<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
(Amendment No. 1)
------------------------------
(X) ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the fiscal year ended December 31, 1997
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from __________to _________
------------------------------
Commission File Number 2-27985
1st FRANKLIN FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
Georgia 58-0521233
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
213 East Tugalo Street
Post Office Box 880
Toccoa, Georgia 30577
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (706) 886-7571
Securities registered pursuant to Section 12(b) of the Act:
None
Securities registered pursuant to Section 12(g) of the Act:
None
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 ___
State the aggregate market value of the voting and non-voting common equity
held by non-affiliates of the Registrant: Not Applicable.
(Cover page 1 of 2 pages)
<PAGE>
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date:
Class Outstanding at February 28, 1998
- ------------------------------------- --------------------------------
Common Stock, $100 Par Value 1,700 shares
Non-Voting Common Stock, No Par Value 168,300 Shares
DOCUMENTS INCORPORATED BY REFERENCE: NONE
<PAGE>
EXPLANATORY NOTE
This amendment amends the Registrant's Form 10-K filed on March 30, 1998.
Item 3 has been amended.
PART I
Item 3. LEGAL PROCEEDINGS:
Various legal proceedings are pending against 1st Franklin Financial
Corporation ("the Company") in Alabama and Georgia alleging
violations of consumer lending laws and violations in connection
with the sale of insurance and loan refinancing. Management
believes that the Company's operations are in compliance with
applicable regulations and that the actions are without merit, and
the Company is diligently contesting the remaining complaints.
Based upon information currently available to the Company, the
Company does not believe that any of the currently pending legal
proceedings would, individually or in the aggregate, have a material
adverse effect upon the Company, although there can be no assurance
thereof.
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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:
1st FRANKLIN FINANCIAL CORPORATION
May 8, 1998 By: s/ Ben F. Cheek, III
----------- --------------------
Date Ben F. Cheek, III
Chairman of Board
