FIRST FEDERAL SAVINGS BANK OF AMERICA THRIFT PLAN
NT 11-K, 1997-06-30
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                      SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, DC 20549

                                  FORM 12b-25
                                                          File Number 333 -12855
                                                                      ----------
                          NOTIFICATION OF LATE FILING
     (Check One):  [ ] Form 10-K   [x] Form 11-K   [ ] Form 20-F  [ ] Form 10-Q
[ ] Form N-SAR

For Period Ended:      December 31, 1996
                   -------------------------------------------------------------
[ ] Transition Report on Form 10-K      [ ] Transition Report on Form 10-Q
[ ] Transition Report on Form 20-F      [ ] Transition Report on Form N-SAR
[ ] Transition Report on Form 11-K
For the Transition Period Ended:
                                ------------------------------------------------

     Read attached instruction before preparing form.  Please print or type.

     Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.

     If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates:
                                                       -------------------------

- --------------------------------------------------------------------------------

                        Part I - Registrant Information

Full name of registrant FIRST FEDERAL SAVINGS BANK OF AMERICA THRIFT PLAN
                        --------------------------------------------------------
Former name if applicable
                         -------------------------------------------------------
Address of principal executive office (Street and number)

   One North Main Street
- --------------------------------------------------------------------------------
City, State and Zip Code    Fall River, Massachusetts 02720
                          ------------------------------------------------------

                       Part II - Rule 12b-25 (b) and (c)

     If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check appropriate box).

[x] (a)  The reasons described in reasonable detail in Part III of this form
    could not be eliminated without unreasonable effort or expense;
[x] (b)  The subject annual report, semi-annual report, transition report on
    Form 10-K, 20-F, 11-K or Form N-SAR, or portion thereof, will be filed on or
    before the 15th calendar day following the prescribed due date; or the
    subject quarterly report or transition report on Form 10-Q, or portion
    thereof will be filed on or before the fifth calendar day following the
    prescribed due date; and
[ ] (c)  The accountant's statement or other exhibit required by Rule 12b-25(c)
    has been attached if applicable.

                              Part III - Narrative

     State below in reasonable detail the reasons why the Form 10-K, 11-K, 20-F,
10-Q, N-SAR, or the transition report or portion thereof, could not be filed
within the prescribed time period. (Attach extra sheets if needed.)

     For the period January 1, 1996 through November 30, 1996, First Federal
     Savings Bank of America Thrift Plan (the "Plan") for which the Form 11-K is
     due participated in a "multi-employer" plan for which the financial
     statements and schedules prepared in accordance with the financial
     reporting requirements of ERISA (collectively, the "required financials")
     are available and have been filed in the Form 11-K for the period ending
     December 31, 1996.  However, for the period December 1, 1996 through
     December 31, 1996 the Plan participated in a "single-employer" plan for
     which the required financials are not yet available at the time of
     filing this Form 12b-25.    
                                                    (Bulletin No. 161, 02-03-95)
<PAGE>
 
                          PART IV -- OTHER INFORMATION
      (1) Name and telephone number of person to contact in regard to this
notification

      Robert F. Stoico               508            679-8181
- --------------------------------------------------------------------------------
           (Name)                (Area Code)    (Telephone Number)

      (2) Have all other periodic reports required under Section 13 or 15(d) of
the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act
of 1940 during the preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed?  If answer is no,
identify report(s).
                                                               [x] Yes    [ ] No
      (3) Is it anticipated that any significant change in results of operations
from the corresponding period for the last fiscal year will be reflected by the
earnings statements to be included in the subject report or portion thereof?
                                                               [ ] Yes    [x] No
      If so:  attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be made.

               FIRST FEDERAL SAVINGS BANK OF AMERICA THRIFT PLAN
- --------------------------------------------------------------------------------
                  (Name of Registrant as Specified in Charter)

Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.

Date  June 30, 1997                 By  /s/ Robert F. Stoico
      -----------------------          -----------------------------------------
                                       Robert F. Stoico, President and Chief 
                                       Executive Officer of First Federal 
                                       Savings Bank of America, Plan Sponsor

      Instruction.  The form may be signed by an executive officer of the
 registrant or by any other duly authorized representative.  The name and title
 of the person signing the form shall be typed or printed beneath the signature.
 If the statement is signed on behalf of the registrant by an authorized
 representative (other than an executive officer), evidence of the
 representative's authority to sign on behalf of the registrant shall be filed
 with the form.

                                   ATTENTION

      Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (see 18 U.S.C. 1001).

                              GENERAL INSTRUCTIONS

      1.   This form is required by Rule 12b-25 of the General Rules and
Regulations under the Securities Exchange Act of 1934.

      2.   One signed original and four conformed copies of this form and
amendments thereto must be completed and filed with the Securities and Exchange
Commission, Washington, D.C. 20549, in accordance with Rule 0-3 of the General
Rules and Regulations under the Act.  The information contained in or filed with
the form will be made a matter of public record in the Commission files.

      3.   A manually signed copy of the form and amendments thereto shall be
filed with each national securities exchange on which any class of securities of
the registrant is registered.

      4.   Amendments to the notifications must also be filed on Form 12b-25 but
need not restate information that has been correctly furnished.  The form shall
be clearly identified as an amended notification.

      5.   Electronic Filers.  This form shall not be used by electronic filers
unable to timely file a report solely due to electronic difficulties.  Filers
unable to submit a report within the time period prescribed due to difficulties
in electronic filing should comply with either Rule 201 or Rule 202 of
Regulation S-T or apply for an adjustment in filing date pursuant to Rule 13(b)
of Regulation S-T.

(Bulletin No. 161, 02-03-95)


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