ITEM 1.
ITEM 1 (a) NAME OF ISSUER:
First Financial Corporation
ITEM A (b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
One First Financial Plaza
P.O. Box 540
Terre Haute, IN 47808-0540
ITEM 2.
ITEM 2 (a) NAME OF PERSON FILING:
First Financial Corporation
Employee Stock Ownership Plan 35-2702871
ITEM 2 (b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR,
IF NONE, RESIDENCE:
One First Financial Corporation
P.O. Box 540
Terre Haute, IN 47808-0540
ITEM 2 ) CITIZENSHIP:
Place of Organization: Indiana
ITEM 2 (d) TITLE OF CLASS OF SECURITIES:
Common Stock without par value
ITEM 2 (e) CUSIP NUMBER:
320218(10)
ITEM 3. STATEMENT FILED PURSUANT TO RULES 13d-1(b) OR 13d-2(b)
Not applicable because this is an amendment to an
original filing under Section 13(g) (1). The
reporting person was a beneficial owner of more
than 5 percent of the Issuer's outstanding common
stock prior to the Issuer's registration under
Section 12(g) of the Securities Exchange Act
of 1934.
<PAGE>
ITEM 4. OWNERSHIP. (as of December 31, 1998):
(a) Amount Beneficially Owned: 437,461 shares
(b) Percent of Class: 6.11%
) Number of shares as to which such person has: <PAGE>
(I) sole power to vote or direct the vote -0-
(ii) shared power to vote or direct the vote -0-
(iii) sole power to dispose or to direct the disposition
of -0-
(iv) shared power to dispose or to direct the disposition
of 437,461
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not Applicable
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
The participants in the First Financial Corporation
Employee Stock Ownership Plan ( Plan ) have the right to
receive the dividends and proceeds from the sale of
the securities held by the plan under the conditions set forth
in the Plan.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY.
Not Applicable
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not Applicable
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not Applicable
ITEM 10. CERTIFICATION.
Not Applicable
<PAGE>
SIGNATURE.
After reasonable inquiry and to the best of my knowledge
and belief, I certify that the information set forth in
this statement is true, complete and correct.
FIRST FINANCIAL CORPORATION
EMPLOYEE STOCK OWNERSHIP PLAN
By: Terre Haute First National Bank
Trustee
By: ________________________
John W. Perry, Secretary
Dated: __________________ <PAGE>
