HARRODSBURG FIRST FINANCIAL BANCORP INC
8-K, 1997-02-18
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): February 11, 1997





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




         Delaware                      0-26570             61-1284899
- - ----------------------------         --------------      --------------
(State or other jurisdiction         (SEC File No.)      (IRS Employer
     of incorporation)                                   Identification
                                                            Number)




104 South Chiles Street, Harrodsburg, Kentucky          40330-1620
- - -----------------------------------------------        ------------
(Address of principal executive offices)                (Zip Code)




Registrant's telephone number, including area code:  (606) 734-5452
                                                     --------------


                                 Not Applicable
- - -------------------------------------------------------------------------------
          (Former name or former address, if changed since last Report)



<PAGE>





                    HARRODSBURG FIRST FINANCIAL BANCORP, INC.

                      INFORMATION TO BE INCLUDED IN REPORT
                      ------------------------------------



Item 5.   Other Events
          ------------

          The  Registrant  announced  that it  intends  to  implement  the  1996
Restricted  Stock Plan  previously  approved  by  stockholders.  The  Registrant
intends to  purchase  up to 85,000  shares of its Common  Stock to be awarded as
incentive   bonuses  to  directors  and  officers  of  the  Registrant  and  its
subsidiaries.  It is  anticipated  that  such  shares of  Common  Stock  will be
purchased  in the open  market  from time to time  during  the next six  months.
Alternatively,  the Plan is permitted to purchase such shares  directly from the
Registrant.

          For further  details,  reference  is made to the press  release  dated
January 28, 1997, which is attached hereto as Exhibit 99 and incorporated herein
by this reference.



Item 7.   Financial Statements, Pro Forma Financial Information and 
          ---------------------------------------------------------
          Exhibits
          --------

          (c) Exhibits:

                  99    Press Release dated January 28, 1997.











<PAGE>





                                   SIGNATURES


          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.


                                          HARRODSBURG FIRST FINANCIAL
                                                BANCORP, INC.



Date: February 11, 1997                   By: /s/ Jack D. Hood
                                              ----------------
                                              Jack D. Hood
                                              Chief Executive Officer
                                                and President








                                   EXHIBIT 99


<PAGE>




             HARRODSBURG FIRST FINANCIAL BANCORP, INC. LETTERHEAD


Date:     January 28, 1997                    Contact: Jack D. Hood, President
                                              (606) 734-5452


FOR IMMEDIATE RELEASE
- - ---------------------


                         ANNUAL MEETING OF STOCKHOLDERS


Harrodsburg,  Kentucky -- Harrodsburg First Financial Bancorp,  Inc., the parent
savings and loan holding  company of First Federal  Savings Bank of Harrodsburg,
Harrodsburg,  Kentucky,  announced that its Annual Meeting of  Stockholders  was
held on January 27, 1997, at 2:00 p.m. At the meeting,  Jack D. Hood and Jack L.
Coleman, Sr., were elected as directors each for a three year term. In addition,
stockholders  approved  the  Company's  1996  Stock  Option  Plan and the Bank's
Restricted Stock Plan and Trust Agreement,  and also ratified the appointment of
Miller, Mayer, Sullivan & Stevens LLP as auditors for the Company for the fiscal
year ending September 30, 1997. Shares to fund the Restricted Stock Plan will be
purchased in the open  market.  The  Company's  stock trades on the Nasdaq Stock
Market under the symbol "HFFB."



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