FIRST NILES FINANCIAL INC
8-K, 1999-05-24
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549




                                    FORM 8-K


                                 CURRENT REPORT


                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934



                Date of Report (Date of earliest event reported)
                                  May 21, 1999




                           FIRST NILES FINANCIAL, INC.
- --------------------------------------------------------------------------
            (Exact name of Registrant as specified in its Charter)




Delaware                   0-24849                    34-1870418
- --------------------------------------------------------------------------
(State or other         (Commission File             (IRS Employer
 jurisdiction of             Number)                  Identification
 incorporation)                                             No.)




55 North Main Street, Niles, Ohio                        44446
- --------------------------------------------------------------------------
(Address of principal executive offices)               Zip Code)





Registrant's telephone number, including area code: (330) 652-2539
- ---------------------------------------------------------------------------







<PAGE>



ITEM 5.  OTHER ITEMS

         Attached as Exhibit 99 is the Registrant's  press release dated May 21,
         1999 announcing its intention to repurchase up to 5% of its outstanding
         shares in the open market or in privately negotiated  transactions over
         the next 12 months.


ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

     (c) Exhibits

         The  exhibit  referred  to in Item 5 of this  Report  and listed on the
         accompanying  Exhibit  Index  is filed  as part of this  Report  and is
         incorporated herein by reference.




<PAGE>

                                    SIGNATURE


     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Registrant  has duly  caused  this  Report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.


                                    FIRST NILES FINANCIAL, INC.



Date: May 24, 1999                  By:  /s/ Lawrence Safarek
                                         ----------------------------------
                                         Lawrence Safarek
                                         Vice President and Treasurer






<PAGE>


                            EXHIBIT INDEX




Exhibit
Number                        Description
- -------      --------------------------------------------------------

99           Press Release dated May 21, 1999.









                           FIRST NILES FINANCIAL, INC.
                       ANNOUNCES STOCK REPURCHASE PROGRAM



Niles, Ohio, May 21, 1999 - First Niles Financial, Inc. (Nasdaq SmallCap Market:
FNFI),  the holding  company for Home Federal  Savings and Loan  Association  of
Niles,  announced its intention  today to repurchase up to 87,720 common shares,
representing  5% of its outstanding  shares,  in the open market or in privately
negotiated  transactions.  These shares will be purchased at  prevailing  market
prices over a twelve-month period depending upon market conditions.

William L.  Stephens,  Chairman  of the  Board,  President  and Chief  Executive
Officer of First  Niles,  indicated  that the Board of  Directors  approved  the
repurchase  program in view of the current market price of the Company's  common
stock, especially in relation to its book value, and the strong capital position
of the Company's subsidiary, Home Federal Savings and Loan Association of Niles.
The Company's book value was $17.00 at March 31, 1999. Mr.  Stephens stated that
"We  believe  that  the  repurchase  of  our  shares  represents  an  attractive
investment opportunity which will benefit the Company and our stockholders."

As of March 31, 1999, First Niles had consolidated total assets of $85.7 million
and stockholders'  equity of $29.8 million. The Company's stock is traded on the
Nasdaq SmallCap Market under the symbol "FNFI".

FOR IMMEDIATE RELEASE                  For Further Information Contact:

May 21, 1999                           Lawrence Safarek, Vice President
                                       First Niles Financial, Inc.
                                       55 N. Main Street
                                       Niles, Ohio  44446
                                       (330) 652-2539





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