<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
FORM 11-K
[ X ] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
For the fiscal year ended December 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the transition period from __________ to __________
Commission file number 0-12379
-------
FIRST FINANCIAL BANCORP THRIFT PLAN AND TRUST
THIRD AND HIGH STREETS
HAMILTON, OHIO 45011
First Financial Bancorp
Third and High Streets
Hamilton, Ohio 45011
<PAGE> 2
Financial Statements and Supplemental Schedules
First Financial Bancorp Thrift Plan and Trust
Years ended December 31, 1997 and 1996
with Report of Independent Auditors
<PAGE> 3
First Financial Bancorp Thrift Plan and Trust
Financial Statements and Supplemental Schedules
Years ended December 31, 1997 and 1996
TABLE OF CONTENTS
Report of Independent Auditors.................................................1
Audited Financial Statements
Statements of Net Assets Available for Benefits................................2
Statements of Changes in Net Assets Available for Benefits.....................4
Notes to Financial Statements..................................................6
Supplemental Schedules
Schedule of Assets Held For Investment Purposes...............................13
Schedule of Reportable Transactions ..........................................14
<PAGE> 4
[LOGO] ERNST & YOUNG LLP [] 1300 Chiquita Center []Phone: 513 621 6454
250 East Fifth Street
Cincinnati, Ohio 45202
Report of Independent Auditors
Thrift Plan and Trust Administrative Committee
of First Financial Bancorp
We have audited the accompanying statements of net assets available for benefits
of First Financial Bancorp Thrift Plan and Trust as of December 31, 1997 and
1996, and the related statements of changes in net assets available for benefits
for the years then ended. These financial statements are the responsibility of
the Plan's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of First Financial
Bancorp Thrift Plan and Trust at December 31, 1997 and 1996, and changes in its
net assets available for benefits for the years then ended in conformity with
generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplemental schedules
of assets held for investment as of December 31, 1997, and reportable
transactions for the year then ended, are presented for purposes of complying
with the Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of 1974, and are
not a required part of the basic financial statements. The Fund Information in
the statement of net assets available for benefits and the statement of changes
in net assets available for benefits is presented for purposes of additional
analysis rather than to present the net assets available for benefits and
changes in net assets available for benefits of each fund. The supplemental
schedules and Fund Information have been subjected to the auditing procedures
applied in our audits of the basic financial statements and, in our opinion, are
fairly stated in all material respects in relation to the basic financial
statements taken as a whole.
/s/ ERNST & YOUNG LLP
---------------------
May 7, 1998
Ernst & Young LLP is a member of Ernst & Young International, Ltd.
<PAGE> 5
First Financial Bancorp Thrift Plan and Trust
Statement of Net Assets Available for Benefits, with Fund Information
December 31, 1997
<TABLE>
<CAPTION>
FUND INFORMATION
------------------------------------------------------------------------
FIRST
FINANCIAL
BANCORP
FIXED DIVERSIFIED COMMON
SAVINGS INCOME BALANCED STOCK STOCK 1997
FUND FUND FUND FUND FUND TOTAL
----------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Investments--at fair value:
Prime Corporate Money Fund $ 2,259,567 $ 245,677 $ 156,587 $ 51,487 $ 226,734 $ 2,940,052
U.S. Treasury Notes - 233,306 142,013 - - 375,319
Bond Index Fund -
Intermediate Term - 503 654 - - 1,157
Vanguard Index Fund-
500 Portfolio - - 990 7,125 - 8,115
S&P Depository Receipts
Trust - - 443,090 4,021,785 - 4,464,875
First Financial Bancorp
common stock - - - - 28,585,664 28,585,664
----------------------------------------------------------------------------------------
Total investments 2,259,567 479,486 743,334 4,080,397 28,812,398 36,375,182
Receivables:
First Financial Bancorp - - - - 3,792 3,792
Participants 69,981 (71,172) 1,370 3,360 6,439 9,978
Interest and dividends 10,904 1,069 110 19,862 186,003 217,948
----------------------------------------------------------------------------------------
Total receivables 80,885 (70,103) 1,480 23,222 196,234 231,718
Cash 1,551 950 2,624 7,319 12,385 24,829
----------------------------------------------------------------------------------------
Net assets available for benefits $ 2,342,003 $ 410,333 $ 747,438 $ 4,110,938 $ 29,021,017 $ 36,631,729
========================================================================================
</TABLE>
See accompanying notes.
2
<PAGE> 6
First Financial Bancorp Thrift Plan and Trust
Statement of Net Assets Available for Benefits, with Fund Information
December 31, 1996
<TABLE>
<CAPTION>
FUND INFORMATION
---------------------------------------------------------------------------
FIRST
FINANCIAL
BANCORP
FIXED DIVERSIFIED COMMON
SAVINGS INCOME BALANCED STOCK STOCK 1996
FUND FUND FUND FUND FUND TOTAL
-------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Investments--at fair value:
EB Money Market Fund $ 2,550,567 $ 150 $ 4,289 $ 4,080 $ 129,129 $ 2,688,215
Managed GTD Investment
Contract Fund - 626,515 - - - 626,515
American Balanced Fund - - 493,022 - - 493,022
Victory Diversified Stock Fund - - - 2,839,423 - 2,839,423
First Financial Bancorp
common stock - - - - 18,279,281 18,279,281
-------------------------------------------------------------------------------------------
Total investments 2,550,567 626,665 497,311 2,843,503 18,408,410 24,926,456
Receivables:
First Financial Bancorp - - - - 17,491 17,491
Participants 4,156 2,249 4,632 10,303 24,719 46,059
Interest and dividends 11,994 4 29,016 20 175,919 216,953
-------------------------------------------------------------------------------------------
Total receivables 16,150 2,253 33,648 10,323 218,129 280,503
Cash - - - - - -
-------------------------------------------------------------------------------------------
Total assets 2,566,717 628,918 530,959 2,853,826 18,626,539 25,206,959
LIABILITIES
Stock purchase payable - - (29,003) - - (29,003)
-------------------------------------------------------------------------------------------
Total liabilities - - (29,003) - - (29,003)
===========================================================================================
Net assets available for benefits $ 2,566,717 $ 628,918 $ 501,956 $ 2,853,826 $ 18,626,539 $ 25,177,956
===========================================================================================
</TABLE>
See accompanying notes.
3
<PAGE> 7
First Financial Bancorp Thrift Plan and Trust
Statement of Changes in Net Assets Available for Benefits,
with Fund Information
December 31, 1997
<TABLE>
<CAPTION>
FUND INFORMATION
--------------------------------------------------------------------
FIRST
FINANCIAL
BANCORP
SAVINGS FIXED DIVERSIFIED COMMON
ACCOUNT INCOME BALANCED STOCK STOCK 1997
FUND FUND FUND FUND FUND TOTAL
------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Net appreciation in fair value
of investments $ - $ 40,743 $ 82,787 $ 339,240 $12,294,491 $12,757,261
Dividends - - - 474,949 705,717 1,180,666
Interest 134,926 (1,514) 20,998 20,224 19,181 193,815
------------------------------------------------------------------------------------
Total investment income 134,926 39,229 103,785 834,413 13,019,389 14,131,742
Employer contributions - - - - 564,837 564,837
Participant contributions 97,733 54,848 124,411 462,491 690,766 1,430,249
Transfers from merged plans 6,052 1,831 3,153 4,476 78,447 93,959
Benefit payments (212,388) (598,643) (145,133) (217,845) (3,593,005) (4,767,014)
------------------------------------------------------------------------------------
Net increase prior to interfund transfers 26,323 (502,735) 86,216 1,083,535 10,760,434 11,453,773
Interfund transfers (251,037) 284,150 159,266 173,577 (365,956) -
------------------------------------------------------------------------------------
Net increase (decrease) in net assets
available for benefits (224,714) (218,585) 245,482 1,257,112 10,394,478 11,453,773
Net assets at beginning of year 2,566,717 628,918 501,956 2,853,826 18,626,539 25,177,956
------------------------------------------------------------------------------------
Net assets available for benefits
at end of year $ 2,342,003 $ 410,333 $ 747,438 $ 4,110,938 $29,021,017 $36,631,729
====================================================================================
</TABLE>
See accompanying notes.
4
<PAGE> 8
First Financial Bancorp Thrift Plan and Trust
Statement of Changes in Net Assets Available for Benefits,
with Fund Information
December 31, 1996
<TABLE>
<CAPTION>
FUND INFORMATION
--------------------------------------------------------------------
FIRST
FINANCIAL
BANCORP
SAVINGS FIXED DIVERSIFIED COMMON
ACCOUNT INCOME BALANCED STOCK STOCK 1996
FUND FUND FUND FUND FUND TOTAL
-----------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Net appreciation in fair value
of investments $ - $ 36,712 $ 1,603 $ 167,434 $ 191,827 $ 397,576
Dividends - - 40,013 360,347 641,925 1,042,285
Interest 133,718 70 160 371 12,342 146,661
-----------------------------------------------------------------------------------
Total investment income 133,718 36,782 41,776 528,152 846,094 1,586,522
Employer contributions - - - - 569,818 569,818
Participant contributions 105,178 52,767 113,637 317,783 730,707 1,320,072
Transfers from merged plans 326,067 64,882 156,108 159,600 496,746 1,203,403
Benefit payments (213,034) (20,601) (12,391) (222,258) (1,751,307) (2,219,591)
-----------------------------------------------------------------------------------
Net increase prior to interfund transfers 351,929 133,830 299,130 783,277 892,058 2,460,224
Interfund transfers (9,945) (20,264) 22,194 312,101 (304,086) -
-----------------------------------------------------------------------------------
Net increase in net assets
available for benefits 341,984 113,566 321,324 1,095,378 587,972 2,460,224
Net assets at beginning of year 2,224,733 515,352 180,632 1,758,448 18,038,567 22,717,732
-----------------------------------------------------------------------------------
Net assets available for benefits
at end of year $ 2,566,717 $ 628,918 $ 501,956 $ 2,853,826 $18,626,539 $25,177,956
===================================================================================
</TABLE>
See accompanying notes.
5
<PAGE> 9
First Financial Bancorp Thrift Plan and Trust
Notes to Financial Statements
Years ended December 31, 1997 and 1996
1. DESCRIPTION OF THE PLAN
The following brief description of the First Financial Bancorp Thrift Plan and
Trust (the Plan) is provided for general information purposes only. Participants
should refer to the summary plan description for more information.
First Financial Bancorp (Bancorp) is the sponsor of the Plan.
GENERAL
The Plan is a defined-contribution plan, qualified under Section 401 of the
Internal Revenue Code and is subject to the provisions of the Employee
Retirement Income Security Act of 1974 (ERISA). The Plan covers substantially
all employees of First Financial Bancorp (Plan Sponsor) and affiliates who have
attained at least one year of service and are age twenty-one or older. The Plan
is subject to the provisions of Section 401(k) of the Internal Revenue Code
whereby the participants' discretionary contributions would not be reportable as
compensation for federal and state income tax purposes. The Plan is a single
plan of a controlled group as defined in Code Sections 414(b) and 414(c).
FUNDING
Employer contributions to the Plan are equal to 50 percent of the employee's
contribution limited to 3 percent of the employee's base salary. Employer
contributions are invested in the First Financial Bancorp Common Stock Fund and
are fully vested upon contribution to the Plan. Although the sponsor has not
expressed any intention to do so, it has the right under the Plan to discontinue
contributions at any time and terminate the Plan, subject to provisions set
forth in ERISA.
Participants may elect to make contributions to the Plan of up to 12 percent of
their eligible salary on a before-tax basis. Prior to February 1, 1986,
participants were permitted to contribute certain amounts on an after-tax basis.
All contributions are fully vested when made and can be made to any of the
investment options.
6
<PAGE> 10
First Financial Bancorp Thrift Plan and Trust
Notes to Financial Statements (continued)
1. DESCRIPTION OF THE PLAN (CONTINUED)
PARTICIPATING CORPORATIONS
The terms of the Plan provide that any corporation, which is or becomes a
subsidiary of Bancorp may, with consent of Bancorp, adopt this plan for those
employees which the subsidiary determines shall be eligible.
Effective July 1, 1997, the Plan was amended to admit the employees of Farmers
State Bank and National Bank of Hastings, wholly-owned subsidiaries of Bancorp.
The National Bank of Hastings 401(k) Employee Savings Plan assets of $93,959
were transferred into the Plan. Farmers State Bank did not have an existing
comparable plan prior to merging with Bancorp. Effective January 1, 1996, the
Plan was amended to admit the employees of Bright National Bank and Peoples Bank
and Trust Company, wholly-owned subsidiaries of Bancorp. The Bright National
Bank 401(k) Profit Sharing Plan assets of $1,203,403 were transferred into the
Plan. The Peoples Bank and Trust Company did not have an existing comparable
plan prior to merging with Bancorp.
BENEFIT PAYMENTS
Participants who have withdrawn all of their after-tax contributions may elect
to withdraw employer contributions and the earnings of their accounts. Employer
contributions withdrawn are limited to those made more than eight plan quarters
prior to the quarter in which the withdrawal is being made. Such a withdrawal
suspends the participant's right to make contributions for one year.
Active employees under 59-1/2 years of age may withdraw before-tax savings only
if the participant can prove "financial hardship" as defined by the Internal
Revenue Service. If a participant is an active employee over 59-1/2 years of
age, he or she may withdraw any amount of before-tax savings for any reason. Any
distribution of before-tax funds results in a one year suspension of
participation in the Plan. Withdrawal of funds must be made in the following
sequences: after-tax contributions; earnings on participants' after-tax
contributions; employer contributions; and before-tax contributions.
7
<PAGE> 11
First Financial Bancorp Thrift Plan and Trust
Notes to Financial Statements (continued)
1. DESCRIPTION OF THE PLAN (CONTINUED)
PARTICIPANTS' ACCOUNTS
Earnings are allocated on beginning account balances less any withdrawals during
the quarter. A participant may elect to withdraw all or any part of his or her
after-tax savings from the Plan. Such withdrawal suspends the participant's
right to make future contributions for six months.
Employee contributions to the Plan may be allocated, in 20 percent increments,
among any of the five available funds, as follows:
The Savings Fund invests primarily in a money market fund which holds a
diversified portfolio of high-grade short-term debt obligations that have
minimal credit risk. The fund seeks to maintain a net asset value of $1.00 per
unit. The investment objective is to provide income, preserve capital, and
provide liquidity.
The Fixed Income Fund invests primarily in shares of a registered investment
company that invests in a diversified portfolio of U.S. Government bonds, notes,
agencies, and high quality corporate bonds with maturities of 10 years or less.
It also invests directly in U.S. Government obligations. The objectives of the
Fixed Income Fund are to provide a reasonable level of income and stability of
capital.
The Balanced Fund invests primarily in a diversified portfolio of stocks, bonds
and other fixed-income securities. The objectives of this fund include providing
current income, conserving capital, and long-term growth of capital. The
Balanced Fund's risk is generally considered to be more than the Savings and
Fixed Income Funds, but less than the Diversified Stock Fund and the First
Financial Bancorp Common Stock Fund.
The Diversified Stock Fund invests primarily in shares of registered investment
companies that invest in a diversified portfolio of common stocks. The
investment objective of the Diversified Stock Fund is long-term growth of
capital.
8
<PAGE> 12
First Financial Bancorp Thrift Plan and Trust
Notes to Financial Statements (continued)
1. DESCRIPTION OF THE PLAN (CONTINUED)
PARTICIPANTS' ACCOUNTS (CONTINUED)
The First Financial Bancorp Common Stock Fund invests primarily in First
Financial Bancorp Common Stock. The investment objective is long-term growth of
capital. This fund is generally considered to be the riskiest investment
alternative offered because of the absence of diversification.
PLAN TERMINATION
In the event of termination, the net assets will be distributed to participants
and beneficiaries in proportion to their respective account balances which
become 100 percent vested.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
VALUATION OF INVESTMENTS
Separate trust accounts at Key Trust Company of Ohio, N.A. were used to hold and
invest the Plan's assets through December 12, 1997. On that date, the Plan's
assets were transferred to trust accounts at First National Bank of Southwestern
Ohio, a wholly-owned subsidiary of Bancorp. Investments are stated at fair
values based on quoted closing market prices obtained by the trustee from
published market data. Security transactions are recorded on the trade date.
3. INVESTMENTS
The Plan uses the average cost method for determining the cost of securities
sold when determining realized gains and losses. During 1997 and 1996, the
Plan's investments (including investments bought, sold, and held during the
year) appreciated in fair value by $12,757,261 and $397,576, respectively, as
follows:
9
<PAGE> 13
First Financial Bancorp Thrift Plan and Trust
Notes to Financial Statements (continued)
3. INVESTMENTS (CONTINUED)
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31, 1997
--------------------------------------------------------------------
FIRST
FINANCIAL
FIXED DIVERSIFIED BANCORP
INCOME BALANCED STOCK COMMON STOCK
FUND FUND FUND FUND TOTAL
--------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Unrealized appreciation (depreciation) in
fair value of:
First Financial Bancorp common stock $ -- $ -- $ -- $ 10,483,706 $10,483,706
U.S. Treasury Notes 234 142 -- -- 376
Vanguard Bond Index
Fund-Intermediate Term 3 4 -- -- 7
Vanguard Index Fund-500 Portfolio -- (11) (74) -- (85)
S&P Depository Receipts Trust -- 646 5,768 -- 6,414
Realized gain:
Managed GTD Investment Contract Fund 40,506 (6,725) -- -- 33,781
American Balanced Fund, Inc. -- 88,731 -- -- 88,731
Victory Diversified Stock Fund -- -- 333,546 -- 333,546
First Financial Bancorp common stock -- -- -- 1,810,785 1,810,785
--------------------------------------------------------------------
Net appreciation $40,743 $ 82,787 $ 339,240 $12,294,491 $12,757,261
====================================================================
</TABLE>
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31, 1996
--------------------------------------------------------------------
FIRST
FINANCIAL
FIXED DIVERSIFIED BANCORP
INCOME BALANCED STOCK COMMON STOCK
FUND FUND FUND FUND TOTAL
--------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Unrealized appreciation (depreciation) in
fair value of:
Managed GTD Investment Contract Fund $27,420 $ -- $ -- $ -- $ 27,420
American Balanced Fund, Inc. -- 747 -- -- 747
Victory Diversified Stock Fund -- -- 148,988 -- 148,988
First Financial Bancorp common stock -- -- -- (273,943) (273,943)
Realized gain:
Managed GTD Investment Contract Fund 9,292 -- -- -- 9,292
American Balanced Fund, Inc. -- 856 -- -- 856
Victory Diversified Stock Fund -- -- 18,446 -- 18,446
First Financial Bancorp common stock -- -- -- 465,770 465,770
--------------------------------------------------------------------
Net appreciation $36,712 $1,603 $167,434 $ 191,827 $ 397,576
====================================================================
</TABLE>
10
<PAGE> 14
First Financial Bancorp Thrift Plan and Trust
Notes to Financial Statements (continued)
3. INVESTMENTS (CONTINUED)
The fair value of individual investments that represent 5 percent or more of the
Plan's net assets are as follows:
DECEMBER 31
1997 1996
------------------------------
First Financial Bancorp common stock $28,585,664 $18,279,281
EB Money Market Fund - 2,688,215
Victory Diversified Stock Fund - 2,839,423
Prime Corporate Money Fund 2,940,052 -
S&P Depository Receipts Trust 4,464,875 -
4. INCOME TAX STATUS
The Internal Revenue Service ruled on March 3, 1996 that the Plan qualifies
under Section 401(a) of the Internal Revenue Code (IRC) and, therefore, the
related trust is not subject to tax under present income tax law. Once
qualified, the Plan is required to operate in conformity with the IRC to
maintain its qualification. The plan administrator is not aware of any course of
action or series of events that have occurred that might adversely affect the
Plan's qualified status.
5. TRANSACTIONS WITH PARTIES-IN-INTEREST
Administrative and other service fees are paid by the Plan Sponsor. The Trust is
not charged for administrative services performed on its behalf by First
Financial Bancorp.
The Trust invests in common stock of the Plan Sponsor.
On December 12, 1997, an affiliate of the Plan Sponsor became the Plan Trustee.
Prior to December 12, 1997, the plan invested in a money market account and a
common/collective trust which was sponsored by the Plan Trustee.
11
<PAGE> 15
First Financial Bancorp Thrift Plan and Trust
Notes to Financial Statements (continued)
6. YEAR 2000 ISSUE (UNAUDITED)
The Plan Sponsor has implemented a plan to modify its internal information
technology to be ready for the year 2000 and has begun converting critical data
processing systems. The project also includes determining whether third party
service providers have reasonable plans in place to become year 2000 compliant.
The Plan Sponsor currently expects the project to be substantially complete by
early 1999. The Plan Sponsor does not expect the Year 2000 issue to have a
significant effect on plan operations.
12
<PAGE> 16
SUPPLEMENTAL SCHEDULES
<PAGE> 17
First Financial Bancorp Thrift Plan and Trust
EIN 31-1042001/Plan 002
Line 27a - Schedule of Assets Held for Investment Purposes
December 31, 1997
<TABLE>
<CAPTION>
NUMBER OF SHARES OR
IDENTITY OF ISSUE/DESCRIPTION OF ASSET PRINCIPAL AMOUNT COST CURRENT VALUE
- --------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
First Financial Bancorp common stock* 592,449 shares $ 8,449,403 $ 28,585,664
Goldman Sachs
Prime Corporate Money Fund 2,940,052 shares 2,940,052 2,940,052
PDR Services Corporation
S&P Depository Receipts Trust 46,000 shares 4,458,426 4,464,875
U.S. Government Treasury Notes:
5.750%, due November 30, 2002 $115,000 115,108 115,108
6.125%, due August 15, 2007 $115,000 117,965 118,198
5.750%, due November 30, 2002 $70,000 70,066 70,066
6.125%, due August 15, 2007 $70,000 71,805 71,947
Vanguard Bond Index Fund -
Intermediate Term 113 shares 1,150 1,157
Vanguard Index Fund - 500 Portfolio 91 shares 8,200 8,115
---------------------------------------
$16,232,175 $ 36,375,182
=======================================
</TABLE>
*Indicates party-in-interest to the Plan
13
<PAGE> 18
First Financial Bancorp Thrift Plan and Trust
EIN 31-1042001/Plan 002
Line 27d - Schedule of Reportable Transactions
For the year ended December 31, 1997
<TABLE>
<CAPTION>
CURRENT
EXPENSES VALUE OF
INCURRED ASSET ON NET
PURCHASE SELLING WITH COST OF TRANSACTION GAIN
IDENTITY OF ISSUE/DESCRIPTION OF ASSET PRICE PRICE TRANSACTION ASSET DATE (LOSS)
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Category (i)--single transactions in excess of 5 percent of plan assets
* Goldman Sachs Prime Corporate Money Fund $2,250,468 $ - $ - $ - $ 2,250,468 $ -
* Goldman Sachs Prime Corporate Money Fund - 2,168,441 - 2,168,441 2,168,441 -
-
* Goldman Sachs Prime Corporate Money Fund - 1,847,575 - 1,847,575 1,847,575 -
* Goldman Sachs Prime Corporate Money Fund 4,028,053 - - - 4,028,053 -
* PDR Services Corporation
S&P Depository Receipts Trust 2,168,441 - - - 2,168,441 -
* PDR Services Corporation
S&P Depository Receipts Trust 1,847,575 - - - 1,847,575 -
* KeyTrust EB Money Market Fund - 2,250,468 - 2,250,468 2,250,468 -
* Victory Diversified Stock Fund - 4,028,053 - 3,410,033 4,028,053 618,020
Category (iii)--series of transactions in excess of 5 percent of plan assets
* First Financial Bancorp common stock 870,710 - - 870,710 870,710 -
* First Financial Bancorp common stock - 525,874 368 198,594 525,506 326,912
* KeyTrust EB Money Market Fund 4,319,205 - - 4,319,205 4,319,205 -
* KeyTrust EB Money Market Fund - 7,007,421 - 7,007,421 7,007,421 -
* KeyTrust Managed GTD Investment
Contract Fund 462,356 - - 462,356 462,356 -
* KeyTrust Managed GTD Investment
Contract Fund - 1,129,377 - 1,035,974 1,129,377 93,403
</TABLE>
14
<PAGE> 19
First Financial Bancorp Thrift Plan and Trust
EIN 31-1042001/Plan 002
Line 27d - Schedule of Reportable Transactions (continued)
For the year ended December 31, 1997
<TABLE>
<CAPTION>
CURRENT
EXPENSES VALUE OF
INCURRED ASSET ON NET
PURCHASE SELLING WITH COST OF TRANSACTION GAIN
IDENTITY OF ISSUE/DESCRIPTION OF ASSET PRICE PRICE TRANSACTION ASSET DATE (LOSS)
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Category (iii)--series of transactions in excess of 5 percent of plan assets (continued)
* Goldman Sachs Prime Corporate Money Fund 7,792,299 - - 7,792,299 7,792,299 -
* Goldman Sachs Prime Corporate Money Fund - 4,852,247 - 4,852,247 4,852,247 -
* PDR Services Corporation
S&P Depository Receipts Trust 4,458,462 - - 4,458,462 4,458,462 -
* Victory Diversified Stock Fund 1,080,025 - - 1,080,025 1,080,025 -
* Victory Diversified Stock Fund - 4,252,995 - 3,584,469 4,252,995 668,526
</TABLE>
There were no category (ii) or (iv) reportable transactions during 1997.
* Transaction occurred on the market.
Note: Rental expense is not applicable.
15
<PAGE> 20
SIGNATURES
----------
Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan
Administrator has caused this annual report to be signed by the undersigned
thereunto duly authorized.
FIRST FINANCIAL BANCORP
THRIFT PLAN AND TRUST
Date: June 26, 1998 By: /s/ BRIAN D. MORIARTY
--------------------------------------
Brian D. Moriarty
Senior Vice President/
Human Resources,
First Financial Bancorp
/s/ MICHAEL R. O'DELL
--------------------------------------
Michael R. O'Dell
Senior Vice President,
Chief Financial Officer, and Secretary
First Financial Bancorp