<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 June 30, 1998

                                     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)


                             (724) 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 
August 13, 1998 was:

          Common Stock, $5.00 par value - 11,135,291 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:
              June 30, 1998, December 31, 1997 and 
              June 30, 1997............................................4

             Consolidated Statements of Income: 
              Three months ended June 30, 1998 and 1997................5

             Consolidated Statements of Income: 
              Six months ended June 30, 1998 and 1997..................6
             
             Consolidated Statements of Comprehensive Income:
              Three and six months ended June 30, 1998 
              and 1997.................................................7

             Consolidated Statements of Changes
              in Shareholders' Equity:
              Six months ended June 30, 1998 and 1997..................8

             Consolidated Statements of Cash Flows:
              Six months ended June 30, 1998 and 1997..................9

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

     Item 2. Management's Discussion and Analysis of 
             Financial Condition and Results of Operations............14

     Item 3. Quantitative and Qualitative disclosures about 
             Market Risk..............................................28

Part II.  Other Information:

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

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

/TABLE
<PAGE>
<PAGE>   3

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 June 30, 1998 and
1997, and the related consolidated statements of income, comprehensive
income, changes in shareholders' equity, and cash flows for the three-month
and six-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, 1997, 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 23, 1998 (February 23, 1998 as to Note 23), 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, 1997 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

Pittsburgh, Pennsylvania
July 17, 1998
                                     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>  
                                                                                June 30,      December 31,     June 30,
                                                                                  1998            1997           1997 
                                                                              -------------   ------------   -------------
<S>                                                                           <C>             <C>            <C>
ASSETS:                                                                       
-------
Cash and due from banks                                                       $      60,043   $     40,973   $      46,218
                                                                              -------------   ------------   -------------
Interest-bearing deposits with other banks                                            1,600          6,836           1,855
                                                                              -------------   ------------   -------------
Securities available for sale                                                 
    (amortized cost of $645,987, $316,146 and $333,146)                             655,138        324,521         336,238
                                                                              -------------   ------------   -------------
Investment securities, held to maturity
    (market value of $107,503, $101,289 and $102,214)                               106,476        100,151         102,054
                                                                              -------------   ------------   -------------
Mortgage-backed securities, held to maturity
    (market value of $106,509, $131,942 and $153,696)                               107,132        132,673         155,467
                                                                              -------------   ------------   -------------
Loans held for sale                                                                   6,082         39,840           3,193
                                                                              -------------   ------------   -------------
Loans (net of unearned income of $38,850, $38,946 and $35,133)                    1,073,256      1,046,363       1,030,903
Less: Allowance for possible loan losses                                             18,198         18,077          17,472
                                                                              -------------   ------------   -------------
    Net loans                                                                     1,055,058      1,028,286       1,013,431
                                                                              -------------   ------------   -------------
Premises and equipment                                                               24,038         20,996          19,740
                                                                              -------------   ------------   -------------
Bank-owned life insurance                                                            25,697         25,000               -
                                                                              -------------   ------------   -------------
Intangible assets                                                                    63,026          9,280           6,406
                                                                              -------------   ------------   -------------
Other assets                                                                         18,638         15,521          18,168
                                                                              -------------   ------------   -------------
            Total Assets                                                      $   2,122,928   $  1,744,077   $   1,702,770
                                                                              =============   ============   =============
LIABILITIES:            
------------                                                      
Deposits:                                                                     
    Noninterest-bearing demand                                                $     135,417    $   100,653   $      96,032
    Interest-bearing demand                                                          55,568         38,539          37,448
    Savings                                                                         460,366        385,363         358,149
    Time                                                                            873,866        667,784         692,908
                                                                              -------------   ------------   -------------
        Total deposits                                                            1,525,217      1,192,339       1,184,537
                                                                              -------------   ------------   -------------
                                                                             
Borrowed funds:                                                               
    Federal funds purchased and other short-term borrowings                          78,897         81,773          52,349
    Repurchase agreements and secured lines of credit                               129,214        121,756         128,589
    Advances from the Federal Home Loan Bank                                        163,400        156,000         149,000
                                                                              -------------   ------------   -------------
        Total borrowed funds                                                        371,511        359,529         329,938
                                                                              -------------   ------------   -------------

Long-term debt                                                                       23,750          4,258           5,187
                                                                              -------------   ------------   -------------
Other liabilities                                                                    31,731         25,272          28,874
                                                                              -------------   ------------   -------------
            Total Liabilities                                                     1,952,209      1,581,398       1,548,536
                                                                              -------------   ------------   -------------
                                                                              
Corporation-obligated mandatorily redeemable capital securities of subsidiary
    trust holding solely junior subordinated debentures of the Corporation           23,857         23,837          23,817
                                                                              -------------   ------------   -------------
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,                                
    11,837,157, 11,786,811 and 11,774,912 shares issued and         
    11,184,026, 11,132,253 and 11,164,283 shares outstanding                         59,186         58,934          58,875
Additional paid-in capital                                                            3,552          2,611           2,595
Retained earnings                                                                    90,941         84,647          78,450
Accumulated other comprehensive income                                                5,948          5,443           2,010
Treasury stock, 610,273, 611,700 and 559,200 shares at cost                         (12,015)       (12,043)        (10,613)
Unallocated common stock held by ESOP (at cost)                                        (750)          (750)           (900)
                                                                              -------------   ------------   -------------
            Total Shareholders' Equity                                              146,862        138,842         130,417
                                                                              -------------   ------------   -------------
            Total Liabilities and Shareholders' Equity                        $   2,122,928   $  1,744,077   $   1,702,770
                                                                              =============   ============   =============
</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
                                                                      -----------------------------
                                                                        June 30,        June 31,
                                                                          1998            1997
                                                                      -------------   -------------
<S>                                                                   <C>             <C>
INTEREST INCOME:                                                 
----------------
Interest and fees on loans                                            $      21,586   $      21,733
Interest on deposits with other banks                                            20              40
Interest on securities available for sale                                     7,939           6,028
Interest and dividends on investment securities:                 
     Taxable interest                                                           333             271
     Tax-exempt interest                                                        988           1,043
Interest on mortgage-backed securities                                        1,687           2,463
Interest on federal funds sold                                                   13              88
                                                                      -------------   -------------
         Total Interest Income                                               32,566          31,666
                                                                      -------------   -------------
INTEREST EXPENSE:                                                
-----------------
Interest on deposits:                                            
     Demand                                                                     165             198
     Savings                                                                  2,367           1,935
     Time                                                                     9,328           9,719
Interest on borrowed funds:                                      
     Federal funds purchased and other short-term borrowings                  1,226             618
     Repurchase agreements and secured lines of credit                        2,324           2,102
     Advances from the Federal Home Loan Bank                                 2,417           2,133
Interest on long-term debt                                                       75              99
                                                                      -------------   -------------
         Total Interest Expense                                              17,902          16,804
                                                                      -------------   -------------
                                                                 
NET INTEREST INCOME                                                          14,664          14,862
     Provision for possible loan losses                                       1,000             954
                                                                      -------------   -------------
                                                                 
NET INTEREST INCOME AFTER PROVISION FOR                          
     POSSIBLE LOAN LOSSES                                                    13,664          13,908
                                                                      -------------   -------------
OTHER INCOME:                                                    
-------------
Trust fees                                                                      716             532
Service charges on deposit accounts                                           1,206           1,049
Net securities gains                                                              9              20
Net gains on loan sales                                                         355             697
Other operating income                                                        1,274           1,283
                                                                      -------------   -------------
         Total Other Income                                                   3,560           3,581
                                                                      -------------   -------------
OTHER EXPENSES:                                                  
---------------
Salaries and wages                                                            4,047           3,743
Employee benefits                                                             1,141           1,027
Net occupancy expense                                                           844             737
Equipment rentals, depreciation and maintenance                                 669             593
Professional fees                                                               354             458
Marketing                                                                       398             427
Minority interest expense                                                       630             630
Other operating expense                                                       3,544           2,740
                                                                      -------------   -------------
        Total Other Expenses                                                 11,627          10,355
                                                                      -------------   -------------
           
INCOME BEFORE INCOME TAXES                                                    5,597           7,134
        Income Taxes                                                          1,569           2,254
                                                                      -------------   -------------
NET INCOME                                                            $       4,028   $       4,880
                                                                      =============   =============
                                                                 
BASIC EARNINGS PER SHARE                                              $        0.36   $        0.43
                                                                      =============   =============
BASIC WEIGHTED AVERAGE SHARES OUTSTANDING                                    11,176          11,230
                                                                      =============   =============
DILUTED EARNINGS PER SHARE                                            $        0.35   $        0.43
                                                                      =============   =============
DILUTED WEIGHTED AVERAGE SHARES OUTSTANDING                                  11,406          11,425
                                                                      =============   =============
DIVIDENDS PER SHARE                                                   $        0.15   $        0.13
                                                                      =============   =============
/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>
<TABLE>
<CAPTION>
                                                                         For the Six Months Ended
                                                                      -----------------------------
                                                                        June 30,        June 30,
                                                                          1998            1997
                                                                      -------------   -------------
<S>                                                                   <C>             <C>
INTEREST INCOME:                                                 
----------------
Interest and fees on loans                                            $      44,205   $      44,247
Interest on deposits with other banks                                            49             186
Interest on securities available for sale                                    13,526          10,379
Interest and dividends on investment securities:                 
     Taxable interest                                                           624             547
     Tax-exempt interest                                                      1,984           2,075
Interest on mortgage-backed securities                                        3,558           5,003
Interest on federal funds sold                                                   14             548
                                                                      -------------   -------------
         Total Interest Income                                               63,960          62,985
                                                                      -------------   -------------
INTEREST EXPENSE:                                                
-----------------
Interest on deposits:                                            
     Demand                                                                     478             415
     Savings                                                                  4,307           3,732
     Time                                                                    18,274          19,507
Interest on borrowed funds:                                      
     Federal funds purchased and other short-term borrowings                  2,491           1,148
     Repurchase agreements and secured lines of credit                        4,143           4,722
     Advances from the Federal Home Loan Bank                                 4,813           4,175
Interest on long-term debt                                                      152             201
                                                                      -------------   -------------
         Total Interest Expense                                              34,658          33,900
                                                                      -------------   -------------
                                                                 
NET INTEREST INCOME                                                          29,302          29,085
     Provision for possible loan losses                                       2,000           2,928
                                                                      -------------   -------------
                                                                 
NET INTEREST INCOME AFTER PROVISION FOR                          
     POSSIBLE LOAN LOSSES                                                    27,302          26,157
                                                                      -------------   -------------
OTHER INCOME:                                                    
-------------
Trust fees                                                                    1,520           1,223
Service charges on deposit accounts                                           2,222           2,029
Net securities gains                                                             58              20
Net gains on loan sales                                                       1,774           5,490
Other operating income                                                        3,614           2,375
                                                                      -------------   -------------
         Total Other Income                                                   9,188          11,137
                                                                      -------------   -------------
OTHER EXPENSES:                                                  
---------------
Salaries and wages                                                            8,191           7,625
Employee benefits                                                             2,476           2,336
Net occupancy expense                                                         1,664           1,527
Equipment rentals, depreciation and maintenance                               1,337           1,163
Professional fees                                                               805             945
Marketing                                                                     1,021             851
Minority interest expense                                                     1,214             971
Other operating expense                                                       6,347           5,911
                                                                      -------------   -------------
        Total Other Expenses                                                 23,055          21,329
                                                                      -------------   -------------
           
INCOME BEFORE INCOME TAXES                                                   13,435          15,965
        Income Taxes                                                          3,788           5,213
                                                                      -------------   -------------
NET INCOME                                                            $       9,647   $      10,752
                                                                      =============   =============
                                                                 
BASIC EARNINGS PER SHARE                                              $        0.86   $        0.95
                                                                      =============   =============
BASIC WEIGHTED AVERAGE SHARES OUTSTANDING                                    11,163          11,328
                                                                      =============   =============
DILUTED EARNINGS PER SHARE                                            $        0.85   $        0.93
                                                                      =============   =============
DILUTED WEIGHTED AVERAGE SHARES OUTSTANDING                                  11,391          11,511
                                                                      =============   =============
DIVIDENDS PER SHARE                                                   $        0.30   $        0.27
                                                                      =============   =============
/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 COMPREHENSIVE INCOME
                                        (In thousands, except per share data)
                                                     (Unaudited)

</TABLE>
<TABLE>
<CAPTION>
                                                                       For the Three Months Ended
                                                                      -----------------------------
                                                                        June 30,        June 30,
                                                                          1998            1997
                                                                      -------------   -------------
<S>                                                                   <C>             <C>
Net income                                                            $       4,028   $       4,880
                                                                                                   
Other comprehensive income, net of tax:                                                            
                                                                 
     Unrealized holding gains (losses) arising during period                   (103)          3,049
                                                                                                   
     Less: reclassification adjustment for (gains) losses                                          
           included in net income                                                (6)            (13)
                                                                      -------------   -------------
Other comprehensive income                                                     (109)          3,036
                                                                      -------------   -------------
Comprehensive income                                                  $       3,919   $       7,916
                                                                      =============   =============
 
</TABLE>                                                         

<TABLE>
<CAPTION>
                                                                        For the Six Months Ended
                                                                      -----------------------------
                                                                        June 30,        June 30,
                                                                          1998            1997
                                                                      -------------   -------------
<S>                                                                   <C>             <C>
Net income                                                            $       9,647   $      10,752
                                                                                                   
Other comprehensive income, net of tax:                                                            
                                                                 
     Unrealized holding gains (losses) arising during period                    543           1,139
                                                                                                   
     Less: reclassification adjustment for (gains) losses                                          
           included in net income                                               (38)            (13)
                                                                      -------------   -------------
Other comprehensive income                                                      505           1,126
                                                                      -------------   -------------
Comprehensive income                                                  $      10,152   $      11,878
                                                                      =============   =============
 
</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 CHANGES IN SHAREHOLDERS' EQUITY
                              (In thousands, except per share amounts)
                                        (Unaudited)

<TABLE>
<CAPTION>
                                                                For the Six Months Ended June 30, 1998                        
                                              ------------------------------------------------------------------------------
                                                                                                              Common Stock
                                                                                     Accumulated              Held by ESOP 
                                               Common Stock                             Other                   (at cost)   
                                              ---------------              Retained  Comprehensive Treasury  ---------------
                                              Shares   Amount    Surplus   Earnings     Income       Stock   Shares   Amount
                                              ------------------------------------------------------------------------------
<S>                                           <C>      <C>       <C>       <C>         <C>         <C>        <C>     <C>
Balance - January 1, 1998                     11,787   $58,934   $ 2,611   $84,647     $ 5,443    ($12,043)   (43)    ($750)
                                                        
Net income                                         -         -         -     9,647           -           -      -         -
                                                        
Cash dividends paid ($0.30 per share)              -         -         -    (3,353)          -           -      -         -
                                                        
Exercise of options, net of shares redeemed       12        62       (21)        -           -           -      -         -
    
Common stock issued for dividend reinvestment     37       184       894         -           -           -      -         -
  
Restricted shares issued                           1         6        31         -           -           -      -         -
  
Value of ESOP shares to be allocated in excess
    of cost                                        -         -        23         -           -           -      -         -
        
Treasury stock issued                              -         -        14         -           -          28      -         -
 
Net change in unrealized appreciation           
    in securities available for sale, 
    net of tax                                     -         -         -         -         505           -      -         -
                                              ------------------------------------------------------------------------------
Balance - June 30, 1998                       11,837   $59,186    $3,552   $90,941      $5,948    ($12,015)   (43)    ($750)
                                              ==============================================================================
</TABLE>                                                
                                                        
                                                        
                                                        
                                                        
<TABLE>                                                 
<CAPTION>
                                                              For the Six Months Ended June 30, 1997                   
                                              ------------------------------------------------------------------------------
                                                                                                             Common Stock 
                                                                                    Accumulated              Held by ESOP 
                                               Common Stock                             Other                   (at cost)   
                                              ---------------              Retained Comprehensive Treasury   ---------------
                                              Shares   Amount    Surplus   Earnings     Income      Stock    Shares   Amount
                                              ------------------------------------------------------------------------------
<S>                                            <C>     <C>       <C>       <C>          <C>        <C>        <C>      <C>  
Balance - January 1, 1997                      7,836   $39,179   $22,064   $70,736      $  884     ($4,242)   (34)     ($900)
                                                       
Net income                                         -         -         -    10,752           -           -      -          -
                                                       
Cash dividends paid ($0.27 per share)              -         -         -    (3,038)          -           -      -          -
                                                      
Exercise of options, net of shares redeemed        9        48        25         -           -           -      -          -
        
Common stock issued for dividend reinvestment      5        23       131         -           -           -      -          -
  
Treasury stock purchased                           -         -         -         -           -      (6,371)     -          -
 
Fifty percent stock dividend declared on
   July 15, 1997                               3,925    19,625   (19,625)        -           -           -      17         -

Net change in unrealized appreciation               
   in securities available for sale, 
   net of tax                                      -         -         -         -       1,126           -      -          -
                                              ------------------------------------------------------------------------------
Balance - June 30, 1997                       11,775   $58,875    $2,595   $78,450      $2,010    ($10,613)   (51)     ($900)
                                              ==============================================================================
</TABLE>                                                



                 See Notes To Consolidated Financial Statements.

                                      8<PAGE>
<PAGE>   9

Part I. Item 1. Financial Information

<TABLE>
                                    FIRST WESTERN BANCORP, INC. AND SUBSIDIARIES
                                        CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                      (In thousands)
                                                        (Unaudited)
                                                                                   For the Six Months Ended
                                                                                -----------------------------
                                                                                  June 30,        June 30,
                                                                                    1998            1997
                                                                                -------------   -------------
<CAPTION>

<S>                                                                              <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES:                                       
-------------------------------------
Net income                                                                       $      9,647    $     10,752
                                                                                -------------   -------------
Adjustments to reconcile net income to net cash                             
   provided by operating activities:                                       
      Depreciation                                                                      1,242           1,158
      Amortization and accretion                                                        1,102             979
      Provision for possible loan losses                                                2,000           2,928
      Gain on sale of securities                                                          (58)            (20)
      Gain on sale of loans                                                            (1,774)         (5,490)
      Gain on sale of branch offices                                                   (1,071)              -
      Proceeds from loan sales                                                        132,852         116,146
      Purchase of loans                                                                  (187)         (1,969)
      Provision for deferred taxes                                                         33           1,017
      Increase in interest receivable                                                  (1,709)         (1,903)
      (Decrease) increase in interest payable                                            (513)            610
      Other - net                                                                      (4,021)            290
                                                                                -------------   -------------
   Total adjustments                                                                  127,896         113,746
                                                                                -------------   -------------
Net cash provided by operating activities                                             137,543         124,498
                                                                                -------------   -------------
                                                                            
CASH FLOWS FROM INVESTING ACTIVITIES:                                       
-------------------------------------
Proceeds from sales of securities available for sale                                    5,127           4,293
Proceeds from maturity or paydown of securities available for sale                    110,419          70,008
Purchase of securities available for sale                                            (446,323)       (203,984)
Proceeds from maturity or paydown of investment securities                             40,207          21,965
Purchase of investment securities                                                     (20,901)         (3,291)
Proceeds from sale of credit card loan portfolio                                            -          21,801
Net increase in loans                                                                 (53,269)        (51,893)
Decrease (increase) in deposits with other banks                                        5,236             (85)
Decrease in federal funds sold                                                              -          37,400
Purchase of premises and equipment                                                     (2,646)         (1,613)
Proceeds from sale of premises and equipment                                               94             215
Proceeds from sale of other real estate owned                                             576             710
Cash paid for branch office sale                                                      (40,884)              -
Cash received for branch office purchases                                             258,830               -
                                                                                -------------   -------------
Net cash used in investing activities                                                (143,534)       (104,474)
                                                                                -------------   -------------
                                                                            
CASH FLOWS FROM FINANCING ACTIVITIES:                                        
------------------------------------
Net (decrease) increase in deposits                                                    (4,258)         35,669
Net (decrease) increase in federal funds purchased and other 
   short-term borrowings                                                               (2,876)         19,147
Net increase (decrease) in repurchase agreements and secured lines of credit            7,458         (83,481)
Net increase in advances from the Federal Home Loan Bank                                7,400           5,000
Proceeds from issuance of capital securities, net of issuance costs                         -          23,800
Proceeds from issuance of long-term debt                                               23,000               -
Payments on long-term debt                                                             (3,508)           (780)
Proceeds from exercise of stock options                                                    41              73
Proceeds from common stock issued                                                       1,115             154
Treasury stock purchased                                                                    -          (6,371)
Treasury stock issued                                                                      42               -
Dividends paid on common stock                                                         (3,353)         (3,038)
                                                                                -------------   -------------
Net cash provided by (used in) financing activities                                    25,061          (9,827)
                                                                                -------------   -------------
NET INCREASE IN CASH AND DUE FROM BANKS                                                19,070          10,197
                                                                            
CASH AND DUE FROM BANKS - Beginning of year                                            40,973          36,021
                                                                                -------------   -------------
CASH AND DUE FROM BANKS - End of period                                          $     60,043    $     46,218
                                                                                =============   =============
</TABLE>                                                                    
                   See Notes To Consolidated Financial Statements.
                     
                                      9<PAGE>
<PAGE>   10

Part I. Item 1. Financial Information

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

<TABLE>
<CAPTION>
                                                                                   For the Six Months Ended
                                                                                -----------------------------
                                                                                  June 30,        June 30,
                                                                                    1998            1997
                                                                                -------------   -------------

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

   Cash paid during the period for:

      Interest                                                                  $      35,171   $      33,290
                                                                                =============   =============
      Income taxes                                                              $       3,262   $       4,215
                                                                                =============   =============

SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING ACTIVITIES:

   Deposits assumed in branch acquisition                                       $     383,842   $           -
                                                                                =============   =============
   Loans acquired in branch acquisition                                         $      73,677   $           -
                                                                                =============   =============
   Deposits sold in branch disposition                                          $      46,702   $           -
                                                                                =============   =============
   Securities purchased settling after June 30                                  $       1,006   $       3,841
                                                                                =============   =============
   Transfers to other real estate owned                                         $       1,043   $         370
                                                                                =============   =============
   Net change in unrealized appreciation (depreciation) in securities
      available for sale, net of income tax effects                             $         505   $       1,126
                                                                                =============   =============



                   See Notes To Consolidated Financial Statements.



</TABLE>

                                     10<PAGE>
<PAGE>  11


               FIRST WESTERN BANCORP, INC. AND SUBSIDIARIES
                NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
            FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 1998 AND 1997
                               (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 Trust Services Company ("Trust Services"); First Western
Investment Services Company ("Investment Services") and First Western
Capital Trust I ("Capital Trust").  All significant intercompany
transactions have been eliminated in consolidation.

        The consolidated balance sheets as of June 30, 1998 and June 30, 1997,
and the related consolidated statements of income, comprehensive income,
changes in shareholders' equity, and cash flows for the three and six month
periods ended June 30, 1998 and 1997 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 1997 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.   Earnings
per share amounts for 1997 have been restated to comply with Financial
Accounting Standards Board ("FASB") Statement No. 128, "Earnings Per
Share".  All share information and per share amounts have been restated for
the effect of a three-for-two stock split effected in the form of a 50%
stock dividend declared on July 15, 1997 and distributed on August 15,
1997.


3. Recent Accounting Pronouncements:

        In June 1997, FASB issued Statement No. 130, "Reporting Comprehensive
Income", which requires businesses to disclose comprehensive income and its
components in their general-purpose financial statements.  This statement
requires the reporting of all items of comprehensive income in a financial
statement that is displayed with the same prominence as other financial
statements.  This statement is effective for fiscal years beginning after
December 15, 1997, with reclassification of comparative financial
statements and is applicable to interim periods. 

                                     11 <PAGE>
<PAGE>  12

        First Western has disclosed comprehensive income in a separate income
statement, in which the components of comprehensive income are displayed
net of income taxes.  The following tables set forth the related tax
effects allocated to each element of comprehensive income for the three and
six months ended June 30, 1998 and 1997:

<TABLE>
<CAPTION>  
                                    Three Months Ended June 30, 1998         Three Months Ended June 30, 1997
                                 --------------------------------------    --------------------------------------
                                 Pre-tax     Tax (Expense)   Net-of-tax    Pre-tax     Tax (Expense)   Net-of-tax  
                                  Amount       or Benefit      Amount       Amount       or Benefit      Amount    
                                 ---------   -------------   ----------    ---------   -------------   ----------
<S>                              <C>         <C>             <C>           <C>         <C>             <C>

Unrealized gains (losses) on   
   securities:               

  Unrealized holding gains 
     (losses) arising during
     period                      $    (159)  $          56   $     (103)   $   4,691   $      (1,642)  $    3,049
                
  Less: reclassification  
     adjustment for (gains)
     losses realized in
     net income                         (9)              3           (6)         (20)              7          (13)
                                 ---------   -------------   ----------    ---------   -------------   ----------
  Net unrealized gains (losses)       (168)             59         (109)       4,671          (1,635)       3,036
                                 ---------   -------------   ----------    ---------   -------------   ----------

Other comprehensive income       $    (168)  $          59   $     (109)   $   4,671   $      (1,635)  $    3,036
                                 =========   =============   ==========    =========   =============   ==========

</TABLE>

<TABLE>
<CAPTION>  
                                     Six Months Ended June 30, 1998            Six Months Ended June 30, 1997
                                 --------------------------------------    --------------------------------------
                                 Pre-tax     Tax (Expense)   Net-of-tax    Pre-tax     Tax (Expense)   Net-of-tax  
                                  Amount       or Benefit      Amount       Amount       or Benefit      Amount    
                                 ---------   -------------   ----------    ---------   -------------   ----------
<S>                              <C>         <C>             <C>           <C>         <C>             <C>

Unrealized gains (losses) on   
   securities:               

  Unrealized holding gains 
     (losses) arising during
     period                      $     835   $        (292)  $      543    $   1,752   $        (613)  $    1,139
                
  Less: reclassification  
     adjustment for (gains)
     losses realized in
     net income                        (58)             20          (38)         (20)              7          (13)
                                 ---------   -------------   ----------    ---------   -------------   ----------
  Net unrealized gains (losses)        777            (272)         505        1,732            (606)       1,126
                                 ---------   -------------   ----------    ---------   -------------   ----------

Other comprehensive income       $     777   $        (272)  $      505    $   1,732   $        (606)  $    1,126
                                 =========   =============   ==========    =========   =============   ==========

</TABLE>

        The following table sets forth the components of accumulated other
comprehensive income for the six months ended June 30, 1998 and 1997:

<TABLE>
<CAPTION>  
                                                                                Six Months Ended June 30,
                                                                              ----------------------------
                                                                                  1998            1997    
                                                                              -------------   ------------
<S>                                                                           <C>             <C>         
Beginning balance                                                             $       5,443   $        884
 
Net unrealized gains (losses) on securities, net of taxes                               505          1,126
                                                                              -------------   ------------
Ending balance                                                                $       5,948   $      2,010
                                                                              =============   ============

</TABLE>

                                     12 <PAGE>
<PAGE> 13

        In June 1997,  the FASB issued Statement No. 131, "Disclosures about
Segments of an Enterprise and Related Information", which is effective for
financial statements for periods beginning after December 15, 1997. 
Statement No. 131 redefines how operating segments are determined and
requires disclosure of certain financial and descriptive information about
a company's operating segments.   First Western is not required to disclose
segment information in accordance with Statement No. 131 until its 1998
annual report, at which time it will restate prior years' segment
disclosures to conform to the Statement No. 131 segment presentation, if
applicable.  In First Western's first quarter 1999 report, and in
subsequent quarters, First Western will present the interim disclosures
required by Statement No. 131 for both 1999 and 1998. First Western has not
completed its analysis of which operating segments it will report on, if
any.

        In February 1998, the FASB issued Statement No. 132, "Employers'
Disclosure About Pension and Other Post-Retirement Benefits".  This
statement will require certain footnote disclosures related to pension and
other retiree benefits and will have no impact on First Western's financial
position or results of operations.  Implementation of this standard is
required for fiscal year 1998.

        In June 1998, the FASB issued Statement No. 133, "Accounting for
Derivative Instruments and Hedging Activities".  This statement addresses
the accounting for derivative instruments, including certain derivative
instruments embedded  in other contracts, and hedging activities.  It
requires that an entity recognize all derivatives as either  assets or
liabilities in the statement of financial position and measure those
instruments at fair value.  Management is in the process of evaluating the
impact of this statement on First Western's financial statements.  This
statement is effective for all fiscal quarters of fiscal years beginning
after June 15, 1999.

 
4. Branch Purchases and Sales:

        In January 1998, First Western completed the sale of its three Lake
County, Ohio branches to FirstMerit Bank.  These branches had approximately
$47 million in deposits.  First Western realized a net gain of $1.1 million
on this transaction.

        On June 19, 1998, First Western Bank, N.A. completed the purchase of
16 branches in western Pennsylvania from PNC Bank.  The purchase included
branches, related deposits, consumer loans, small business banking
relationships and certain brokerage relationships of the following
branches: Farrell, Grove City, Hermitage, Sharon, Transfer and West
Middlesex (Mercer County); Beaver, Chippewa, Midland and New Brighton
(Beaver County); Ebensburg and Barnesboro (Cambria County); Evans City
(Butler County); McDonald (Washington County); Punxsutawney (Jefferson
County); and Kiski Valley (Westmoreland County).  First Western acquired
approximately $384 million in deposits, $74 million in consumer and small
business loans, and $11 million in brokerage assets, along with related
fixed assets, leases, safe deposit business and other agreements.  First
Western paid consideration of approximately $59 million for the deposit and
brokerage relationships and the right to acquire, at book value, the loan
portfolio and the real estate and related assets of the 16 branches.  This
premium was recorded as an intangible asset and is being amortized over
twelve years.

                                     13<PAGE>
<PAGE> 14 

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


Results of operations for the three and six months ended June 30, 1998
compared with the three and six months ended June 30, 1997:

                 First Western's earnings for the six months ended June 30, 1998
were $9.6 million, decreasing $1.2 million or 10.3% from $10.8 million for
the first six months of 1997.  This decrease in net income was due to a
$3.7 million decrease in net gains on loan sales which was partially offset
by a $1.1 million gain realized on the sale of First Western's Lake County,
Ohio branches during the first quarter of 1998  along with a $928,000
decrease in the provision for possible loan losses. First Western's basic
and diluted earnings per share for the six months ended June 30, 1998 were
$0.86 and $0.85, respectively, compared with $0.95 and $0.93 for the first
six months of 1997 with this decrease in per share earnings due to the
factors discussed above.  First Western's return on average assets and
return on average equity for the first six months of 1998 were 1.09% and
13.61%, respectively, compared with 1.27% and 16.86% for the first six
months of 1997, with the decrease in these ratios primarily attributable to
the lower net interest margin and lower net gains on loan sales.

         For the three months ended June 30, 1998, First Western's net income
was $4.0 million compared with $4.9 million for the three months ended June
30, 1997.  First Western's net income decreased $852,000 or 17.5% from the
second quarter of 1997 to the second quarter of 1998 primarily due to a
$1.3 million increase in operating expenses along with a $342,000 decrease
in net gains realized on loan sales.  Operating expenses increased due in
part to the 16 PNC Bank branches acquired by First Western during the
second quarter of 1998.  First Western's basic and diluted earnings per
share for the second quarter of 1998 were $0.36 and $0.35, respectively,
compared with $0.43 and $0.43 for the second quarter of 1997.  First
Western's return on average assets and return on average equity for the
second quarter of 1998 were 0.88% and 11.16%, respectively, compared with
1.16% and 15.23% for the second quarter of 1997, with the decreases in
these ratios primarily attributable to the lower net interest margin and
lower net gains on loan sales realized during the second quarter of 1998.  


Net Interest Income:

         First Western's net interest income was $29.3 million for the six
months ended June 30, 1998, increasing $217,000 or 0.7% from $29.1 million
for the first six months of 1997.  The increase in net interest income was
generated by an increase in average earning assets with this increase
partially offset by a decline in First Western's net interest margin. 
First Western's net interest income for the first six months of 1998 was
also impacted by the purchase of bank-owned life insurance ("BOLI") in
December 1997.  The BOLI purchase was funded by First Western reducing its
portfolio of securities which reduced First Western's net interest income
while the increase in the cash surrender value of the BOLI is included in
other income.  The earnings on BOLI, which are exempt from taxes, were
$697,000 for the first six months of 1998.  First Western's average earning
assets increased $41.7 million or 2.5% for the first six months of 1998 

                                     14<PAGE>
<PAGE> 15

compared with the first six months of 1997.  The increase in average
earning assets was due to a $75.7 million increase in average securities
due to First Western purchasing securities during the second quarter of
1998 in anticipation of closing the PNC Bank branch acquisition in late
June 1998.

         First Western's net interest income was $14.7 million for the three
months ended June 30, 1998, decreasing $198,000 or 1.3% from $14.9 million
for the second quarter of 1997.  The decrease in net interest income was
due to a decrease in First Western's net interest margin along with the
impact of the purchase of BOLI in late 1997.  The earnings on the BOLI for
the second quarter of 1998 were $346,000.  First Western's average earning
assets increased $108.4 million or 6.6% for the second quarter of 1998
compared with the second quarter of 1997 due to a $118.2 million increase
in average securities related to the PNC Bank branch acquisition.

         First Western's net interest margin or net interest income expressed
as a percentage of average earning assets was 3.65% for the first six
months of 1998 compared with 3.72% for the first six months of 1997.  The
decrease in First Western's net interest margin was due to an eight basis
point decrease in First Western's yield on earning assets due primarily to
the securities purchased during the second quarter.  First Western's cost
of funds decreased three basis points for the first six months of 1998
compared with the prior year due to decreases in the rates paid for
deposits partially offset by First Western increasing its level of borrowed
funds, which generally have a higher cost than retail deposits, to fund the
sale of the Lake County branches during the first quarter of 1998.  The
purchase of BOLI in December 1997 reduced First Western's net interest
margin by approximately five basis points for the first six months of 1998
compared with the prior year since the earnings on BOLI are included in
other income while the cost of funding the BOLI is included in interest
expense.

         First Western's net interest margin was 3.51% for the second quarter
of 1998 compared with 3.80% for the second quarter of 1997.  This decrease
in the net interest margin was primarily due to First Western increasing
its portfolio of securities available for sale during the second quarter of
1998 in anticipation of the closing of the PNC Bank branch purchase in June
1998.  The PNC Bank branch acquisition provided First Western with $259
million of investable funds.  In order to have these funds fully invested
upon acquiring the PNC Bank branches, First Western purchased securities
during April and May 1998 and funded these purchases with temporary
borrowings.  These borrowings were paid-off upon closing of the PNC Bank
branch purchase.  This strategy added net income to First Western during
the second quarter of 1998, however, it also had a detrimental impact on
First Western's net interest margin since the spread between the yield
earned on the securities and the cost of the temporary borrowings was less
than First Western's historical net interest margin.  These temporary
borrowings have been replaced by the deposits that were acquired from PNC
bank which have a lower cost of funds.  The full impact of the PNC branches
will be seen beginning with the third quarter of 1998.


Provision for Possible Loan Losses:

         First Western's provision for possible loan losses was $2.0 million
for the first six months of 1998, decreasing $928,000 from $2.9 million for
the first six months of 1997.  The decrease in the 

                                     15<PAGE>
<PAGE> 16

provision for possible loan losses for the first six months of 1998
compared with the first six months of 1997 reflects a decrease in
delinquent and nonaccrual loans.   First Western's net charge-offs for the
first six months of 1998 were $1.9 million or 0.36% of average loans,
compared with $1.5 million or 0.29% of average loans for the first six
months of 1997.  Substantially all of First Western's charge-offs for the
first six months of 1998 and 1997 were consumer loans, primarily indirect
automobile loans. First Western's net charge-offs (recoveries) by loan type
are as follows (in thousands):

<TABLE>
<CAPTION>
                                                                                  Six months ended June 30,
                                                                               -------------------------------
                                                                                  1998                 1997
                                                                               ----------           ----------
    <S>                                                                        <C>                  <C>
    Commercial, financial and agricultural loans..........................     $       10           $      (37)
    Real estate construction loans........................................              -                    -
    Real estate mortgage loans............................................            (28)                  30
    Installment loans.....................................................          1,897                1,517
                                                                               ----------           ----------
       Total net charge-offs..............................................     $    1,879           $    1,510
                                                                               ==========           ==========
    Net charge-offs as a percentage of
       average loans......................................................           0.36%                0.29%
                                                                               ==========           ==========
</TABLE>

Other Income and Other Expenses:

         Other income decreased $1.9 million or 17.5% from $11.1 million for
the first six months of 1997 to $9.2 million for the first six months of
1998 primarily due to a $3.7 million decrease in net gains on loan sales.
Partially offsetting the decrease in net gains on loan sales for the first
six months of 1998 compared with the prior year was a $1.1 million gain
realized during the first quarter of 1998 on the sale of the three Lake
County, Ohio branches.  First Western's other income was $3.6 million for
both the second quarter of 1998 and 1997 with increases in trust fees and
service charges on deposit accounts offsetting a $342,000 decrease in net
gains on loan sales. 

         Trust fees increased $297,000 or 24.3% from $1.2 million for the
first six months of 1997 to $1.5 million for the first six months of 1998
primarily due to an increase in trust assets managed by First Western.  The
market value of the trust assets managed by First Western increased $224
million or 42% from $535 million at June 30, 1997 to $759 million at June
30, 1998.  Trust fees increased $184,000 or 34.6 % from $532,000 for the
second quarter of 1997 to $716,000 for the second quarter of 1998 due to
the increase in trust assets under management along with a $61,000 increase
in estate fees.  

         Service charges on deposit accounts increased $193,000 or 9.5% for he
six months ended June 30 1998 compared with the prior year due to increases
in First Western's service charges beginning in March 1998.  Service
charges on deposit accounts increased $157,000 or 15.0% for the second
quarter of 1998 compared with the prior year due to the increased fee 

                                     16<PAGE>
<PAGE> 17

schedule.

         During the first six months of 1998, First Western realized net gains
on loan sales of $1.8 million compared with gains of $5.5 million for the
first six months of 1997.  The gains on loan sales realized by First
Western during the first six months of 1998 were primarily the result of
First Western selling $92.3 million of residential mortgage loans during
the first quarter of 1998.  Most of the gains during the first six months
of 1997 were the result of First Western completing the sale of its credit
card portfolio.  First Western realized net gains of $355,000 during the
second  quarter of 1998 as a result of the First Western selling some of
its current mortgage loan production while retaining the servicing on these
loans.  First Western realized gains on loan sales of $697,000 during the
second quarter of 1997 as a result of the sale of the credit card portfolio
and the finalization of a mortgage loan sale.

         Other operating income increased $1.2 million from $2.4 million for
the first six months of 1997 to $3.6 million for the first six months of
1998 due to a $1.1 million gain realized on the sale of First Western's
Lake County branches during the first quarter of 1998.  First Western's
Lake County branches had deposits of $47 million when they were sold and
First Western received a total premium of approximately $5.3 million on
this sale with $4.2 million of this premium used to eliminate the remaining
intangible assets related to those branches.  Other operating income also
increased due to $697,000 of income from bank-owned life insurance
recognized by First Western during the first six months of 1998.  First
Western purchased $25 million of BOLI during the fourth quarter of 1997. 
These increases in other operating income were partially offset by
decreases in income from loan servicing and credit card program fees due to
the completion of the sale of First Western's credit card program during
the first half of 1997.

         Other operating income was $1.3 million for both the second quarter
of 1998 and 1997.  Compared with the second quarter of 1997, First  Western
had BOLI income of $346,000 and a $94,000 increase in loan prepayment
penalties with these increases offset by a $278,000 decrease in loan
servicing income and a $267,000 gain realized during the second quarter of
1997 resulting from the sale of First Western's merchant credit card
transaction processing business.

         Total other expenses for the first six months of 1998 were $23.1
million, increasing $1.7 million or 8.1%, from $21.3 million due to
increases in salaries and employee benefits expense and minority interest
expense along with approximately $300,000 of start-up expenses related to
the purchase of the PNC Bank branches.  Other expenses increased $1.3
million or 12.3% from $10.4 million for the second  quarter of 1997 to
$11.6 million for the second quarter of 1998 due to the PNC branch related
expenses, a $418,000 increase in salaries and employee benefits expense,
increased shares tax expense and amortization of intangible assets expense. 

         First Western's salary and employee benefits expense increased a
combined $706,000 or 7.1% for the first six months of 1998 compared with
the first six months of 1997.  Salaries and employee benefits expense
increased due to normal salary and wage increases with the increase in
salaries and wage expense partially offset by an increase in the deferral
of salaries and wages related to loan originations due to an increase in
loans originated, particularly residential mortgage loans due to the low,
long-term interest rates experienced during the first six months of 1998.  

                                      17<PAGE>
<PAGE> 18

         First Western's occupancy and equipment expense increased a combined
$311,000 or 11.6% for the first six months of 1998 compared with the prior
year due to an increase in building maintenance costs related to new
facilities opened by First Western in the second half of 1997 along with an
increase in depreciation expense.  For the three months ended June 30 1998,
occupancy and equipment expense increased a combined $183,000 or 13.8%
compared with the second quarter of 1997.

         For the six month period ended June 30, 1998, First Western's
marketing expense increased $170,000 or 20.0% compared with the prior year
due to First Western undertaking a $1.5 million corporate image campaign. 
This image campaign is intended to heighten the visibility of First Western
in its market areas with particular attention being given to markets where
First Western's surveys have indicated a low level of name recognition of
First Western by potential customers.

         Minority interest expense increased $243,000 from $971,000 for the
first six months of 1997 to $1.2 million for the first six months of 1998
due to the trust preferred securities being issued approximately halfway
through the first quarter of 1997.  In February 1997, First Western
completed the private placement of $25 million of trust preferred capital
securities issued by First Western's Delaware trust subsidiary, First
Western Capital Trust I.  The distributions payable on the securities have
been recorded as minority interest expense.

         Other operating expenses increased $436,000 or 7.4% from $5.9 million
for the first six months of 1997 to $6.3 million for the first six months
of 1998.  This increase was due to approximately $300,000 of expenses
related to the branches acquired from PNC Bank along with a $185,000
increase in Pennsylvania bank shares tax with these increases partially
offset by a decrease in bad check and fraud losses and decreased credit
card program expenses due to the completion of the sale of First Western's
credit card programs during the first half of 1997.  The expenses related
to the PNC Bank branches consist of the costs to produce and mail brochures
to the former PNC bank customers to explain First Western's products and
services, the cost to replace the former PNC Bank customers' checks and
various expenses to put these branches on to the First Western data
processing system.  The increase in Pennsylvania bank shares tax expense
was a result of the merger of First Western's former thrift subsidiary,
First Western Bank, Federal Savings Bank ("First Western Bank, F.S.B."),
into First Western Bank, N.A. in September 1997.  As a thrift, First
Western Bank, F.S.B. formerly paid state income tax instead of shares tax. 

         Other operating expenses increased $804,000 from $2.7 million for the
second quarter of 1997 to $3.5 million for the second quarter of 1998 due
to the expenses related to the PNC branches,  a $115,000 increase in bad
check and fraud losses primarily due to a recovery of a fraud loss that was
recorded during the second quarter of 1997, an $89,000 increase in the
amortization of intangible assets expense due to the Chicora office
purchased in 1997 and also due in part to the recently acquired PNC Bank
branches and an $84,000 increase in Pennsylvania bank shares tax expense.

                                     18<PAGE>
<PAGE> 19

Income Taxes:

         First Western's income tax expense was $3.8 million for the first six
months of 1998 compared with $5.2 million for the first six months of 1997. 
The decrease in First Western's income tax expense was due to a decrease in
pre-tax earnings along with the elimination of the state income taxes paid
by First Western's former thrift subsidiary.  First Western's effective tax
rate for the six months ended June 30, 1998 was 28.2% compared with 32.7%
for the first six months of 1997.  The decrease in First Western's
effective tax rate from 1997 to 1998 was due to First Western having a
decreased level of fully-taxable income as compared with pretax earnings as
a result of the decrease in gains on loan sales along with the increase in
tax-exempt income as a result of the BOLI purchased in late 1997 and also
due to the elimination of the state income tax on the former thrift
subsidiary.

                                      19<PAGE>
<PAGE> 20

Financial Condition as of June 30, 1998 as compared with December 31, 1997
and June 30, 1997.

         As of June 30, 1998, First Western's total assets were $2.123 billion
compared with $1.744 billion at December 31, 1997 and $1.703 billion at
June 30, 1997. During the first six months of 1998, First Western's total
assets increased $379 million or 21.7% due to the acquisition of 16
branches from PNC Bank.  Total average assets for the first six months of
1998 were $1.784 billion compared with $1.703 billion for the first six
months of 1997, an increase of 4.7%.  


Purchase of PNC Branches

         On February 23, 1998, First Western Bank, N.A. agreed to purchase 16
branches in western Pennsylvania from PNC Bank.  The agreement includes the
acquisition of the 16 branches, related deposits, consumer loans, small
business banking relationships and certain brokerage relationships of the
following branches: Farrell, Grove City, Hermitage, Sharon, Transfer and
West Middlesex (Mercer County); Beaver, Chippewa, Midland and New Brighton
(Beaver County); Ebensburg and Barnesboro (Cambria County); Evans City
(Butler County); McDonald (Washington County); Punxsutawney (Jefferson
County); and Kiski Valley (Westmoreland County).  On June 19, 1998, First
Western acquired approximately $384 million in deposits, $74 million in
consumer and small business loans, and $11 million in brokerage assets,
along with related fixed assets, leases, safe deposit business and other
agreements.  First Western paid consideration of approximately $59 million
for the deposit and brokerage relationships and the right to acquire, at
book value, the loan portfolio and the real estate and related assets of
the 16 branches.  This premium was recorded as an intangible asset and is
being amortized over twelve years.

                                     20<PAGE>
<PAGE> 21

Loan Portfolio:

         Net loans, including loans held for sale, decreased $6.9 million or
0.6% during the first six months of 1998 with this decrease in loans
primarily due to the sale of approximately $92 million of residential
mortgage loans during the first quarter of 1998, partially offset by the
acquisition of $74 million of consumer and commercial loans from PNC Bank. 
During the first quarter of 1998, First Western sold residential mortgage
loans in anticipation of an increase in prepayments due to the low, long-
term interest rate environment.  First Western realized net gains of $1.4
million on these loan sales during the first quarter of 1998. The loans
acquired from PNC Bank consisted of $54 million of consumer installment
loans, $10 million of home equity loans, $6 million of commercial mortgage
loans and $4 million of commercial loans.  The following table shows the
composition of First Western's loan portfolio, including loans held for
sale, at June 30, 1998, December 31, 1997 and June 30, 1997:

<TABLE>
<CAPTION>
                                              June 30, 1998              December 31, 1997                June 30, 1997
                                        ------------------------       ----------------------        -----------------------
                                           Amount        Percent          Amount      Percent           Amount       Percent
                                        ------------    --------       -----------   --------        -----------    --------
                                                                            (Dollars in Thousands)
<S>                                     <C>             <C>            <C>           <C>             <C>            <C>
Commercial, financial and agricultural:
    Automobile floorplan loans.......   $     28,693         2.7%      $    31,013        2.8%       $    25,180         2.4%
    Loans to municipalities..........          4,894         0.5             6,140        0.6              9,571         0.9
    Other commercial loans...........        115,589        10.7           105,323        9.7             98,309         9.5
                                        ------------    --------       -----------   --------        -----------    --------
      Subtotal.......................        149,176        13.9           142,476       13.1            133,060        12.8
                                        ------------    --------       -----------   --------        -----------    --------
Real estate-construction.............         11,697         1.1            14,450        1.4             12,520         1.2
                                        ------------    --------       -----------   --------        -----------    --------
Real estate-mortgage:                                                                                              
  1-4 Family residential.............        353,043        32.7           385,702       35.5            356,705        34.5
  Multi-family residential...........         26,865         2.5            29,331        2.7             37,635         3.6
  Home equity........................         71,135         6.6            56,811        5.2             52,268         5.1
  Commercial and other...............        178,827        16.6           172,559       15.9            160,011        15.5
                                        ------------    --------       -----------   --------        -----------    --------
    Subtotal.........................        629,870        58.4           644,403       59.3            606,619        58.7
                                        ------------    --------       -----------   --------        -----------    -------- 
Installment and other................        288,595        26.6           284,874       26.2            281,897        27.3
                                        ------------    --------       -----------   --------        -----------    -------- 
Total................................   $  1,079,338       100.0%      $ 1,086,203      100.0%       $ 1,034,096       100.0%
                                        ============    ========       ===========   ========        ===========    ========
</TABLE>           

                                    21<PAGE>
<PAGE> 22

         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 bank subsidiary. 
In addition, a formal, ongoing loan review program, which concentrates
principally on commercial credits, has been established to help monitor the
loan portfolio.  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 June 30, 1998, December 31, 1997 and
June 30, 1997:

<TABLE>
<CAPTION>
                                                                  June 30,      December 31,     June 30,
                                                                    1998            1997           1997 
                                                                -------------   ------------   -------------
                                                                      (Dollars in Thousands)
    <S>                                                         <C>             <C>            <C>
    Loans delinquent and still accruing interest:             
      Loans past due 30 to 89 days ...........................  $       4,645   $      8,703   $       6,931
      Loans past due 90 days or more .........................          1,762          2,466           1,011
                                                                -------------   ------------   -------------
        Total loan delinquencies .............................  $       6,407   $     11,169   $       7,942
                                                                =============   ============   =============
                                                                                             
    Nonaccrual loans .........................................  $       2,066   $      2,634   $       4,290
    Other real estate owned ..................................            905            382             193
                                                                -------------   ------------   -------------
    Total nonperforming assets ...............................  $       2,971   $      3,016   $       4,483
                                                                =============   ============   =============
                                                                                             
    Total nonperforming assets and loans                                                     
      past due 90 days or more ...............................  $       4,733   $      5,482   $       5,494
                                                                =============   ============   =============
                                                                                             
    Nonaccrual loans to total loans ..........................           0.19 %         0.24 %          0.41 %
                                                                                             
    Nonperforming assets to total loans                                                      
      and other real estate owned ............................           0.28 %         0.28 %          0.43 %
                                                                                             
    Nonperforming assets to total assets .....................           0.14 %         0.17 %          0.26 %
                                                                                             
    Nonperforming assets and loans past due                                                  
      90 days or more to total assets ........................           0.22 %         0.31 %          0.32 %
                                                                                             
    Nonaccrual loans and loans past due                                                      
      90 days or more to total loans .........................           0.35 %         0.47 %          0.51 %
                                                                                               
    Allowance for possible loan losses                                                       
      to nonaccrual loans ....................................         880.72 %       686.33 %        407.27 %
                                                                                             
    Allowance for possible loan losses                                                       
      to loans past due 90 days or more                                                        
      and nonaccrual loans ...................................         475.35 %       354.43 %        329.60 %
                                                                                             
    Allowance for possible loan losses to                                                    
      total loans ............................................           1.69 %         1.66 %          1.69 %
</TABLE>           

                                     22<PAGE>
<PAGE> 23

         First Western's total delinquencies, excluding nonaccrual loans,
decreased $4.8 million from $11.2 million at December 31, 1997 to $6.4
million at June 30, 1998 due to a $4.1 million decrease in loans past due
30-89 days along with a $704,000 decrease in loans past due 90 days or
more.  Consumer loan delinquencies decreased $2.2 million for the six
months ended June 30, 1998.  Most of the decrease in delinquencies from
June 30, 1997 to June 30, 1998 has been due to decreased delinquencies of
consumer loans and residential mortgage loans.  First Western's delinquent
loans by type are as follows at June 30, 1998, December 31, 1997 and June
30, 1997:

<TABLE>
<CAPTION>
                                               June 30, 1998         December 31, 1997         June 30, 1997
                                            ------------------       -----------------      ------------------
                                                                     (Dollars in Thousands)
    <S>                                     <C>                     <C>                     <C>           
    Commercial, financial and 
      agricultural.......................   $                8       $             592      $              831
                                            ------------------       -----------------      ------------------
    Real estate-mortgage:                                                                                    
      1-4 Family residential.............                  516                     974                     717
      Home equity........................                   52                      54                     125
      Commercial and other...............                    -                   1,517                       -
                                            ------------------       -----------------      ------------------
        Subtotal.........................                  568                   2,545                     842
                                            ------------------       -----------------      ------------------
    Installment and other................                5,831                   8,032                   6,269
                                            ------------------       -----------------      ------------------
    Total................................   $            6,407       $          11,169      $            7,942
                                            ==================       =================      ==================
</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, 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
$18.2 million at June 30, 1998 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 June 30, 1998.

                                     23<PAGE>
<PAGE> 24

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

         Securities available for sale increased $330.6 million or 101.9%
during the first six months of 1998 with this increase the result of First
Western purchasing securities available for sale with the funds provided by
the acquisition of the PNC Bank branches along with the sales of
residential mortgage loans.  Securities available for sale increased $318.9
million from $336.2 million at June 30, 1997 to $655.1 million at June 30,
1998 with this increase due to the purchase of securities using the funds
provided by the PNC Bank branch acquisition along with loan sales.  At June
30, 1998, First Western had net unrealized appreciation on securities
available for sale of $9.2 million compared with unrealized appreciation of
$8.4 million and $3.1 million at December 31, 1997 and June 30, 1997,
respectively.

         Investment securities and mortgage-backed securities decreased a
combined $19.2 million or 8.3% during the first six months of 1998 with
this decrease due to maturities and paydowns.  The market value of First
Western's investment securities and mortgage-backed securities held to
maturity was a combined $214.0 million, $404,000 or 0.2% above the
amortized cost of $213.6 million.  First Western's portfolio of investment
securities and mortgage-backed securities had a market value above
amortized cost of $407,000 or 0.2% at December 31, 1997.


Deposits:

         Total deposits increased $332.9 million or 27.9% from $1.192 billion
at December 31, 1997 to $1.525 billion at June 30, 1998.  Deposits
increased during the first six months of 1998 primarily due to the purchase
of the 16 PNC Bank branches with this increase partially offset by the sale
of First Western's three branches in Lake County, Ohio.  The PNC Bank
branches had approximately $384 million of deposits and the Lake County 
branches had approximately $47 million of deposits.  First Western's
deposits increased $340.7 million from June 30, 1997 to June 30, 1998 with
most of this increase attributable to the factors discussed above.


Long-term Debt:

         During the second quarter of 1998, First Western obtained a loan from
an unrelated bank for $23 million in order to provide a  capital
contribution to the First Western Bank, N.A. subsidiary. During the second
quarter of 1998, First Western entered into a $25 million revolving credit
agreement with an unrelated bank.  This revolving credit agreement expires
in June 2003.  The loans made under this revolving credit agreement bear
interest at either a fixed rate for periods up to one year or variable
rates as selected by First Western. The capital contribution from the
holding company to First Western Bank, N.A. was necessary to restore First
Western Bank, N.A.'s capital ratios back to "well capitalized" levels after
the acquisition of the 16 PNC Bank branches.


Trust Preferred Capital Securities:

         On February 11, 1997, First Western completed the private placement
of $25 million of 

                                    24<PAGE>
<PAGE> 25

9.875% capital securities due February 1, 2027 issued by First Western's
newly formed Delaware trust subsidiary, Capital Trust.  These securities
were sold in an offering under Rule 144A of the Securities Act of 1933. 
Securities of this type received approval in October 1996 from the Federal
Reserve Board to qualify as Tier I capital and interest payable thereon is
currently considered to be tax-deductible.  Proceeds of the issue were
invested by Capital Trust in junior subordinated debentures issued by First
Western.  Net proceeds from the sale of the debentures have been used for
general corporate purposes, including but not limited to, repurchase of
shares of First Western's common stock and investments in and advances to
First Western's subsidiaries.


Shareholders' Equity:

         Shareholders' equity increased $8.0 million during the first six
months of 1998 primarily due to the retention of earnings, the issuance of
shares under First Western's dividend reinvestment plan and a $505,000
increase in the market value of securities available for sale, net of
income tax effects.  First Western's capital ratios declined from December
31, 1997 to June 30, 1998 as a result of the increase in total assets and
intangible assets resulting from the purchase of the PNC Bank branches. 
The following table presents First Western's capital ratios at June 30,
1998 and December 31, 1997:

<TABLE>
<CAPTION>                                                   
                                                                     June 30,                December 31,
                                                                      1998                       1997
                                                                  -------------              ------------
                                                                         (Dollars in Thousands)
<S>                                                               <C>                        <C>
Tier I:  
  Common shareholders' equity ..............................      $     146,862              $    138,842
  Non-exempt intangible assets and
    other deductions from Tier I capital....................            (63,115)                   (9,262)
  Trust preferred capital securities........................             23,857                    23,837
  Unrealized appreciation in securities              
    available for sale .....................................             (5,948)                   (5,443)
                                                                  -------------              ------------
      Total Tier I .........................................            101,656                   147,974
                                                                  -------------              ------------
Tier II:                                                          
  Qualifying allowance for possible loan losses ............             15,043                    13,658
                                                                  -------------              ------------
      Total Tier II ........................................             15,043                    13,658
                                                                  -------------              ------------
Total capital ..............................................      $     116,699              $    161,632
                                                                  =============              ============
Risk weighted assets .......................................      $   1,200,249              $  1,088,249
                                                                  =============              ============
                                                                  
Tier I capital ratio .......................................               8.47%                    13.60%
                                                                  =============              ============
                                                                  
Required Tier I capital ratio ..............................               4.00%                     4.00%
                                                                  =============              ============
                                                                  
Total capital ratio ........................................               9.72%                    14.85%
                                                                  =============              ============
                                                                  
Required total capital ratio ...............................               8.00%                     8.00%
                                                                  =============              ============
                                                                  
Tier I leverage ratio ......................................               5.71%                     8.73%
                                                                  =============              ============
                                                                  
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 $61.6 million at June 30, 1998
as compared with $47.8 million at December 31, 1997 and $48.1 million at
June 30, 1997.  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 subsidiary had $16.1 million of unused
overnight credit lines available at June 30, 1998.

         First Western's operating activities provided cash flows of $137.5
million during the first six months of 1998 compared with $124.5 million
during the first six months of 1997.  Loan sales provided $132.9 million
and $116.1 million of the cash flows from operating activities for the six
months ended June 30, 1998 and 1997, respectively.

         Investing activities used cash flows of $143.5 million during the
first six months of 1998 compared with using cash flows of $104.5 million
for the first six months of 1997.  The growth of the portfolio of
securities available for sale during the first six months of 1998 used net
cash flows of $330.8 million compared with $129.7 million for the first six
months of 1997.  The cash flows to fund the increase in securities
available for sale during the first six months of 1998 came from the PNC
Bank branch purchase which provided net cash flows of $258.8 million.  The
growth of the portfolio of loans not designated as held for sale used net
cash flows of $53.3 million during the first six months of 1998 compared
with $51.9 million for the first six months of 1997.  During the first
quarter of 1998, First Western sold three branches which used cash flows of
$40.9 million.
  
         Financing activities provided cash flows of $25.1 million during the
first six months of 1998 primarily due to an increase in long-term debt
providing net cash flows of $19.5 million and a net increase in borrowings
providing cash flows of $12.0 million. During the first six months of 1997,
financing activities used $9.8 million of cash flows with deposit growth
providing $35.7 million and the trust preferred offering providing $23.8
million with these increases offset by a $59.3 million decrease in borrowed
funds. 


Year 2000 Data Processing Considerations:

         First Western's management has completed an assessment of the
vulnerability of First Western's computer systems to potential year 2000
processing problems.  First Western has completed year 2000 testing of
approximately one-half of its mission critical systems with the remaining
mission critical systems to be tested by year-end 1998. First Western has
contingency plans in place for its mission critical systems.  Management
has also required all of First Western's software vendors and material
customers to assess their year 2000 readiness.  First Western has          

                                    26<PAGE>
<PAGE> 27

not incurred and does not anticipate incurring material expenses to ensure
First Western's readiness for the year 2000 beyond the regularly scheduled
software and hardware upgrades; however, further testing could uncover
potential problems that may result in significant costs for First Western.


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, 1997.

         On August 13, 1998, First Western Bancorp, Inc. announced that
Richard L. Stover has been appointed president.  Stover, who has been
executive vice president and chief lending officer of First Western since
November 1996, will assume some of the duties that previously were handled
by Thomas J. O'Shane, First Western's chief executive officer and chairman
of the board.  O'Shane had served as president since 1991.                  
               
                                    27<PAGE>
<PAGE> 28

Part I. Item 3. Quantitative and Qualitative Disclosures about Market Risk

         Since December 31, 1997, there have been no significant changes in
First Western's exposure to interest rate risk.  A complete discussion of
market risk is included in First Western's 1997 report on Form 10-K.

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

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

        a. Exhibits: 
              
                 10.1 Revolving Credit Agreement between First Western      
                      Bancorp, Inc. and The Northern Trust Company 
 
                 15.1 Letter re: Unaudited Interim Financial Information

                 27.1 Financial Data Schedule
     
        b. Reports on Form 8-K: None.


                                     28<PAGE>
<PAGE> 29

     c. 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) 


August 13, 1998                              /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 JUNE 30, 1998

                                EXHIBIT INDEX

<TABLE>
<CAPTION>
Exhibit                                                Method of
Number                   Description                   Filing  
-------     --------------------------------------     ---------
<S>         <C>                                        <C>
10.1        Revolving Credit Agreement between         Filed
            First Western Bancorp, Inc. and            herewith
            The Northern Trust Company

15.1        Letter re: Unaudited Interim Financial     Filed
            Information                                herewith

27.1        Financial Data Schedule                    Filed 
                                                       herewith


                                                                           
</TABLE>