAL CONDITION AT MARCH 31, 2001 AND JUNE 30, 2000

     ASSETS:  The Company's total assets amounted to $148.0 million at March 31,
2001,  an increase of $2.6 million or 1.8% over June 30,  2000.  The increase in
total assets is primarily  attributable to an increase in the Company's cash and
cash equivalents.  Cash and cash equivalents increased $2.5 million or 252.8% to
$3.5  million at March 31,  2001.  Also  increasing  was Federal  Home Loan Bank
stock, which increased by $169,000 or 7.2% to $2.5 million at March 31, 2001.

     LIABILITIES:  The Company's total liabilities increased from $126.6 million
at June 30,  2000 to $129.9  million  at March 31,  2001,  an  increase  of $3.3
million or 2.6%. The increase in total liabilities is primarily  attributable to
an increase in Advances from the Federal Home Loan Bank  ("Advances").  Advances
increased $5.4 million or 12.8% to $47.5 million at March 31, 2001. The increase
has been utilized to fund new loans, replace lost deposits and to make dividends
to the Company.  The Company,  in turn, has repurchased some of its common stock
(see "Stock Repurchase"). Deposits decreased from $82.5 million at June 30, 2000
to $80.9 million at March 31, 2001, a decrease of $1.6 million or 2.0%.

     SHAREHOLDERS' EQUITY:  Shareholders' equity decreased from $18.8 million at
June 30,  2000 to $18.1  million at March 31,  2001,  a decrease  of $746,000 or
4.0%.  This  decrease is a result of the  Company's net earnings of $1.2 million
less the Company's dividends declared during the period of $977,000 and less the
acquisition  of the Company's  own stock at a cost of $953,000 (see  "Dividends"
and "Stock Repurchase").  The Company's book value per share was $14.51 at March
31, 2001 compared to $14.26 at June 30, 2000.

COMPARISON OF RESULTS OF OPERATIONS FOR THE NINE MONTHS ENDED MARCH 31, 2001 AND
MARCH 31, 2000

     NET EARNINGS:  The Company's  net earnings  decreased  $4,000 or 0.3% while
remaining  relatively unchanged at $1.2 million for the nine month periods ended
March 31, 2001 and 2000. The decrease in net earnings is primarily  attributable
to a decrease in net interest  income of $20,000.  The Company's  basic earnings
per share rose  $0.10 or 12.0%  from  $0.83 per share for the nine month  period
ended  March 31, 2000 to $0.93 per share for the nine month  period  ended March
31,  2001.  The  Company's  diluted  earnings per share rose $0.11 or 13.4% from
$0.82 per share for the nine  month  period  ended  March 31,  2000 to $0.93 per
share for the nine month period  ended March 31,  2001.  The increase in the per
share  amounts  was due to a decrease in the  weighted-average  number of shares
outstanding.

     NET INTEREST INCOME:  Net interest income totaled $3.0 million for the nine
month  period  ended March 31, 2001, a decrease of $20,000 or 0.7% from the same
period in 2000.  The decrease was primarily due to an increase in total interest
expense.

                                     page 8
<PAGE>
     INTEREST INCOME: Interest income increased $740,000 or 9.9% to $8.2 million
for the nine month period ended March 31, 2001. The increase in interest  income
from loans was primarily  responsible for the increased level of interest income
for the period.  Interest income from loans  increased  $652,000 or 9.0% to $7.9
million for the nine month  period ended March 31,  2001.  Interest  income from
interest-bearing  deposits and other  increased from $134,000 for the nine month
period  ended March 31, 2000 to $201,000  for the nine month  period ended March
31,  2001,  an increase  of $67,000 or 50.0%.  Interest  income from  investment
securities increased from $79,000 for the nine month period ended March 31, 2000
to  $100,000  for the nine month  period  ended March 31,  2001,  an increase of
$21,000 or 26.6%.

     INTEREST  EXPENSE:  Interest  expense  increased  $760,000 or 17.2% to $5.2
million  for the nine month  period  ended March 31,  2001.  This  increase  was
primarily due to an increase in interest  expense on borrowings  which increased
$583,000  or 38.0% to $2.1  million  for the nine month  period  ended March 31,
2001.  The increase is a result of an increase in the average amount of Advances
outstanding  as well as an increase in the average  interest  rate paid on those
borrowings.  Supplementing  the increase in interest  expense on Advances was an
increase of $177,000 or 6.2% in interest expense on deposits, which increased to
$3.0 million for the nine month period ended March 31, 2001.

     PROVISION FOR LOSSES ON LOANS:  The provision for losses on loans decreased
$1,000 or 100.0% as there was no provision for the nine month period ended March
31,  2001,  compared to the nine month  period  from the prior year.  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 $101,000,  was appropriate
at March 31, 2001 and 2000. 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 $3,000 or 9.4%
from  $32,000 for the nine month  period ended March 31, 2000 to $35,000 for the
nine  month  period  ended  March  31,  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 decreased $9,000 or 0.7% in remaining relatively unchanged at $1.3
million for the nine month periods  ended March 31, 2001 and 2000.  The decrease
was  comprised  primarily  of a $17,000 or 56.7%  decrease  in  Federal  deposit
insurance  premiums and a $5,000 or 4.9%  decrease in data  processing  expense,
which were  partially  offset by an $11,000 or 4.6% increase in other  operating
expenses.  The  decrease  in  Federal  deposit  insurance  premiums  is due to a
reduction in premium  rates year to year.  Effective  January 1, 2000,  the FICO
assessment  rate for  SAIF-insured  institutions  was  reduced  from 5.920 basis
points to 2.120 basis points.  Further  reductions in the  assessment  rate were
made for each  quarterly  period of 2000. As of April 1, 2001,  the current FICO
assessment  rate is set at 1.90 basis  points.  The increase in other  operating
expenses was a result of an isolated  incident which  management does not expect
to reoccur.

     INCOME TAX: The Company's provision for federal income taxes decreased from
$613,000 for the nine month period ended March 31, 2000 to $610,000 for the nine
month period ended March 31, 2001.  The decrease was a result of the decrease in
the Company's  pretax earnings.  The Company's  effective tax rate was 34.0% for
the nine month periods ended March 31, 2001 and 2000.

     NON-PERFORMING  ASSETS:  At March  31,  2001,  the  Bank had  approximately
$253,000 in loans 90 days or more past due but still accruing.  These delinquent
loans  represent  0.2% of the Bank's net  loans.  The Bank had  $60,000 in loans
listed as special mention in addition to $644,000 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.


                                     page 9
<PAGE>


     DIVIDENDS:  On September 13, 2000, the Company  announced a dividend policy
whereby it will pay a quarterly  cash dividend of $0.26 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 8.3% from the previous quarterly dividend of
$0.24 per share,  which was  established  on September  15,  1999.  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 January  12,  2001.  At March 31,  2001,  the  Company had  recorded
dividends payable of $324,000 for the payment of a dividend on April 13, 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.  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 the repurchase  program may improve liquidity in
the market for the common stock and result in increased  per share  earnings and
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. At May 9, 2001, 15,000 shares had
been repurchased at an average cost of $12.94 per share.

COMPARISON OF RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2001
AND MARCH 31, 2000

     NET  EARNINGS:  The  Company's  net  earnings  increased  $2,000 or 0.5% to
$395,000 for the three months ended March 31, 2001  compared to $393,000 for the
three months ended March 31, 2000. This increase is primarily  attributable to a
decrease in general,  administrative  and other expense of $8,000. The Company's
basic and diluted earnings per share rose $0.02 or 6.9% from $0.29 per share for
the three  month  period  ended  March 31, 2000 to $0.31 per share for the three
month period ended March 31, 2001. The increase in the per share amounts was due
to a decrease in the weighted-average number of shares outstanding.

     NET INTEREST INCOME: Net interest income totaled $1.0 million for the three
months  ended March 31,  2001, a decrease of $7,000 or 0.7% from the same period
in 2000.  The  decrease  was  primarily  due to an  increase  in total  interest
expense.

     INTEREST INCOME: Interest income increased $240,000 or 9.5% to $2.8 million
for the three month period ended March 31, 2001.  This was primarily  attributed
to the increase in interest income from loans,  which increased $201,000 or 8.2%
to $2.7 million for the three month period ended March 31, 2001. Interest income
from  interest-bearing  deposits and other  increased from $44,000 for the three
month  period  ended March 31, 2000 to $83,000 for the three month  period ended
March 31, 2001, an increase of $39,000 or 88.6%. Interest income from investment
securities remained unchanged at $33,000 for the three month periods ended March
31, 2001 and 2000.

     INTEREST  EXPENSE:  Interest  expense  increased  $247,000 or 16.4% to $1.8
million for the three month  period  ended March 31,  2001.  This  increase  was
primarily due to an increase in interest  expense on borrowings  which increased
$171,000 or 31.1% from  $550,000 for the three month period ended March 31, 2000
to $721,000 for the three month  period ended March 31, 2001.  The increase is a
result of an increase in the average  amount of Advances  outstanding as well as
an increase in the average  interest rate paid on those  borrowings.  Also,  the
Company  experienced  an  increase  of  $76,000 or 8.0% in  interest  expense on
deposits,  which  increased from $953,000 for the three month period ended March
31, 2000, to $1.0 million for the three month period ended March 31, 2001.


                                    page 10
<PAGE>



     PROVISION FOR LOSSES ON LOANS:  The provision for losses on loans decreased
$1,000 or 100.0% as there was no  provision  for the three  month  period  ended
March  31,  2001,  compared  to the three  month  period  from the  prior  year.
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 $101,000 was
appropriate  at March  31,  2001 and  2000,  respectively.  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 $1,000 or 11.1%
from $9,000 for the three month  period  ended March 31, 2000 to $10,000 for the
three  month  period  ended  March 31,  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  decreased $8,000 or 1.8% from $446,000 for the three month period
ended  March 31, 2000 to $438,000  for the three  month  period  ended March 31,
2001.  The decrease was  primarily  the result of a $4,000 or 12.9%  decrease in
franchise  and other  taxes.  Also  contributing  to the  decrease  in  general,
administrative  and other  expense was a decrease in employee  compensation  and
other expense of $3,000 or 1.2%.

     INCOME TAX: The Company's provision for federal income taxes increased from
$203,000  for the three month  period  ended March 31, 2000 to $204,000  for the
three  month  period  ended March 31,  2001.  The  increase  was a result of the
increase in the Company's pretax earnings.  The Company's effective tax rate was
34.1% for each of the three month periods ended March 31, 2001 and 2000.


                                    page 11
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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 12
<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: May 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 13
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