FIRST CHESAPEAKE FINANCIAL CORP
10QSB/A, 1996-08-16
MORTGAGE BANKERS & LOAN CORRESPONDENTS
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                                    UNITED STATES
			  SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C. 20549

                                     FORM 10-QSB/A
                                    Amendment No. 1

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

For the quarterly period ended March 31, 1996


Commission File Number 0-21912


                        First Chesapeake Financial Corporation
               (Exact name of registrant as specified in its charter)

                    Virginia                                54-1624428
         (State or other jurisdiction of                 (I.R.S. Employer
          incorporation or organization)                 Identification No.)

                          9100 Arboretum Parkway, Suite 160
                              Richmond, Virginia 23236
                      (Address of principal executive offices)
                                     (Zip code)

                                  (804)320-0160
                 (Registrant's telephone number, including area code)


        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 [ ]   

The number of shares of common stock of registrant outstanding as of May 10,
1996 was 4,621,550 shares.

<PAGE>

This Amendment No. 1 to the Form 10-QSB of First Chesapeake Financial
Corporation for the quarterly period ended March 31, 1996 adds a Financial Data
Schedule that was not provided with the original filing.

<PAGE>

                     FIRST CHESAPEAKE FINANCIAL CORPORATION

                                   SIGNATURES



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



                                        FIRST CHESAPEAKE FINANCIAL CORPORATION
                                        Registrant


Date:   August 16, 1996                 By  Max E. Gray 
                                            Max E. Gray
                                            Chairman, President and
                                            Chief Executive Officer


Date:   August 16, 1996                 By  C. Harril Whitehurst, Jr. 
                                            C. Harril Whitehurst, Jr.
                                            Executive Vice President and
                                            Chief Financial Officer




<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED FINANCIAL STATEMENTS OF FIRST CHESAPEAKE FINANCIAL CORPORATION FOR
THE THREE MONTHS ENDED MARCH 31, 1996 AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-END>                               MAR-31-1996
<CASH>                                         1867660
<SECURITIES>                                         0
<RECEIVABLES>                                  1849546
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                                     0
<PP&E>                                          730005
<DEPRECIATION>                                  252628
<TOTAL-ASSETS>                                 4409131
<CURRENT-LIABILITIES>                          1571762
<BONDS>                                              0
                                0
                                          0
<COMMON>                                      10592458
<OTHER-SE>                                   (7755089)
<TOTAL-LIABILITY-AND-EQUITY>                   4409131
<SALES>                                         120133
<TOTAL-REVENUES>                                120133
<CGS>                                           426643
<TOTAL-COSTS>                                   426643
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               24450
<INCOME-PRETAX>                               (330960)
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                           (330960)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                  (330960)
<EPS-PRIMARY>                                    (.07)
<EPS-DILUTED>                                    (.07)
        


</TABLE>


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