<PAGE>
<PAGE>   1
                     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, 1996

                                     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 No. 0-13882


                         FIRST WESTERN BANCORP, INC.
           (Exact name of Registrant as specified in its charter)



Commonwealth of Pennsylvania                    25-1461570
(State or other jurisdiction of      (I.R.S. Employer Identification No.)
incorporation or organization)                                             


     101 East Washington Street, New Castle, Pennsylvania  16101
       (Address of principal executive offices)          (Zip Code)


                               (412)  652-8550
          (Registrant's telephone number, including area code)




Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such 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
                              -------     -------


The number of shares outstanding of the Registrant's common stock as of
November 8, 1996 was:

     Common Stock, $5.00 par value - 7,669,638 shares outstanding
<PAGE>
<PAGE>   2
                           FIRST WESTERN BANCORP, INC.

                                      INDEX

<TABLE>
<CAPTION>                                                         
                                                                 Page 
                                                                Number
<S>  <C>  <C>                                                     <C>
Part I.  Financial Information:

     Item 1.  Financial Statements:     

          Independent Accountants' Report.........................  3

          Consolidated Balance Sheets:
           September 30, 1996, December 31, 1995 and 
           September 30, 1995.....................................  4

          Consolidated Statements of Income:
           Three months ended September 30, 1996 
           and three months ended September 30, 1995..............  5

          Consolidated Statements of Income:
           Nine months ended September 30, 1996 
           and nine months ended September 30, 1995...............  6

          Consolidated Statements of Changes
           in Shareholders' Equity:
           Nine months ended September 30, 1996 
           and nine months ended September 30, 1995...............  7

          Consolidated Statements of Cash Flows:
           Nine months ended September 30, 1996 
           and nine months ended September 30, 1995...............  8

          Notes to Consolidated Financial Statements.............. 10

     Item 2.  Management's Discussion and Analysis of 
          Financial Condition and Results of Operations........... 11


Part II.  Other Information:

     Item 1. - Item 6. ........................................... 28

     Signature.................................................... 29        

</TABLE>

<PAGE>
<PAGE>   3

DELOITTE &                                                      
TOUCHE LLP
----------

              
-----------------------------------------------------------------
2500 One PPG Place                      Telephone: (412) 338-7200
Pittsburgh, Pennsylvania 15222-5401     Facsimile: (412) 338-7380


INDEPENDENT ACCOUNTANTS' REPORT

To the Board of Directors and Shareholders
of First Western Bancorp, Inc.

We have reviewed the accompanying consolidated balance sheets of First Western
Bancorp, Inc. and subsidiaries as of September 30, 1996 and 1995, and the
related consolidated statements of income, changes in shareholders' equity, and
cash flows for the three-month and nine-month periods then ended.  These
financial statements are the responsibility of the Corporation's management.

We conducted our review in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures
to financial data and of making inquiries of persons responsible for financial
and accounting matters. It is substantially less in scope than an audit
conducted in accordance with generally accepted auditing standards, the
objective of which is the expression of an opinion regarding the financial
statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should
be made to such consolidated financial statements for them to be in conformity
with generally accepted accounting principles.

We have previously audited, in accordance with generally accepted auditing
standards, the consolidated balance sheet of First Western Bancorp, Inc. and
subsidiaries as of December 31, 1995, and the related consolidated statements
of income, changes in shareholders' equity, and cash flows for the year then
ended (not presented herein); and in our report dated January 26, 1996, we
expressed an unqualified opinion on those consolidated financial statements.
In our opinion, the information set forth in the accompanying consolidated
balance sheet as of December 31, 1995 is fairly stated, in all material
respects, in relation to the consolidated balance sheet from which it has been
derived.


/s/ DELOITTE & TOUCHE LLP
DELOITTE & TOUCHE LLP


October 15, 1996

---------------
DELOITTE TOUCHE
TOHMATSU
INTERNATIONAL
---------------

                                       3            <PAGE>
<PAGE>   4
Part I. Item 1. Financial Information

              FIRST WESTERN BANCORP, INC. AND SUBSIDIARIES
                       CONSOLIDATED BALANCE SHEETS
                          (Dollars in thousands)
                               (Unaudited)
<TABLE>
<CAPTION>  
                                                                                  September 30,   December 31,   September 30,
                                                                                      1996            1995           1995 
                                                                                  -------------   ------------   -------------
<S>                                                                               <C>             <C>            <C>
ASSETS:                                                                       
-------
Cash and due from banks                                                           $      46,944   $     39,464   $      34,564
                                                                                  -------------   ------------   -------------
Interest-bearing deposits with other banks                                                1,287          2,124             661
                                                                                  -------------   ------------   -------------
Securities available for sale                                                 
    (amortized cost of $240,109, $243,145 and $145,351)                                 238,922        246,980         146,978
                                                                                  -------------   ------------   -------------
Investment securities (market value of $105,434, $115,024, and $126,056)                105,638        114,015         125,846
                                                                                  -------------   ------------   -------------
Mortgage-backed securities (market value of $170,979, $144,362                
    and $190,323)                                                                       174,583        145,550         192,754
                                                                                  -------------   ------------   -------------
Loans available for sale (market value of $3,209, $3,518 and $116,092)                    3,209          3,510         115,421
                                                                                  -------------   ------------   -------------

Loans (net of unearned income of $33,946, $34,636 and $40,576)                        1,113,264      1,024,106       1,012,159
Less: Allowance for possible loan losses                                                 16,073         14,148          13,855
                                                                                  -------------   ------------   -------------
    Net loans                                                                         1,097,191      1,009,958         998,304
                                                                                  -------------   ------------   -------------
Premises and equipment                                                                   19,147         18,411          18,394
                                                                                  -------------   ------------   -------------
Other assets                                                                             25,845         23,252          23,246
                                                                                  -------------   ------------   -------------
            Total Assets                                                          $   1,712,766   $  1,603,264   $   1,656,168
                                                                                  =============   ============   =============
LIABILITIES:            
------------                                                      
Deposits:                                                                     
    Noninterest-bearing demand                                                    $     101,075    $   102,864   $      99,827
    Interest-bearing demand                                                             127,501        110,703          98,344
    Savings                                                                             256,859        271,442         273,476
    Time                                                                                665,874        692,674         706,063
                                                                                  -------------   ------------   -------------
        Total deposits                                                                1,151,309      1,177,683       1,177,710
                                                                                  -------------   ------------   -------------
                                                                              
Borrowed funds:                                                               
    Federal funds purchased and other short-term borrowings                              92,821          3,598          77,632
    Repurchase agreements and secured lines of credit                                   199,615        121,658         129,486
    Advances from the Federal Home Loan Bank                                            119,000        111,670         119,191
                                                                                  -------------   ------------   -------------
        Total borrowed funds                                                            411,436        236,926         326,309
                                                                                  -------------   ------------   -------------

Long-term debt                                                                            6,507          8,133           8,674
                                                                                  -------------   ------------   -------------
Other liabilities                                                                        21,715         58,834          26,412
                                                                                  -------------   ------------   -------------
            Total Liabilities                                                         1,590,967      1,481,576       1,539,105
                                                                                  -------------   ------------   -------------
                                                                              
SHAREHOLDERS' EQUITY:                                                         
---------------------
Preferred stock, no stated value, 4,000,000                                   
    shares authorized, none issued                                                            -              -               -
Common stock, $5.00 par value, 20,000,000                                     
    shares authorized, 7,823,088,  7,816,651  and 7,803,278 shares                    
    issued                                                                               39,115         39,083          39,016
Additional paid-in capital                                                               21,873         21,811          21,547
Retained earnings                                                                        66,334         59,313          56,454
Unrealized (depreciation) appreciation in securities available for sale                    (771)         2,492           1,057
Treasury stock, 154,400,  52,500 and 52,500 shares at cost                               (3,702)        (1,011)         (1,011)
Unallocated common stock held by ESOP (at cost)                                          (1,050)             -               -
                                                                                  -------------   ------------   -------------
            Total Shareholders' Equity                                                  121,799        121,688         117,063
                                                                                  -------------   ------------   -------------
            Total Liabilities and Shareholders' Equity                            $   1,712,766   $  1,603,264   $   1,656,168
                                                                                  =============   ============   =============
</TABLE>      
                See Notes to Consolidated Financial Statements.

                                       4<PAGE>
<PAGE>   5
Part I. Item 1. Financial Information

                  FIRST WESTERN BANCORP, INC. AND SUBSIDIARIES
                       CONSOLIDATED STATEMENTS OF INCOME
                     (In thousands, except per share data)
                                  (Unaudited)
<TABLE>
<CAPTION>
                                                                       For the Three Months Ended
                                                                      -----------------------------
                                                                       September 30,   September 30,
                                                                           1996            1995
                                                                      -------------   -------------
<S>                                                                   <C>             <C>
INTEREST INCOME:                                                 
----------------
Interest and fees on loans                                            $      23,270   $      23,746
Interest and fees on loans available for sale                                    78               -
Interest on deposits with other banks                                            15              11
Interest on securities available for sale                                     4,280           2,543
Interest and dividends on investment securities:                 
     Taxable interest                                                           368             750
     Tax-exempt interest                                                      1,041           1,004
Interest on mortgage-backed securities                                        2,719           2,996
Interest on federal funds sold                                                    -               3
                                                                      -------------   -------------
         Total Interest Income                                               31,771          31,053
                                                                      -------------   -------------
INTEREST EXPENSE:                                                
-----------------
Interest on deposits:                                            
     Demand                                                                     404             464
     Savings                                                                  1,702           1,745
     Time                                                                     9,255          10,265
Interest on borrowed funds:                                      
     Federal funds purchased and other short-term borrowings                    940             576
     Repurchase agreements and secured lines of credit                        2,943           2,034
     Advances from the Federal Home Loan Bank                                 1,610           1,830
Interest on long-term debt                                                      123             183
                                                                      -------------   -------------
         Total Interest Expense                                              16,977          17,097
                                                                      -------------   -------------
                                                                 
NET INTEREST INCOME                                                          14,794          13,956
     Provision for possible loan losses                                       1,190             956
                                                                      -------------   -------------
                                                                 
NET INTEREST INCOME AFTER PROVISION FOR                          
     POSSIBLE LOAN LOSSES                                                    13,604          13,000
                                                                      -------------   -------------
OTHER INCOME:                                                    
-------------
Trust fees                                                                      448             479
Service charges on deposit accounts                                             972             856
Credit card program fees                                                        459             386
Net securities gains                                                            541             479
Other operating income                                                          679             807
                                                                      -------------   -------------
         Total Other Income                                                   3,099           3,007
                                                                      -------------   -------------
OTHER EXPENSES:                                                  
---------------
Salaries and wages                                                            3,579           3,459
Employee benefits                                                               957           1,022
Net occupancy expense                                                           685             805
Equipment rentals, depreciation and maintenance                                 519             561
Federal deposit insurance                                                     3,581             259
Outside examination, legal fees and consulting                                  325             485
Advertising and promotion                                                       366             384
Supplies                                                                        396             384
Outside data processing services                                                443             374
Other operating expense                                                       2,097           1,946
                                                                      -------------   -------------
        Total Other Expenses                                                 12,948           9,679
                                                                      -------------   -------------
INCOME BEFORE INCOME TAXES                                                    3,755           6,328
        Income Taxes                                                            921           1,948
                                                                      -------------   -------------
NET INCOME                                                            $       2,834   $       4,380
                                                                      =============   =============
                                                                 
EARNINGS PER SHARE                                                    $        0.37   $        0.56
                                                                      =============   =============
                                                                 
DIVIDENDS PER SHARE                                                   $        0.18   $        0.17
                                                                      =============   =============
                                                                 
WEIGHTED AVERAGE SHARES OUTSTANDING AND COMMON SHARE EQUIVALENTS              7,722          7,838
                                                                      =============   =============
</TABLE>                                                         
         See Notes To Consolidated Financial Statements.

                                       5<PAGE>
<PAGE>   6
Part I. Item 1. Financial Information

                  FIRST WESTERN BANCORP, INC. AND SUBSIDIARIES
                       CONSOLIDATED STATEMENTS OF INCOME
                     (In thousands, except per share data)
                                  (Unaudited)
<TABLE>
<CAPTION>
                                                                        For the Nine Months Ended
                                                                      -----------------------------
                                                                       September 30,   September 30,
                                                                           1996            1995
                                                                      -------------   -------------
<S>                                                                   <C>             <C>
INTEREST INCOME:                                                 
----------------
Interest and fees on loans                                            $      67,862   $      67,676
Interest and fees on loans available for sale                                   150               -
Interest on deposits with other banks                                            45              32
Interest on securities available for sale                                    12,985           7,314
Interest and dividends on investment securities:                 
     Taxable interest                                                         1,167           2,376
     Tax-exempt interest                                                      3,107           3,015
Interest on mortgage-backed securities                                        7,877           8,953
Interest on federal funds sold                                                   11             117
                                                                      -------------   -------------
         Total Interest Income                                               93,204          89,483
                                                                      -------------   -------------
INTEREST EXPENSE:                                                
-----------------
Interest on deposits:                                            
     Demand                                                                   1,145           1,473
     Savings                                                                  5,173           5,798
     Time                                                                    28,338          28,291
Interest on borrowed funds:                                      
     Federal funds purchased and other short-term borrowings                  2,165           1,048
     Repurchase agreements and secured lines of credit                        7,972           5,671
     Advances from the Federal Home Loan Bank                                 4,776           5,583
Interest on long-term debt                                                      375             572
                                                                      -------------   -------------
         Total Interest Expense                                              49,944          48,436
                                                                      -------------   -------------
                                                                 
NET INTEREST INCOME                                                          43,260          41,047
     Provision for possible loan losses                                       5,770           2,626
                                                                      -------------   -------------
                                                                 
NET INTEREST INCOME AFTER PROVISION FOR                          
     POSSIBLE LOAN LOSSES                                                    37,490          38,421
                                                                      -------------   -------------
OTHER INCOME:                                                    
-------------
Trust fees                                                                    1,494           1,489
Service charges on deposit accounts                                           2,690           2,410
Credit card program fees                                                      1,180           1,029
Net securities gains                                                          1,731             715
Other operating income                                                        2,167           2,369
                                                                      -------------   -------------
         Total Other Income                                                   9,262           8,012
                                                                      -------------   -------------
OTHER EXPENSES:                                                  
---------------
Salaries and wages                                                           10,471          10,055
Employee benefits                                                             3,044           3,079
Net occupancy expense                                                         2,167           2,171
Equipment rentals, depreciation and maintenance                               1,679           1,704
Federal deposit insurance                                                     4,226           1,487
Outside examination, legal fees and consulting                                  972           1,063
Advertising and promotion                                                       942           1,200
Supplies                                                                      1,132           1,169
Outside data processing services                                              1,301           1,029
Other operating expense                                                       5,986           5,476
                                                                      -------------   -------------
        Total Other Expenses                                                 31,920          28,433
                                                                      -------------   -------------
INCOME BEFORE INCOME TAXES                                                   14,832          18,000
        Income Taxes                                                          3,643           5,461
                                                                      -------------   -------------
NET INCOME                                                            $      11,189   $      12,539
                                                                      =============   =============
                                                                 
EARNINGS PER SHARE                                                    $        1.44   $        1.60
                                                                      =============   =============
                                                                 
DIVIDENDS PER SHARE                                                   $        0.54   $        0.52
                                                                      =============   =============
                                                                 
WEIGHTED AVERAGE SHARES OUTSTANDING AND COMMON SHARE EQUIVALENTS              7,791           7,849
                                                                      =============   =============
</TABLE>                                                         
         See Notes To Consolidated Financial Statements.

                                       6<PAGE>
<PAGE>   7

    Part I. Item 1. Financial Information

                  FIRST WESTERN BANCORP, INC. AND SUBSIDIARIES
           CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
                    (In thousands, except per share amounts)
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                                 For the Nine Months Ended September 30, 1996             
                                                  ------------------------------------------------------------------------------
                                                                                          Unrealized
                                                                                         Appreciation             Common Stock 
                                                                                        (Depreciation)            Held by ESOP 
                                                   Common Stock                         in Securities              (at Cost)   
                                                  ---------------              Retained    Available   Treasury  ---------------
                                                  Shares   Amount    Surplus   Earnings     for Sale     Stock   Shares   Amount
                                                  ------------------------------------------------------------------------------
<S>                                                <C>     <C>       <C>       <C>          <C>        <C>          <C>      <C>
    Balance - January 1, 1996                      7,817   $39,083   $21,811   $59,313      $2,492     $(1,011)     -        $- 
                                                        
    Net income                                         -         -         -    11,189           -           -      -         - 
                                                        
    Cash dividends paid ($0.54 per share)              -         -         -    (4,168)          -           -      -         - 

    Exercise of options, net of shares redeemed        5        27        43         -           -           -      -         - 
    
    Common stock issued for dividend reinvestment      1         5        19         -           -           -      -         - 
   
    Common stock purchased by ESOP                     -         -         -         -           -           -    (40)   (1,050)
 
    Treasury stock purchased                           -         -         -         -           -      (2,691)     -         - 
                                                
    Net change in unrealized appreciation               
       (depreciation) in securities available 
        for sale                                       -         -         -         -      (3,263)          -      -         - 
                                                  ------------------------------------------------------------------------------
    Balance - September 30, 1996                   7,823   $39,115   $21,873   $66,334       $(771)    $(3,702)   (40)  $(1,050)
                                                  ==============================================================================
</TABLE>                                                
                                                       
<TABLE>                                                 
<CAPTION>
                                                                 For the Nine Months Ended September 30, 1995             
                                                  ------------------------------------------------------------------------------
                                                                                          Unrealized
                                                                                         Appreciation             Common Stock 
                                                                                        (Depreciation)            Held by ESOP 
                                                   Common Stock                         in Securities              (at Cost)   
                                                  ---------------              Retained    Available   Treasury  ---------------
                                                  Shares   Amount    Surplus   Earnings     for Sale     Stock   Shares   Amount
                                                  ------------------------------------------------------------------------------
<S>                                                <C>     <C>       <C>       <C>          <C>             <C>    <C>    <C>
    Balance - January 1, 1995                      5,180   $25,901   $34,431   $47,961      $(2,191)        $-     (1)    $(23)
                                                        
    Net income                                         -         -         -    12,539            -          -      -        - 
                                                        
    Cash dividends paid ($0.52 per share)              -         -         -    (4,046)           -          -      -        - 
                                                        
    Purchased stock allocated to 
      ESOP participants                                -         -         -         -            -          -      1       23 
    
    Exercise of options, net of shares redeemed       15        75       (54)        -            -          -      -        - 
      
    Common stock issued for dividend 
      reinvestment                                     7        35       175         -            -          -      -        - 
     
    Treasury stock purchased                           -         -         -         -            -     (1,011)     -        - 
    
    Net change in unrealized appreciation        
      (depreciation) in securities available 
      for sale                                         -         -         -         -        3,248          -      -        - 
       
    Fifty percent stock dividend 
      declared October 17, 1995                    2,601    13,005   (13,005)        -            -          -      -        - 
                                                  ------------------------------------------------------------------------------
    Balance - September 30, 1995                   7,803   $39,016   $21,547   $56,454       $1,057    $(1,011)     -       $-
                                                  ==============================================================================
</TABLE>                                                



      See Notes To Consolidated Financial Statements.

                                      7<PAGE>
<PAGE>   8
Part I. Item 1. Financial Information

              FIRST WESTERN BANCORP, INC. AND SUBSIDIARIES
                  CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (In thousands)
                               (Unaudited)
<TABLE>                                                                           For the Nine Months Ended
                                                                                -----------------------------
                                                                                September 30,   September 30,
                                                                                    1996            1995
                                                                                -------------   -------------
<CAPTION>
<S>                                                                              <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES:                                       
-------------------------------------
Net income                                                                       $     11,189    $     12,539
                                                                                -------------   -------------
Adjustments to reconcile net income to net cash                             
   provided by operating activities:                                       
      Depreciation                                                                      1,688           1,674
      Amortization and accretion                                                        1,528             (15)
      Provision for possible loan losses                                                5,770           2,626
      Gain on sale of securities                                                       (1,731)           (715)
      Loss (gain) on sale of real estate owned                                             44            (578)
      (Gain) loss on sale of premises and equipment                                        27              40
      Gain on sale of loans                                                               (54)           (423)
      Provision for deferred tax benefit                                                  (23)            (48)
      (Decrease) increase in current taxes payable                                     (1,746)             31 
      Increase in interest receivable                                                  (1,566)         (1,295)
      (Decrease) increase in interest payable                                             (38)          4,258
      Federal deposit insurance special assessment                                      3,291               -
      Other - net                                                                      (1,493)           (998)
                                                                                -------------   -------------
   Total adjustments                                                                    5,697           4,557
                                                                                -------------   -------------
Net cash provided by operating activities                                              16,886          17,096
                                                                                -------------   -------------
                                                                            
CASH FLOWS FROM INVESTING ACTIVITIES:                                       
-------------------------------------
Proceeds from sales of securities available for sale                                   84,083          56,695
Proceeds from maturity or paydown of securities available for sale                     46,052          10,696
Purchase of securities available for sale                                            (162,967)       (129,760)
Proceeds from maturity or paydown of investment securities                             40,534          32,715
Purchase of investment securities                                                     (61,796)        (15,085)
Purchase of loans                                                                      (6,155)        (30,761)
Proceeds from sale of loans                                                            29,130          28,056
Net increase in loans                                                                (116,279)       (146,937)
Decrease in deposits with other banks                                                     838             211
Purchase of premises and equipment                                                     (2,488)         (1,043)
Proceeds from sale of premises and equipment                                               35              99
Proceeds from sale of other real estate owned                                             852           1,555
Cash received in branch purchases                                                           -          88,021
                                                                                -------------   -------------
Net cash used in investing activities                                                (148,161)       (105,538)
                                                                                -------------   -------------
                                                                            
CASH FLOWS FROM FINANCING ACTIVITIES:                                        
------------------------------------
Net (decrease) increase in deposits                                                   (26,314)         51,671
Net increase in federal funds purchased and other 
   short-term borrowings                                                               89,223          42,785
Net increase in repurchase agreements and secured lines of credit                      77,957           1,025
Net increase (decrease) in advances from the Federal Home Loan Bank                     7,330          (8,930)
Proceeds from issuance of long-term debt                                                1,050               -
Payments on long-term debt                                                             (2,676)         (1,645)
Proceeds from exercise of stock options                                                    70              21
Proceeds from common stock issued for dividend reinvestment plan                           24             210
Treasury stock purchased                                                               (2,691)         (1,011)
Common stock purchased for ESOP                                                        (1,050)              -
Stock allocated to ESOP participants                                                        -              23
Dividends paid on common stock                                                         (4,168)         (4,046)
                                                                                -------------   -------------
Net cash provided by financing activities                                             138,755          80,103
                                                                                -------------   -------------
NET INCREASE (DECREASE) IN CASH AND DUE FROM BANKS                                      7,480          (8,339)
                                                                            
CASH AND DUE FROM BANKS - Beginning of year                                            39,464          42,903
                                                                                -------------   -------------
CASH AND DUE FROM BANKS - End of period                                          $     46,944    $     34,564
                                                                                =============   =============
</TABLE>                                                                    
             See Notes To Consolidated Financial Statements.                
                                                                            
                                      8<PAGE>
<PAGE>   9
Part I. Item 1. Financial Information

                  FIRST WESTERN BANCORP, INC. AND SUBSIDIARIES
               CONSOLIDATED STATEMENTS OF CASH FLOWS - CONTINUED
                                 (In thousands)
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                                                  For the Nine Months Ended
                                                                                -----------------------------
                                                                                September 30,   September 30,
                                                                                    1996            1995
                                                                                -------------   -------------

<S>                                                                             <C>             <C>
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

   Cash paid during the period for:

      Interest                                                                  $      49,982   $      44,187
                                                                                =============   =============
      Income taxes                                                              $       5,562   $       5,510
                                                                                =============   =============

SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING ACTIVITIES:

   Securities purchased settling after September 30                             $           -   $       5,861
                                                                                =============   =============
   Transfers to other real estate owned                                         $         983   $         254
                                                                                =============   =============
   Net change in unrealized (depreciation) appreciation in securities
      available for sale, net of income tax effects                             $     (3,263)   $       3,248
                                                                                =============   =============

SUPPLEMENTAL DISCLOSURE OF NONCASH FINANCING ACTIVITIES:

   Deposits assumed in branch acquisitions                                      $           -   $      96,681
                                                                                =============   =============

</TABLE>

            See Notes To Consolidated Financial Statements.




                                      9<PAGE>
<PAGE>  10
                FIRST WESTERN BANCORP, INC. AND SUBSIDIARIES
                 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
       FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
                                 (Unaudited)

1.  Principles of Consolidation:

     The consolidated financial statements include the accounts of First
Western Bancorp, Inc. (First Western) and its wholly-owned subsidiaries, First
Western Bank, National Association (First Western Bank, N.A.), First Western
Bank, Federal Savings Bank (First Western Bank, F.S.B.), and First Western
Trust Services Company (Trust Services).  All significant intercompany
transactions have been eliminated in consolidation.

     The consolidated balance sheets as of September 30, 1996 and September 30,
1995, and the related consolidated statements of income, changes in
shareholders' equity, and cash flows for the three and nine month periods ended
September 30, 1996 and 1995 are unaudited.  In the opinion of management, all
adjustments necessary for a fair presentation of such financial statements have
been included.  Such adjustments consisted only of normal recurring items. 
Interim results are not necessarily indicative of results for a full year.

     The financial statements and notes are presented as permitted by Form 10-
Q.  The interim statements are unaudited and should be read in conjunction with
the financial statements and notes thereto contained in First Western's 1995
Annual Report on Form 10-K.


2.  Earnings Per Share:

     Earnings per common share are based on the weighted average number of
common shares outstanding and common share equivalents in each period. 
Weighted average shares outstanding include common share equivalents under
First Western's Incentive Stock Option Plan for Key Officers.  


                                     10<PAGE>
<PAGE> 11

Part 1. Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.


Results of operations for the three and nine months ended September 30, 1996
compared with the three and nine months ended September 30, 1995:

     For the nine months ended September 30, 1996, First Western's net income
was $11.2 million or $1.44 per share compared with $12.5 million or $1.60 per
share for the nine months ended September 30, 1995.  First Western's net income
decreased $1.3 million or 10.8% from the first nine months of 1995 to the first
nine months of 1996 primarily due to a $3.1 million increase in the provision
for possible loan losses and a $2.7 million increase in federal deposit
insurance expense.  During the first nine months of 1996, First Western
increased its provision for possible loan losses in response to increased
consumer loan charge-offs and delinquencies.  First Western's federal deposit
insurance expense increased from the prior year as a result of the President
signing the Omnibus Consolidated Appropriations Act on September 30, 1996
which, among other items, called for a recapitalization of the Savings
Association Insurance Fund ("SAIF") of the Federal Deposit Insurance
Corporation ("FDIC").  As a result of this legislation, First Western will pay
a one-time special assessment of $3.3 million during the fourth quarter of
1996.  This one-time FDIC assessment, net of income taxes, reduced earnings for
the three and nine month periods ended September 30, 1996 by approximately $2.0
million or $0.26 per share.  Excluding the FDIC assessment, earnings for the
nine months ended September 30, 1996 would have been $13.2 million or $1.70 per
share, increasing 5.4% and 6.3%, respectively, over earnings of $12.5 million
or $1.60 per share for the nine months ended September 30, 1995.  The impact
of the increase in the provision for possible loan losses and FDIC special
assessment was partially offset by a $2.3 million or 5.4% increase in net
interest income and a $1.3 million or 15.6% increase in other income primarily
due to a $1.0 million increase in gains on sales of securities available for
sale.  First Western's return on average assets and return on average equity
for the first nine months of 1996 were 0.90% and 12.36%, respectively, compared
with 1.06% and 14.98% for the first nine months of 1995, with the decline in
these ratios attributable to the increased provision for possible loan losses
and the FDIC special assessment.  Excluding the impact of the FDIC special
assessment, First Western's return on average assets and return on average
equity for the nine months ended September 30, 1996 would have been
approximately 1.06% and 14.60%, respectively.

     For the three months ended September 30, 1996, First Western's net income
was $2.8 million, decreasing $1.6 million or 35.3% from $4.4 million for the
third quarter of 1995 due to the FDIC special assessment.  First Western's
earnings per share were $0.37 for the three months ended September 30, 1996,
decreasing from $0.56 for the three months ended September 30, 1995 due to the
FDIC special 

                                     11<PAGE>
<PAGE> 12

assessment.  Excluding the FDIC special assessment, earnings for  the three
months ended September 30, 1996 would have been $4.9 million or $0.63 per
share.  First Western's return on average assets and return on average equity
were 0.67% and 9.23%, respectively, for the three months ended September 30,
1996, compared with 1.07% and 15.19% for the third quarter of 1995.  Excluding
the impact of the FDIC special assessment, First Western's return on average
assets and return on average equity for the three months ended September 30,
1996 would have been approximately 1.15% and 15.83%, respectively.


Net Interest Income:

     First Western's net interest income was $43.3 million for the nine months
ended September 30, 1996, increasing $2.3 million or 5.4% from $41.0 million
for the first nine months of 1995.  The increase in net interest income was
generated by an $88.7 million or 5.9% increase in average earning assets which
was partially offset by a decline in First Western's net interest margin from
3.79% for the first nine months of 1995 to 3.77% for the first nine months of
1996.  The increase in average earning assets was due to a $67.0 million or
14.2% increase in average securities along with a $24.0 million or 2.3%
increase in average loans outstanding.  The growth in average earning assets
was funded by a $71.6 million or 25.1% increase in average borrowed funds and
an $11.0 million or 1.0% increase in average deposits.

     First Western's net interest income for the third quarter of 1996 was
$14.8 million, increasing $838,000 or 6.0% from $14.0 million for the third
quarter of 1995.  This increase in net interest income was due to a $63.4
million or 4.1% increase in average earning assets along with an increase in
the net interest margin.  The increase in average earning assets for the third
quarter of 1996 compared with the prior year was due to a $65.3 million or
14.0% increase in average securities funded by an increase in average borrowed
funds.  First Western's net interest margin for the third quarter of 1996 was
3.79%, increasing from 3.71% for the third quarter of 1995 due to a decrease
in First Western's cost of funds.

     First Western's net interest margin or net interest income expressed as
a percentage of average earning assets was 3.77% for the first nine months of
1996 compared with 3.79% for the first nine months of 1995.  First Western's
yield on earning assets declined from the first nine months of 1995 to the
first nine months of 1996 due primarily to a decline in loan yields.  Loan
yields declined in part due to securitization of $113.7 million of fixed rate
residential mortgage loans during the fourth quarter of 1995 and also due to
a decline in the yields of commercial loans with interest rates based on the
prime rate, which was reduced by 50 basis points since December 1995.  First
Western's cost of funds decreased for the first nine months of 1996 compared
with the prior year due to decreases in the rates paid for deposits and
borrowed funds.

                                     12<PAGE>
<PAGE> 13

Provision for Possible Loan Losses:

     First Western's provision for possible loan losses was $5.8 million for
the first nine months of 1996, increasing $3.2 million from $2.6 million for
the first nine months of 1995.  During the third quarter of 1996, First
Western's provision for possible loan losses was $1.2 million, increasing
$200,000 from $1.0 million for the third quarter of 1995 and decreasing $2.1
million from a provision of $3.3 million for the second quarter of 1996.  First
Western increased its provision for possible loan losses during the second
quarter of 1996 in response to increased consumer loan charge-offs.  First
Western's net charge-offs for the first nine months of 1996 were $3.8 million
or 0.48% of average loans, compared with $1.7 million or 0.22% of average loans
for the first nine months of 1995.  Substantially all of First Western's
charge-offs for the first nine months of 1995 and 1996 were consumer loans,
primarily indirect automobile loans and credit card loans.  First Western's net
charge-offs for the third quarter of 1996 were $1.0 million, compared with
$572,000 for the third quarter of 1995 and $1.0 million and $1.8 million for
the first and second quarters of 1996, respectively. 
 
     First Western's net charge-offs by loan type are as follows (in
thousands):

<TABLE>
<CAPTION>
                                                                               Nine months ended September 30,
                                                                               -------------------------------
                                                                                  1996                 1995
                                                                               ----------           ----------
    <S>                                                                        <C>                  <C>
    Commercial, financial and agricultural loans..........................     $      (87)          $      (30)
    Real estate construction loans........................................              -                    -
    Real estate mortgage loans............................................            130                   (7)
    Installment loans.....................................................          3,801                1,751
                                                                               ----------           ----------
       Total net charge-offs..............................................     $    3,844           $    1,714
                                                                               ==========           ==========
    Net charge-offs as a percentage of
       average loans......................................................           0.48%                0.22%
                                                                               ==========           ==========
</TABLE>




                                     13<PAGE>
<PAGE> 14

Other Income and Other Expenses:

     Other income increased $1.3 million or 15.6% from $8.0 million for the
first nine months of 1995 to $9.3 million for the first nine months of 1996
primarily due to gains on sales of securities available for sale, and increases
in fees for servicing loans, service charges on deposit accounts and
commissions on sales of mutual funds and annuities.  These increases in other
income were partially offset by decreases in gains realized on sales of other
real estate owned and gains on sales of loans.  For the third quarter of 1996,
other income was $3.1 million, increasing $92,000 or 3.1% from $3.0 million for
the third quarter of 1995 with most of this increase due to increases in fees
for servicing loans and service charges on deposit accounts.  Partially
offsetting these increases in other income for the third quarter of 1996
compared with the prior year was a $275,000 decrease in gains on sales of other
real estate owned.

     Service charges on deposit accounts increased $280,000 or 11.6% for the
first nine months of 1996 compared with the same period in the prior year.  The
increase in service charges on deposit accounts reflected the addition of
approximately $97 million of deposits acquired with the five branch offices
purchased by First Western during the first quarter of 1995 along with an
increase in the returned check charge implemented in mid-1995.  Service charges
on deposit accounts increased $116,000 or 13.6% for the third quarter of 1996
compared with the prior year due primarily to the increase in fees charged for
returned checks.  

     First Western's credit card program fees increased $152,000 or 14.7% from
$1.0 million for the first nine months of 1995 to $1.2 million for the first
nine months of 1996 reflecting the growth of First Western's credit card
program along with an increase in fees earned for processing merchant
transactions.  First Western's credit card program fees increased $73,000 or
18.9% from $386,000 for the third quarter of 1995 to $459,000 for the third
quarter of 1996 reflecting the increases in volume and merchant fees.

     During the first nine months of 1996, First Western sold certain
securities available for sale realizing gains of $1.7 million, which was an
increase of $1.0 million from gains of $715,000 for the first nine months of
1995.  First Western sold certain bank equity securities during the first nine
months of 1996 which resulted in approximately $465,000 of the total gains
realized with the remaining gains resulting from First Western restructuring
a portion of its securities portfolio.  During the third quarter of 1996, First
Western realized gains of $541,000 compared with $479,000 for the third quarter
of 1995. 

     Other operating income decreased $202,000 or 8.5% from $2.7 million for
the first nine months of 1995 to $2.2 million for the first nine months of 1996
due to decreases in gains realized on sales of loans and other real estate
owned.  During the first nine months of

                                     14<PAGE>
<PAGE> 15

1995, First Western realized gains on sales of loans of $423,000 primarily as
a result of First Western selling its portfolio of student loans, while sales
of loans during the first nine months of 1996 resulted in gains of $54,000. 
Sales of other real estate owned resulted in gains of $578,000 during the first
nine months of 1995 compared with losses of $44,000 during the first nine
months of 1996.  These decreases in income from sales of loans and other real
estate owned were partially offset by increases in other types of income during
the first nine months of 1996.  As a result of the loan securitizations and
sales that took place during the fourth quarter of 1995, First Western's income
from loan servicing increased $388,000 for the first nine months of 1996
compared with the same period in the prior year.  First Western increased its
mutual fund and annuity commissions by $249,000 by utilizing a third-party
provider beginning in the second quarter of 1995.  During the first nine months
of 1996, First Western realized an $80,000 gain on the sale of the solicitation
rights to one of First Western's credit card affinity group programs.  For the
third quarter of 1996, other operating income decreased $128,000 or 15.9% due
to a $275,000 decrease in gains realized on sales of other real estate owned
with this decrease partially offset by a $115,000 increase in loan servicing
income. 

     Total other expenses increased $3.5 million or 12.3% from $28.4 million
for the first nine months of 1995 to $31.9 million for the first nine months
of 1996 due to a $3.3 million one-time assessment to recapitalize the FDIC's
Savings Association Insurance Fund.  This assessment also resulted in an
increase in other expenses of $3.3 million or 33.8% from $9.7 million for the
third quarter of 1995 to $12.9 million for the third quarter of 1996.

     First Western's salary and employee benefits expense increased a combined
$381,000 or 2.9% for the first nine months of 1996 compared with the first nine
months of 1995.  Salaries and employee benefits expense increased due to normal
salary and wage increases in addition to First Western increasing the number
of its branch locations with these increases partially offset by a decrease in
First Western's medical insurance expense.  First Western's salaries and
employee benefits expense increased $55,000 or 1.2% for the third quarter of
1996 compared with the prior year due to increased salaries and wages resulting
from new branch locations with this increase partially offset by lower benefit
costs.

     Occupancy and equipment expense decreased a combined $29,000 or 0.7% from
the first nine months of 1995 to the first nine months of 1996 due to First
Western recording a $100,000 charge to occupancy expense during the third
quarter of 1995 to accrue for the costs of abandoning two leased branch
offices.  Also contributing to the decrease in occupancy and equipment expense
was an increase in rental income and a reduction in property tax expense with
these decreases partially offset by the opening of an in-store branch in late
1995 and the expansion of an existing branch in early 1996.  Occupancy and
equipment expense decreased $162,000 or 11.9% from $1.4 million for

                                     15<PAGE>
<PAGE> 16

the third quarter of 1995 to $1.2 million for the third quarter of 1996 due to
the costs to abandon the two leased offices recorded during the third quarter
of 1995 along with a decrease in depreciation expense.

     Federal deposit insurance expense increased $2.7 million from $1.5 million
for the first nine months of 1995 to $4.2 million for the first nine months of
1996 with this increase due to a one-time assessment of thrift deposits in
order to recapitalize the SAIF.  On September 30, 1996, the President signed
legislation which included provisions to recapitalize the SAIF by means of a
one-time assessment on SAIF insured deposits.  The one-time assessment was set
at $0.657 per $100 of insured deposits.  This legislation also eliminated the
insurance rate differential between the Bank Insurance Fund ("BIF") and the
SAIF and provided for some sharing of the SAIF's debt service requirements with
the BIF; however, the SAIF will still absorb a larger portion of the debt
service requirement going forward.  This legislation should result in a
reduction in First Western's Federal deposit insurance expense in future
periods.  This special assessment was the reason for the $3.3 million increase
in FDIC insurance from $259,000 for the third quarter of 1995 to $3.6 million
for the third quarter of 1996.  Excluding the impact of the special assessment,
First Western's FDIC insurance expense would have decreased $552,000 for the
nine months ended September 30, 1996 compared with the prior year due to a
reduction in the BIF insurance premiums in late 1995.

     First Western's outside examination, legal and consulting expense
decreased $91,000 or 8.6% from the first nine months of 1995 to the first nine
months of 1996 due to First Western settling a lawsuit during the third quarter
of 1995 which increased First Western's legal expense.  The decrease in legal
expense for the first nine months of 1996 compared with the prior year was
partially offset by increased consulting expense as First Western utilized
outside consultants during 1996 to assist management in performing a product
profitability study for all major loan and deposit products.  First Western's
outside examination, legal and consulting expense decreased $160,000 or 33.0%
for the third quarter of 1996 compared with the prior year primarily due to a
decrease in legal expense.

     First Western's advertising and promotion expense decreased $258,000 or
21.5% from $1.2 million for the first nine months of 1995 to $942,000 for the
first nine months of 1996.  The most significant component of the decrease in
advertising expense was a $163,000 reduction in credit card affinity group
solicitation costs due to First Western de-emphasizing the origination of new
affinity group programs.  Additionally, First Western ran several special
promotions during the first nine months of 1995 such as the grand opening of
the newly acquired branches and the promotion of the loan by telephone program. 
Through the first nine months of 1996, First Western did not run any special
advertising campaigns similar in size to the prior year.  First Western's
advertising and promotion expense decreased $18,000 or 4.7% for the third
quarter of 1996 compared with the prior  

                                     16<PAGE>
<PAGE> 17

year as a result of First Western reducing its credit card solicitation
expenditures.

     Outside data processing services expense increased $272,000 or 26.4% from
$1.0 million for the first nine months of 1995 to $1.3 million for the first
nine months of 1996.  First Western's expense for outside data processing
services increased due to increased Automated Teller Machine ("ATM") data
processing charges and increased credit card data processing charges.  First
Western's outside data processing expense increased $69,000 or 18.4% from
$374,000 for the third quarter of 1995 to $443,000 for the third quarter of
1996 with this increase due primarily to increased credit card data processing
expenses.  

     Other operating expenses increased $510,000 or 9.3% from $5.5 million for
the first nine months of 1995 to $6.0 million for the first nine months of
1996.  Other expenses increased from the first nine months of 1995 to the first
nine months of 1996 due in part to a $161,000 increase in bad check and fraud
losses.  Approximately $85,000 of the increase in bad check and fraud losses
was due to a recovery on a 1994 fraud loss which reduced other expenses during
1995.  During the first nine months of 1996, First Western began purchasing
various deposit account enhancements from a third-party provider which
contributed approximately $135,000 to the increase in other expenses.  The
amortization of the intangible assets resulting from the first quarter 1995
branch acquisitions added $122,000 to the increase in other expenses for the
nine month period ended September 30, 1996 compared with the prior year.  
Other operating expenses were $2.1 million for the third quarter of 1996,
increasing $151,000 or 7.8% from $1.9 million for the third quarter of 1995. 
Other operating expenses increased from the third quarter of 1995 to the third
quarter of 1996 due to increased expenses for bad check and fraud losses and
the fees paid for the deposit account enhancements.


Income Taxes:

     First Western's income tax expense was $3.6 million for the first nine
months of 1996 compared with $5.5 million for the first nine months of 1995. 
First Western reduced its income tax expense for the nine month period ended
September 30, 1996 by $500,000 as a result of First Western reaching a
settlement with the IRS during the second quarter of 1996 on various findings
of an audit of First Western's tax returns from 1989 through 1992.  The
$500,000 reduction in income tax expense during the nine month period ended
September 30, 1996 represents the difference between the amount that First
Western had accrued in prior years for potential IRS audit findings and the
actual settlement amount.
  
     Excluding the adjustment to income tax expense for the IRS settlement,
First Western's effective tax rate for the nine months ended September 30, 1996
would have been 27.9%.  First Western's

                                     17<PAGE>
<PAGE> 18

effective tax rate for the first nine months of 1995 was 30.3%.  The decrease
in First Western's effective tax rate from 1995 to 1996, excluding the $500,000
adjustment related to the audit settlement, was due to First Western having an
increased level of tax-exempt interest income as compared with pretax earnings
and also due to First Western having a $264,000 decrease in state income taxes
at its savings association subsidiary primarily as a result of the special SAIF
assessment.

     Congress passed legislation during the third quarter of 1996 which
eliminated the taxation of bad debt reserves created by thrifts prior to 1988. 
These bad debt reserves for tax purposes would have created a potential tax
liability if a thrift changed its charter.  This legislation removes the
potential liability related to thrift charter conversions eliminating this as
an obstacle to changing the thrift charter or merging the thrift subsidiary
with the bank subsidiary. 


                                     18<PAGE>
<PAGE> 19

Financial Condition as of September 30, 1996 as compared with December 31, 1995
and September 30, 1995.

     As of September 30, 1996, First Western's total assets were $1.713 billion
compared with $1.603 billion at December 31, 1995 and $1.656 billion at
September 30, 1995.  Most of the increase from September 30, 1995 and December
31, 1995 was due to the growth of the loan and securities portfolios funded by
an increase in borrowed funds.  Total average assets for the first nine months
of 1996 were $1.666 billion compared with $1.575 billion for the first nine
months of 1995, an increase of 5.8%.


                                     19<PAGE>
<PAGE> 20

Loan Portfolio:

     Net loans increased $89.2 million or 8.7% during the first nine months of
1996 with the growth rate of loans increasing during the second and third
quarters of 1996 compared with the first quarter of 1996.  First Western's
loans outstanding increased $33.8 million during the third quarter of 1996
compared with $19.7 million and $35.7 million for the first and second quarters
of 1996, respectively.  Real estate mortgage loans, excluding mortgage loans
available for sale, increased $89.4 million during the first nine months of
1996 with most of this increase in residential mortgage loans.  Mortgage loans
have increased as a result of First Western hiring additional mortgage loan
originators during late 1995 and early 1996.  The following table shows the
composition of First Western's loan portfolio at September 30, 1996, December
31, 1995 and September 30, 1995:


<TABLE>
<CAPTION>
                                              September 30, 1996              December 31, 1995            September 30, 1995
                                            ------------------------       ----------------------        -----------------------
                                               Amount        Percent          Amount      Percent           Amount       Percent
                                            ------------    --------       -----------   --------        -----------    --------
                                                                            (Dollars in Thousands)
    <S>                                     <C>             <C>            <C>           <C>             <C>            <C>
    Commercial, financial and agricultural:
        Automobile floorplan loans.......   $     25,052         2.3%      $    26,775        2.6%       $    24,529         2.4%
        Loans to municipalities..........         11,665         1.0            13,893        1.4             12,203         1.2 
        Other commercial loans...........         83,229         7.5            79,491        7.8             78,006         7.7 
                                            ------------    --------       -----------   --------        -----------    -------- 
          Subtotal.......................        119,946        10.8           120,159       11.8            114,738        11.3 
                                            ------------    --------       -----------   --------        -----------    -------- 
    Real estate-construction.............         19,062         1.7            24,501        2.4             23,171         2.3 
                                            ------------    --------       -----------   --------        -----------    -------- 
    Real estate-mortgage:                                                                                              
      1-4 Family residential.............        422,930        38.0           353,494       34.6            348,484        34.4 
      Multi-family residential...........         34,355         3.1            35,088        3.4             36,034         3.6 
      Home equity........................         47,474         4.3            41,417        4.0             39,544         3.9 
      Commercial and other...............        156,300        14.0           141,667       13.8            136,833        13.5 
                                            ------------    --------       -----------   --------        -----------    -------- 
        Subtotal.........................        661,059        59.4           571,666       55.8            560,895        55.4 
                                            ------------    --------       -----------   --------        -----------    -------- 
    Installment:                                                                                                       
      Credit cards.......................         42,254         3.8            45,226        4.4             39,167         3.9 
      Installment and other..............        270,943        24.3           262,554       25.6            274,188        27.1 
                                            ------------    --------       -----------   --------        -----------    -------- 
        Subtotal.........................        313,197        28.1           307,780       30.0            313,355        31.0 
                                            ------------    --------       -----------   --------        -----------    -------- 
        Total............................   $  1,113,264       100.0%      $ 1,024,106      100.0%       $ 1,012,159       100.0%
                                            ============    ========       ===========   ========        ===========    ======== 
</TABLE>           

     First Western's loans available for sale were $3.2 million at September
30, 1996 compared with $3.5 million at December 31, 1995 and $115.4 million at
September 30, 1995.  The loans classified as available for sale at September
30, 1996 and December 31, 1995 consisted of current production that was
designated for sale while the $115.4 million of loans designated as available
for sale at September 30, 1995 were loans from First Western's residential
mortgage loan portfolio that were securitized during the fourth quarter of
1995.


                                     20<PAGE>
<PAGE> 21

     First Western has several procedures in place to assist in maintaining the
overall quality of its loan portfolio.  First Western has established
underwriting guidelines to be followed by its subsidiaries.  In addition, a
formal, ongoing loan review program, which concentrates principally on
commercial credits, has been established to help monitor the loan portfolios
of the subsidiaries.  First Western also regularly monitors its delinquency
levels for any negative or adverse trends and particularly monitors credits
which have total exposures of $1.5 million or more.

     First Western's delinquent loans, nonaccrual loans and nonperforming
assets consisted of the following at September 30, 1996, December 31, 1995 and
September 30, 1995: 

<TABLE>
<CAPTION>
                                                                September 30,    December 31,  September 30,
                                                                    1996            1995           1995 
                                                                -------------   ------------   -------------
                                                                      (Dollars in Thousands)
    <S>                                                         <C>             <C>            <C>
    Loans delinquent and still accruing interest:             
      Loans past due 30 to 89 days ...........................  $       8,759   $     10,420   $       8,323
      Loans past due 90 days or more .........................          1,868          2,648           1,973
                                                                -------------   ------------   -------------
        Total loan delinquencies .............................  $      10,627   $     13,068   $      10,296
                                                                =============   ============   =============
                                                                                             
    Nonaccrual loans .........................................  $       5,360   $      4,959   $       5,108
    Other real estate owned ..................................            252            165              97
                                                                -------------   ------------   -------------
    Total nonperforming assets ...............................  $       5,612   $      5,124   $       5,205
                                                                =============   ============   =============
                                                                                             
    Total nonperforming assets and loans                                                     
      past due 90 days or more ...............................  $       7,480   $      7,772   $       7,178
                                                                =============   ============   =============
                                                                                             
    Nonaccrual loans to total loans ..........................           0.48 %         0.48 %         0.45 %
                                                                                             
    Nonperforming assets to total loans                                                      
      and other real estate owned ............................           0.50 %         0.50 %         0.46 %
                                                                                             
    Nonperforming assets to total assets .....................           0.33 %         0.32 %         0.31 %
                                                                                             
    Nonperforming assets and loans past due                                                  
      90 days or more to total assets ........................           0.44 %         0.48 %         0.43 %
                                                                                             
    Nonaccrual loans and loans past due                                                      
      90 days or more to total loans .........................           0.65 %         0.74 %         0.63 %
                                                                                               
    Allowance for possible loan losses                                                       
      to nonaccrual loans ....................................         299.90 %       285.31 %       271.23 %
                                                                                             
    Allowance for possible loan losses                                                       
      to loans past due 90 days or more                                                        
      and nonaccrual loans ...................................         222.38 %       185.98 %       195.66 %
                                                                                             
    Allowance for possible loan losses to                                                    
      total loans ............................................           1.44 %         1.38 %         1.23 %
</TABLE>           

                                     21<PAGE>
<PAGE> 22

     First Western's total delinquencies decreased $2.5 million from $13.1
million at December 31, 1995 to $10.6 million at September 30, 1996 with $1.7
million of this decrease occurring in loans past due 30-89 days and $780,000
of this decrease occurring in loans past due 90 days or more.  During the third
quarter of 1996, First Western's total delinquent loans increased $140,000 or
1.3% due primarily to an increase in delinquencies of mortgage loans serviced
by others.  Consumer loan delinquencies decreased $222,000 and $2.8 million for
the three and nine months ended September 30, 1996, respectively, however some
of these decreases were due to increases in consumer loans charged-off during
these periods.  See "Provision for Possible Loan Losses" for a further
discussion of loan charge-offs.  Most of the increase in delinquencies from
September 30, 1995 to September 30, 1996 has been due to increased
delinquencies of mortgage loans serviced by others.  First Western's delinquent
loans by type are as follows at September 30, 1996, December 31, 1995 and
September 30, 1995. 


<TABLE>
<CAPTION>
                                            September 30,    December 31,  September 30, 
                                                1996            1995           1995     
                                            ------------    ------------   ------------
                                                      (Dollars in Thousands)
    <S>                                     <C>             <C>            <C>        
    Commercial, financial 
      and agricultural...................   $          -   $        466   $           -
                                            ------------    ------------   ------------
 
    Real estate-mortgage:                                                                                              
      1-4 Family residential.............          1,498             912            776
      Home equity........................             96              83            159
      Commercial and other...............            282              70             65
                                            ------------    ------------   ------------
        Subtotal.........................          1,876           1,065          1,000
                                            ------------    ------------   ------------
    Installment:                                                                                                       
      Credit cards.......................            611           1,174            967
      Installment and other..............          8,140          10,363          8,329
                                            ------------    ------------   ------------
        Subtotal.........................          8,751          11,537          9,296
                                            ------------    ------------   ------------
        Total............................   $     10,627    $     13,068   $     10,296
                                            ============    ============   ============
</TABLE>           

     In order to determine the adequacy of the allowance for possible loan
losses, management considers the risk classification of loans, delinquency
trends, charge-off experience, credit concentrations, economic conditions and
other factors.  Specific reserves are established for each classified credit
taking into consideration the credit's delinquency status, current operating
status, pledged collateral and plan of action for resolving any deficiencies. 
For nonclassified loans and smaller loans not individually reviewed, management
considers historical charge-off experience in determining the amount to be
allocated to the allowance.  An unallocated or general reserve is also
established which takes into consideration, 

                                     22<PAGE>
<PAGE> 23

among other things, unfunded commitments, concentrations of credit, economic
conditions, delinquency and nonaccrual trends, management experience and trends
in volume and terms of loans.  The allowance is maintained at a level
determined according to this methodology by charging a provision to operations.

     First Western believes that the allowance for possible loan losses of
$16.1 million at September 30, 1996 is adequate to cover losses inherent in the
portfolio as of such date.  However, there can be no assurance that First
Western will not sustain losses in future periods, which could be substantial
in relation to the size of the allowance at September 30, 1996.


Investment Securities, Mortgage-Backed Securities, and Securities Available for
Sale:

     Investment securities and mortgage-backed securities increased a combined
$20.7 million for the first nine months of 1996 with this increase due to the
purchase of securities funded by increased borrowings.  The market value of
First Western's investment securities and mortgage-backed securities held to
maturity was a combined $276.4 million, $3.8 million or 1.4% below the
amortized cost of $280.2 million.  First Western's portfolio of investment
securities and mortgage-backed securities had a market value below amortized
cost of $179,000 or 0.1% at December 31, 1995.  The decrease in market value
of First Western's portfolio of investment securities and mortgage-backed
securities was due to an increase in intermediate and long-term interest rates
during the first nine months of 1996.

     Securities available for sale decreased $8.1 million during the first nine
months of 1996 with this decrease the result of First Western selling
securities available for sale along with a decrease in the market value of
First Western's portfolio of securities available for sale.  Securities
available for sale increased $91.9 million from $147.0 million at September 30,
1995 to $238.9 million at September 30, 1996 with this increase due to the
purchase of securities using the funds provided by the fourth quarter 1995 loan
securitizations and sales.  At September 30, 1996, First Western had net
unrealized depreciation on securities available for sale of $1.2 million
compared with unrealized appreciation of $3.8 million at December 31, 1995 and
unrealized appreciation of $1.6 million at September 30, 1995.


Deposits:

     Total deposits decreased $26.4 million or 2.2% from $1.178 billion at
December 31, 1995 to $1.151 billion at September 30, 1996.  Deposits decreased
during the first nine months of 1996 due to the maturity of a large, short-term
deposit from a commercial customer that was originated during the fourth
quarter of 1995 along with a decrease in retail certificates of deposits. 
First Western's deposits  

                                     23<PAGE>
<PAGE> 24

have not been growing due in part to First Western holding down interest rates
paid for deposits below competitors in an effort to improve the net interest
margin and to prevent further disintermediation from lower-costing to higher-
costing deposits and due to alternative  funds being cheaper considering thrift
SAIF expenses and also because of money moving into other nondeposit products
such as mutual funds.  First Western's deposits decreased $26.4 million from
September 30, 1995 to September 30, 1996 with most of this decrease
attributable to some run-off of certain higher rate deposits acquired in the
first quarter of 1995.


Borrowed Funds:

     First Western's borrowed funds increased $174.5 million during the first
nine months of 1996 from $236.9 million at December 31, 1995 to $411.4 million
at September 30, 1996.  First Western increased its borrowings during the first
nine months of 1996 in order to fund loan growth and the purchases of
securities.  First Western has been utilizing borrowed funds to fund asset
growth since wholesale borrowings have been priced lower than comparable
deposits.  Total borrowed funds increased $85.1 million from September 30, 1995
to September 30, 1996 as these additional borrowings were necessary to fund the
growth of the loan and securities portfolios. 


                                     24<PAGE>
<PAGE> 25

Shareholders' Equity:

     Shareholders' equity increased slightly during the first nine months of
1996 as an increase in shareholders' equity from the retention of earnings was
offset by a $3.3 million decline in the market value of securities available
for sale, net of income tax effects, and also by treasury stock purchases and
stock purchased for the Company's ESOP.  During the first nine months of 1996,
First Western repurchased 101,900 shares of common stock as treasury stock at
a cost of $2.7 million in accordance with a common stock repurchase program. 
During the second quarter of 1996, First Western purchased 40,000 shares of
common stock at a cost of $1.0 million to be used for the Company's ESOP.  This
purchase was funded by a loan from an unrelated financial institution.  The
following table presents First Western's capital ratios at September 30, 1996
and December 31, 1995:

<TABLE>
<CAPTION>                                                   
                                                                  September 30,              December 31,
                                                                      1996                       1995
                                                                  -------------              ------------
                                                                         (Dollars in Thousands)
<S>                                                               <C>                        <C>
Tier I:  
  Common shareholders' equity ..............................      $     121,799              $    121,688
  Non-exempt intangible assets .............................             (6,768)                   (7,391)
  Unrealized (appreciation) depreciation in securities              
    available for sale .....................................                772                    (2,492)
                                                                  -------------              ------------
      Total Tier I .........................................            115,803                   111,805
                                                                  -------------              ------------
Tier II:                                                          
  Qualifying allowance for possible loan losses ............             13,263                    12,445
                                                                  -------------              ------------
      Total Tier II ........................................             13,263                    12,445
                                                                  -------------              ------------
Total capital ..............................................      $     129,066              $    124,250
                                                                  =============              ============
Risk weighted assets .......................................      $   1,058,254              $    993,929
                                                                  =============              ============
                                                                  
Tier I capital ratio .......................................              10.94%                    11.25%
                                                                  =============              ============
                                                                  
Required Tier I capital ratio ..............................               4.00%                     4.00%
                                                                  =============              ============
                                                                  
Total capital ratio ........................................              12.20%                    12.51%
                                                                  =============              ============
                                                                  
Required total capital ratio ...............................               8.00%                     8.00%
                                                                  =============              ============
                                                                  
Tier I leverage ratio ......................................               6.89%                     6.99%
                                                                  =============              ============
                                                                  
Required Tier I leverage ratio * ...........................               3.00%                     3.00%
                                                                  =============              ============
<FN>                                                                  
* For all but the most highly rated, low risk profile organizations, the
  minimum Tier I leverage ratio is to be 3% plus a cushion of 100 to 200 basis
  points.
</TABLE>                                                          

                                     25<PAGE>
<PAGE> 26

Liquidity and Cash Flows:

     Liquidity is the ability to provide the cash necessary to meet customer
credit needs, satisfy depositor withdrawal requirements and to pay-off short-
term borrowings.  One source of liquidity is cash and due from banks and short-
term assets such as interest-bearing deposits in other banks and federal funds
sold, which totaled $48.2 million at September 30, 1996 as compared with $41.6
million at December 31, 1995 and $44.9 million at September 30, 1995.  Another
source of liquidity is borrowing capability.  First Western's banking
subsidiaries have a variety of sources of short-term liquidity available to
them, including federal funds purchased from correspondent banks, sales of
securities available for sale, sales of securities under agreements to
repurchase, the Federal Reserve discount window, interbank deposits, FHLB
advances and loan participations or sales.  First Western also generates
liquidity from the regular principal payments and prepayments made on its
portfolio of loans and mortgage-backed securities.  First Western's banking
subsidiaries had $42.0 million of unused overnight credit lines available at
September 30, 1996.

     First Western's operating activities provided cash flows of $16.9 million
during the first nine months of 1996 compared with $17.1 million during the
first nine months of 1995.  The primary source of operating cash flows was net
income combined with noncash expenses such as the provision for possible loan
losses and depreciation.  

     Investing activities used cash flows of $148.2 million during the first
nine months of 1996 compared with using cash flows of $105.5 million for the
first nine months of 1995.  The growth of the loan portfolio used net cash
flows of $93.3 million during the first nine months of 1996 while the growth
of the securities portfolios used net cash flows of $54.1 million.  The five
branch offices acquired during the first nine months of 1995 provided First
Western with net cash flows of $88.0 million which represents the deposit
liabilities assumed by First Western net of the premium paid for the deposits
and the assets that were purchased.  Most of the funds provided by the
acquisition of the branches were initially used to purchase securities
available for sale.  The growth of the loan portfolio during the first nine
months of 1995 used net cash flows of $149.6 million.  

     Financing activities provided cash flows of $138.8 million during the
first nine months of 1996 with increased borrowings providing cash flows of
$174.5 million and a decrease in deposits using cash flows of $26.3 million. 
During the first nine months of 1995, financing activities provided cash flows
of $80.1 million primarily as a result of an increase in deposits of $51.7
million and increased borrowings providing cash flows of $34.9 million.


                                     26 <PAGE>
<PAGE> 27

Other:

     Certain of the statements and information in this Form 10-Q may be forward
looking statements.  For a discussion of the factors that may affect these
statements refer to the Management's Discussion and Analysis of Financial
Condition and Results of Operations in First Western's Annual Report on Form
10-K for the year ended December 31, 1995.


                                     27<PAGE>
<PAGE> 28

Part II. Other Information
 
Items 1-5. Not applicable.

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

     a. Exhibits:

          15.1 Letter re: Unaudited Interim Financial Information.

          27.1 Financial Data Schedule

     b. Reports on Form 8-K: None.


                                     28<PAGE>
<PAGE> 29

                                  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.



                                   FIRST WESTERN BANCORP, INC.
                                          (Registrant) 


November 8, 1996                   /s/ Robert H. Young           
                                   Robert H. Young
                                   Executive Vice President-
                                   Chief Financial Officer,
                                   Secretary and Treasurer
                                   (Principal Financial Officer) 


                                     29<PAGE>
<PAGE> 30
 

                         FIRST WESTERN BANCORP, INC.

                            EXHIBITS TO FORM 10-Q

              FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1996

                                EXHIBIT INDEX


<TABLE>
<CAPTION>

Exhibit                                                Method of
Number                   Description                   Filing    
------                   -----------                   ------
<C>         <C>                                        <C>
15.1        Letter re: Unaudited Interim Financial     Filed
            Information                                herewith

27.1        Financial Data Schedule                    Filed 
                                                       herewith
                                                       
</TABLE>