f10q_111213.htm

10-Q 1 f10q_111213.htm FORM 10-Q f10q_111213.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2013

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: 0-54124

	FEDFIRST FINANCIAL CORPORATION
	(Exact name of registrant as specified in its charter)

Maryland		25-1828028
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

565 Donner Avenue, Monessen, Pennsylvania		15062
(Address of principal executive offices)		(Zip Code)

	(724) 684-6800
	(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 o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer o Accelerated filer o

Non-accelerated filer o (Do not check if a smaller reporting company) Smaller reporting company x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x

As of November 5, 2013, the issuer had 2,418,493 shares of common stock outstanding.

FORM 10-Q

INDEX

Page

PART I – FINANCIAL INFORMATION
Item 1. Financial Statements.	1
Consolidated Statements of Financial Condition at September 30, 2013 (Unaudited) and December 31, 2012	1
Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2013 and 2012 (Unaudited)	2
Consolidated Statements of Comprehensive Income for the Three and Nine Months Ended September 30, 2013 and 2012 (Unaudited)	3
Consolidated Statements of Changes In Stockholders’ Equity for the Nine Months Ended September 30, 2013 and 2012 (Unaudited)	3
Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2013 and 2012 (Unaudited)	4
Notes to the Unaudited Consolidated Financial Statements	5
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.	28
Item 3. Quantitative and Qualitative Disclosures About Market Risk.	39
Item 4. Controls and Procedures.	39
PART II – OTHER INFORMATION
Item 1. Legal Proceedings.	39
Item 1A. Risk Factors.	39
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.	40
Item 3. Defaults Upon Senior Securities.	40
Item 4. Mine Safety Disclosures	40
Item 5. Other Information.	40
Item 6. Exhibits.	40
SIGNATURES

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION AT SEPTEMBER 30, 2013 (UNAUDITED) AND DECEMBER 31, 2012

(Dollars in thousands, except share data)	September 30, 2013			December 31, 2012
Assets:

Cash and cash equivalents:
Cash and due from banks	$	1,984		$	2,044
Interest-earning deposits		12,105			3,830
Total cash and cash equivalents		14,089			5,874

Securities available-for-sale		28,969			42,582
Loans, net		261,737			249,530
Federal Home Loan Bank ("FHLB") stock, at cost		2,264			3,787
Accrued interest receivable - loans		852			829
Accrued interest receivable - securities		156			206
Premises and equipment, net		1,696			1,797
Bank-owned life insurance		8,499			8,317
Goodwill		1,080			1,080
Real estate owned		505			146
Deferred tax assets		2,112			2,511
Other assets		554			2,101
Total assets	$	322,513		$	318,760

Liabilities and Stockholders' Equity:

Deposits:
Noninterest-bearing	$	29,495		$	23,987
Interest-bearing		195,373			190,070
Total deposits		224,868			214,057

Borrowings		42,500			48,678
Advance payments by borrowers for taxes and insurance		113			681
Accrued interest payable - deposits		98			144
Accrued interest payable - borrowings		153			158
Other liabilities		1,517			1,748
Total liabilities		269,249			265,466

Stockholders' equity
FedFirst Financial Corporation stockholders' equity:
Preferred stock $0.01 par value; 10,000,000 shares authorized; none issued		-			-
Common stock $0.01 par value; 20,000,000 shares authorized; 2,431,993 and 2,540,341 shares issued and outstanding		24			25
Additional paid-in-capital		32,859			34,986
Retained earnings - substantially restricted		21,265			19,821
Accumulated other comprehensive income (loss), net of deferred taxes (benefit) of $64 and $(250)		98			(388	)
Unearned Employee Stock Ownership Plan ("ESOP")		(1,080	)		(1,210	)
Total FedFirst Financial Corporation stockholders' equity		53,166			53,234
Noncontrolling interest in subsidiary		98			60
Total stockholders' equity		53,264			53,294
Total liabilities and stockholders' equity	$	322,513		$	318,760

See Notes to the Unaudited Consolidated Financial Statements.

CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2013 AND 2012 (UNAUDITED)

	Three Months Ended September 30,				Nine Months Ended September 30,
(Dollars in thousands, except per share data)	2013		2012		2013		2012

Interest income:
Loans	$	2,912	$	3,092	$	8,855	$	9,292
Securities - taxable		196		361		695		1,182
Securities - tax exempt		37		38		113		111
Other interest-earning assets		10		9		18		24
Total interest income		3,155		3,500		9,681		10,609

Interest expense:
Deposits		341		457		1,086		1,592
Borrowings		317		394		967		1,279
Total interest expense		658		851		2,053		2,871
Net interest income		2,497		2,649		7,628		7,738

Provision for loan losses		200		100		365		310
Net interest income after provision for loan losses		2,297		2,549		7,263		7,428

Noninterest income:
Fees and service charges		187		159		576		476
Insurance commissions		755		562		2,505		1,747
Income from bank-owned life insurance		60		97		182		227
Other		6		12		98		93
Total noninterest income		1,008		830		3,361		2,543

Noninterest expense:
Compensation and employee benefits		1,484		1,405		4,584		4,199
Occupancy		271		291		849		908
FDIC insurance premiums		44		50		134		162
Data processing		144		142		427		412
Professional services		139		137		441		536
Advertising		123		47		385		121
Other		346		307		935		962
Total noninterest expense		2,551		2,379		7,755		7,300

Income before income tax expense and noncontrolling interest in net income of consolidated subsidiary		754		1,000		2,869		2,671
Income tax expense		273		346		966		946
Net income before noncontrolling interest in net income of consolidated subsidiary		481		654		1,903		1,725
Noncontrolling interest in net income of consolidated subsidiary		18		5		70		26
Net income of FedFirst Financial Corporation	$	463	$	649	$	1,833	$	1,699

Earnings per share:
Basic	$	0.20	$	0.23	$	0.75	$	0.60
Diluted		0.19		0.23		0.75		0.60

Weighted-average shares outstanding:
Basic		2,373,378		2,867,983		2,428,692		2,836,388
Diluted		2,407,398		2,871,313		2,460,099		2,839,577

See Notes to the Unaudited Consolidated Financial Statements.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2013 AND 2012 (UNAUDITED)

	Three Months Ended September 30,				Nine Months Ended September 30,
(Dollars in thousands)	2013		2012		2013		2012

Net income before noncontrolling interest in net income of consolidated subsidiary	$	481	$	654	$	1,903	$	1,725

Other comprehensive income:
Unrealized gain on securities available-for-sale, net of income tax expense		486		136		486		33
Other comprehensive income, net of income tax expense		486		136		486		33
Comprehensive income		967		790		2,389		1,758
Less: Comprehensive income attributable to the noncontrolling interest in subsidiary		18		5		70		26
Comprehensive income attributable to FedFirst Financial Corporation	$	949	$	785	$	2,319	$	1,732

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2013 AND 2012 (UNAUDITED)

(Dollars in thousands, except per share data)	Common Stock			Additional Paid-in- Capital			Retained Earnings			Accumulated Other Comprehensive Loss			Unearned ESOP			Noncontrolling Interest in Subsidiary			Total Stockholders' Equity
December 31, 2011	$	30		$	41,630		$	18,650		$	(167	)	$	(1,382	)	$	40		$	58,801
Comprehensive income:
Net income		-			-			1,699			-			-			26			1,725
Other comprehensive income, net of tax of $21		-			-			-			33			-			-			33
Issuance of common stock (16,240 shares)		-			226			-			-			-			-			226
Purchase and retirement of common stock (109,442 shares)		(1	)		(1,565	)		-			-			-			-			(1,566	)
ESOP shares committed to be released		-			(42	)		-			-			129			-			87
Stock-based compensation expense		-			108			-			-			-			-			108
Stock awards granted (16,240 shares)		-			(226	)		-			-			-			-			(226	)
Distribution to noncontrolling shareholder		-			-			-			-			-			(12	)		(12	)
Dividends paid ($0.11 per share)		-			-			(312	)		-			-			-			(312	)
September 30, 2012	$	29		$	40,131		$	20,037		$	(134	)	$	(1,253	)	$	54		$	58,864

(Dollars in thousands, except per share data)	Common Stock			Additional Paid-in- Capital			Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Unearned ESOP			Noncontrolling Interest in Subsidiary			Total Stockholders' Equity
December 31, 2012	$	25		$	34,986		$	19,821		$	(388	)	$	(1,210	)	$	60		$	53,294
Comprehensive income:
Net income		-			-			1,833			-			-			70			1,903
Other comprehensive income, net of tax of $314		-			-			-			486			-			-			486
Issuance of common stock (14,750 shares)		-			260			-			-			-			-			260
Purchase and retirement of common stock (122,957 shares)		(1	)		(2,298	)		-			-			-			-			(2,299	)
ESOP shares committed to be released		-			(17	)		-			-			130			-			113
Stock-based compensation expense		-			190			-			-			-			-			190
Stock awards granted (14,750 shares)		-			(260	)		-			-			-			-			(260	)
Stock options exercised		-			(2	)		-			-			-			-			(2	)
Distribution to noncontrolling shareholder		-			-			-			-			-			(32	)		(32	)
Dividends paid ($0.16 per share)		-			-			(389	)		-			-			-			(389	)
September 30, 2013	$	24		$	32,859		$	21,265		$	98		$	(1,080	)	$	98		$	53,264

See Notes to the Unaudited Consolidated Financial Statements.

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2013 AND 2012 (UNAUDITED)

	Nine Months Ended September 30,
(Dollars in thousands)	2013			2012
Cash flows from operating activities:
Net income of FedFirst Financial Corporation	$	1,833		$	1,699
Adjustments to reconcile net income to net cash provided by operating activities:
Noncontrolling interest in net income of consolidated subsidiary		70			26
Provision for loan losses		365			310
Depreciation		217			290
Amortization of intangibles		42			82
Impairment loss on real estate owned		42			-
Net amortization of security premiums and loan costs		315			475
Noncash expense for ESOP		113			87
Noncash expense for stock-based compensation		190			108
Increase in bank-owned life insurance		(182	)		(194	)
Refund of FDIC prepaid insurance assessment		643			-
Decrease in other assets		947			407
Increase (decrease) in other liabilities		(282	)		(498	)
Net cash provided by operating activities		4,313			2,792

Cash flows from investing activities:
Net loan (originations) repayments		(13,183	)		3,219
Proceeds from maturities of and principal repayments of securities available-for-sale		14,202			14,519
Purchases of securities available-for-sale		-			(10,940	)
Purchases of premises and equipment		(116	)		(94	)
Decrease in FHLB stock, at cost		1,523			982
Proceeds from sales of real estate owned		131			366
Cash surrender value of bank owned life insurance policy surrendered		-			239
Income for cash surrender value of bank owned life insurance policy surrendered		-			(33	)
Net cash provided by investing activities		2,557			8,258

Cash flows from financing activities:
Net decrease in short-term borrowings		(4,188	)		-
Repayments of long-term borrowings		(1,990	)		(11,456	)
Net increase (decrease) in deposits		10,811			(1,509	)
Decrease in advance payments by borrowers for taxes and insurance		(568	)		(249	)
Purchase and retirement of common stock		(2,299	)		(1,566	)
Dividends paid		(389	)		(312	)
Distribution to noncontrolling shareholder		(32	)		(12	)
Net cash provided by (used in) financing activities		1,345			(15,104	)

Net increase (decrease) in cash and cash equivalents		8,215			(4,054	)
Cash and cash equivalents, beginning of period		5,874			14,571

Cash and cash equivalents, end of period	$	14,089		$	10,517

Supplemental cash flow information:
Cash paid for:
Interest on deposits and borrowings (including interest credited to deposit accounts of $1,132 and $1,688 respectively)	$	2,149		$	3,010
Income tax expense		380			846

Real estate acquired in settlement of loans		507			32

See Notes to the Unaudited Consolidated Financial Statements.

Notes to the Unaudited Consolidated Financial Statements

Note 1. Basis of Presentation/Nature of Operations

The accompanying unaudited Consolidated Financial Statements include the accounts of FedFirst Financial Corporation (“FedFirst Financial” or the “Company”), a stock holding company established in 2010, whose wholly owned subsidiary is First Federal Savings Bank (“First Federal” or the “Bank”), a federally chartered stock savings bank, which owns FedFirst Exchange Corporation (“FFEC”). FFEC has an 80% controlling interest in Exchange Underwriters, Inc. (“Exchange Underwriters”). Exchange Underwriters is a full-service, independent insurance agency that offers property and casualty, commercial liability, surety and other insurance products. All significant intercompany transactions have been eliminated.

First Federal operates as a community-oriented financial institution offering residential, multi-family and commercial mortgages, consumer loans and commercial business loans as well as a variety of deposit products for individuals and businesses from seven locations in southwestern Pennsylvania. First Federal conducts insurance brokerage activities through Exchange Underwriters. The Bank is subject to competition from other financial institutions and to the regulations of certain federal and state agencies and undergoes periodic examinations by those regulatory authorities.

The unaudited consolidated financial statements were prepared in accordance with instructions to Form 10-Q and, therefore, do not include information or notes necessary for a complete presentation of financial position, results of operations, changes in stockholders’ equity and cash flows in conformity with accounting principles generally accepted in the United States of America (“GAAP”). However, all normal recurring adjustments that, in the opinion of management, are necessary to make the consolidated financial statements not misleading have been included. These interim consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012. The results of operations for the nine months ended September 30, 2013 are not necessarily indicative of the results that may be expected for the full year or any other interim period.

The Company evaluated subsequent events through the date the consolidated financial statements were filed with the Securities and Exchange Commission and incorporated into the consolidated financial statements the effect of all material known events determined by Accounting Standards Codification (“ASC”) Topic 855, Subsequent Events, to be recognizable events.

In preparing financial statements in conformity with GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and income and expenses during the reporting period. Actual results could differ significantly from those estimates. Material estimates that are particularly susceptible to significant change in the near term relate to determination of the allowance for losses on loans, the valuation of real estate acquired in connection with foreclosures or in satisfaction of loans, evaluation of securities for other-than-temporary impairment including related cash flow projections, goodwill impairment, and the valuation of deferred tax assets.

Note 2. Recent Accounting Pronouncements

ASU 2012-04 Technical Corrections and Improvements. In October 2012, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2012-04, Technical Corrections and Improvements, which makes certain minor technical corrections to the FASB Accounting Standards Codification (“ASC”) and includes conforming amendments that are nonsubstantive in nature and identify when the use of fair value should be linked to the definition of fair value in ASC Topic 820, Fair Value Measurement. The amendments affect various ASC topics and include source literature amendments, guidance clarification and reference corrections, and relocated guidance. The amendments that will not have transition guidance were effective upon issuance and the amendments that are subject to the transition guidance will be effective for fiscal periods beginning after December 15, 2012. The adoption of this ASU did not have a material impact on the Company’s financial condition and results of operation.

ASU 2013-02 Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income. In February 2013, the FASB issued ASU 2013-02, Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income, which requires entities to disclose additional information about reclassification adjustments including changes in accumulated other comprehensive income (“AOCI”) balances by component and significant items reclassified out of AOCI. The ASU is intended to help entities improve the transparency of changes in other comprehensive income (“OCI”) and items reclassified out of AOCI in their financial statements. It does not amend any existing requirements for reporting net income or OCI in the financial statements. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2012. The adoption of this ASU did not have a material impact on the Company’s financial condition and results of operation.

ASU 2013-11 Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. In July 2013, the FASB issued ASU 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists, which provides guidance on financial statement presentation of an unrecognized tax benefit when a net operating loss (“NOL”) carryforward, a similar tax loss, or a tax credit carryforward exists. The ASU is intended to eliminate diversity in practice resulting from a lack of guidance on this topic in current GAAP. Under the ASU, an entity generally must present an unrecognized tax benefit, or a portion of an unrecognized tax benefit, in the financial statements as a reduction to a deferred tax asset for an NOL carryforward, a similar tax loss, or a tax credit carryforward. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. The adoption of this ASU is not expected to have a material impact on the Company’s financial condition and results of operation.

Note 3. Securities

The following table sets forth the amortized cost and fair value of securities available-for-sale at the dates indicated (dollars in thousands).

September 30, 2013	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
Municipal bonds	$	8,005	$	235	$	197	$	8,043
Mortgage-backed - GSEs		8,393		483		-		8,876
REMICs		8,413		136		7		8,542
Corporate debt		3,996		-		488		3,508
Total securities available-for-sale	$	28,807	$	854	$	692	$	28,969

December 31, 2012
Municipal bonds	$	8,756	$	435	$	10	$	9,181
Mortgage-backed - GSEs		12,120		695		-		12,815
REMICs		18,345		355		-		18,700
Corporate debt		3,995		-		2,113		1,882
Equities		4		-		-		4
Total securities available-for-sale	$	43,220	$	1,485	$	2,123	$	42,582

The amortized cost and fair value of securities at September 30, 2013 by contractual maturity were as follows. Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without penalties.

(Dollars in thousands)	Amortized Cost		Fair Value
Due from one to five years	$	2,113	$	2,349
Due from five to ten years		6,710		6,790
Due after ten years		19,984		19,830
Total	$	28,807	$	28,969

The following table presents gross unrealized losses and fair value of securities aggregated by category and length of time that individual securities have been in a continuous loss position at the dates indicated (dollars in thousands).

	Less than 12 months						12 months or more						Total
September 30, 2013	Number of Securities		Fair Value		Gross Unrealized Losses		Number of Securities		Fair Value		Gross Unrealized Losses		Number of Securities		Fair Value		Gross Unrealized Losses
Municipal bonds		3	$	5,247	$	197		-	$	-	$	-		3	$	5,247	$	197
REMICs		3		2,688		7		-		-		-		3		2,688		7
Corporate debt		-		-		-		3		3,508		488		3		3,508		488
Total securities temporarily impaired		6	$	7,935	$	204		3	$	3,508	$	488		9	$	11,443	$	692

	Less than 12 months						12 months or more						Total
December 31, 2012	Number of Securities		Fair Value		Gross Unrealized Losses		Number of Securities		Fair Value		Gross Unrealized Losses		Number of Securities		Fair Value		Gross Unrealized Losses
Municipal bonds		1	$	1,151	$	10		-	$	-	$	-		1	$	1,151	$	10
Corporate debt		-		-		-		3		1,882		2,113		3		1,882		2,113
Total securities temporarily impaired		1	$	1,151	$	10		3	$	1,882	$	2,113		4	$	3,033	$	2,123

The Company reviews its investment portfolio on a quarterly basis for indications of other-than-temporary impairment (“OTTI”). This review includes analyzing the length of time and the extent to which the fair value has been lower than the cost, the financial condition and near-term prospects of the issuer including any specific events that may influence the operations of the issuer, and the intent and ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in the market.

Municipal Bonds – At September 30, 2013, the Company had three municipal bonds with an unrealized loss of $197,000 in an unrealized loss position of less than 12 months. An evaluation was performed on each bond. For two of the bonds, there were no events to indicate deterioration in credit with unchanged, investment grade credit ratings. The Company believes the unrealized loss on these two bonds is due to market conditions, specifically rising interest rates impacting the value of the bonds. The third bond’s credit rating was initially downgraded in 2012 primarily due to budgetary challenges and more recently in July 2013 primarily due to accreditation concerns; however the credit rating remains investment grade and the strong income indicators of the economic base and sound financial policies and practices of the municipality, and the municipality’s ability to levy a property tax that is sufficient to be used for bond payment are expected to allow it to repay debt and meet its contractual obligations. Therefore, the Company believes the unrealized loss of this bond is due to changes in market conditions. The Company does not intend to sell the bonds and it is more likely than not that the Company will not be required to sell the bonds before recovery. The Company expects to recover the entire amortized cost basis and concluded that there was no OTTI on these bonds at September 30, 2013.

Corporate Debt – At September 30, 2013, the Company had three securities that were in an unrealized loss position for 12 months or more at an amount of $488,000. These securities consist of two pools of trust preferred corporate debt obligations (“CDOs”) collateralized by the trust preferred securities of insurance companies in the United States. These securities were downgraded from their original rating issuance to below investment grade after purchase. The lack of liquidity in the market for this type of security, credit rating downgrades and market uncertainties are factors contributing to the unrealized losses on these securities.

The following table provides additional information related to the Company’s CDOs at September 30, 2013 (dollars in thousands).

Pool	Class	Tranche		Amortized Cost		Fair Value		Unrealized Loss			S&P Rating	Current Number of Insurance Companies		Total Collateral		Current Deferrals and Defaults		Performing Collateral		Additional Immediate Deferrals / Defaults Before Causing an Interest Shortfall (a)		Additional Immediate Deferrals / Defaults Before Causing a Break in Yield (b)
I-PreTSL I	Mezzanine		B-3	$	1,500	$	1,246	$	(254	)	CCC-		16	$	188,500	$	32,500	$	156,000	$	101,603	$	44,500
I-PreTSL II	Mezzanine		B-3		2,496		2,262		(234	)	BB+		23		305,500		24,500		281,000		173,825		110,500
				$	3,996	$	3,508	$	(488	)

(a)

A temporary interest shortfall is caused by an amount of deferrals/defaults high enough such that there is insufficient cash flow available to pay current interest on the given tranche or by breaching the principal coverage test of the tranche immediately senior to the given tranche. Amounts presented represent additional deferrals/defaults beyond those currently existing that must occur before the security would experience an interest shortfall.

(b)

A break in yield for a given tranche means that deferrals/defaults have reached such a level that the tranche would not receive all of its contractual cash flows (principal and interest) by maturity (so not just a temporary interest shortfall, but an actual loss in yield on the investment). In other words, the magnitude of the defaults/deferrals has depleted the entire credit enhancement (excess interest and over-collateralization) beneath the given tranche. Amounts presented represent additional deferrals/defaults beyond those currently existing that must occur before the security would experience a break in yield.

These securities are evaluated for OTTI by determining whether it is probable that an adverse change in estimated cash flows has occurred. Determining whether there has been an adverse change in estimated cash flows involves the calculation of the present value of remaining cash flows compared to previously projected cash flows. We consider the discounted cash flow analysis to be our primary evidence when determining whether credit-related OTTI exists. Additionally, reports are reviewed that provide information for the amount of deferral/defaults that would have to occur to prevent the tranche from collecting contractual cash flows (principal and interest). None of these securities are projecting a cash flow disruption, nor have any of these securities experienced a cash flow disruption. The Company also reviewed each of the issues’ collateral participants, including their financial condition, ratings provided by A. M. Best (for insurance companies), and adverse conditions specifically related to industry or geographic area. This information did not suggest additional deferrals or defaults in the future that would result in the securities not receiving all of their contractual cash flows. Based on the analysis performed and the fact that the Company does not expect to sell these securities, and because it is not more likely than not that the Company will be required to sell the securities before recovery of their amortized cost basis, the Company concluded that there was no OTTI on these securities at September 30, 2013.

Other Securities – This category may include mortgage-backed securities and REMICS. At September 30, 2013, the Company had three REMIC securities that were issued and backed by a Government-Sponsored Enterprise (“FNMA” and “FHLMC”) with an unrealized loss of $7,000. The securities were in an unrealized loss position for less than 12 months. The Company believes the unrealized loss of the securities is due to changes in market interest rates or changes in market conditions as there was no indication that the issuers were having financial difficulties. The Company does not intend to sell the securities and it is not more likely than not that the Company will be required to sell the securities before their recovery. The Company expects to recover the entire amortized cost basis of the securities and concluded that there was no OTTI at September 30, 2013.

Note 4. Loans

The following table sets forth the composition of our loan portfolio at the dates indicated (dollars in thousands).

	September 30, 2013						December 31, 2012
	Amount			Percent			Amount			Percent
Real estate-mortgage:
One- to four-family residential
Originated	$	103,170			37.7	%	$	110,754			43.4	%
Purchased		7,575			2.7			10,188			4.0
Total one- to four-family residential		110,745			40.4			120,942			47.4

Multi-family
Originated		7,016			2.6			11,101			4.3
Purchased		3,799			1.4			4,226			1.7
Total multi-family		10,815			4.0			15,327			6.0

Commercial		53,368			19.5			45,504			17.8
Total real estate-mortgage		174,928			63.9			181,773			71.2

Real estate-construction:
Residential		3,581			1.3			1,931			0.8
Commercial		16,341			6.0			5,231			2.0
Total real estate-construction		19,922			7.3			7,162			2.8

Consumer:
Home equity
Loan-to-value ratio of 80% or less		47,150			17.2			41,537			16.3
Loan-to-value ratio of greater than 80%		9,200			3.4			7,841			3.0
Total home equity		56,350			20.6			49,378			19.3

Other		1,739			0.6			1,923			0.8
Total consumer		58,089			21.2			51,301			20.1

Commercial business		20,756			7.6			15,055			5.9
Total loans	$	273,695			100.0	%	$	255,291			100.0	%

Net premiums on loans purchased		87						106
Net deferred loan costs		365						450
Loans in process		(9,217	)					(3,431	)
Allowance for loan losses		(3,193	)					(2,886	)
Loans, net	$	261,737					$	249,530

Delinquencies. The following table provides information about delinquencies in our loan portfolio at the dates indicated (dollars in thousands).

	September 30, 2013						December 31, 2012
	30-59 Days Past Due		60-89 Days Past Due		90 Days or Greater Past Due		30-59 Days Past Due		60-89 Days Past Due		90 Days or Greater Past Due
Real estate - mortgage:
One- to four-family residential
Originated	$	-	$	576	$	570	$	1,052	$	138	$	281
Purchased		-		266		238		-		-		595
Total one- to four-family residential		-		842		808		1,052		138		876
Commercial		32		-		502		456		-		74
Total real estate - mortgage		32		842		1,310		1,508		138		950

Consumer:
Home equity
Loan-to-value ratio of 80% or less		47		-		16		510		-		-
Loan-to-value ratio of greater than 80%		43		160		82		406		36		-
Total home equity		90		160		98		916		36		-
Other		7		-		13		5		-		-
Total consumer		97		160		111		921		36		-

Commercial business		-		-		-		8		-		-
Total delinquencies	$	129	$	1,002	$	1,421	$	2,437	$	174	$	950

Nonperforming Assets. The following table provides information with respect to our nonperforming assets at the dates indicated (dollars in thousands).

	September 30, 2013					December 31, 2012
	Number of Contracts		Amount			Number of Contracts		Amount
Nonaccrual loans:
Real estate - mortgage:
One- to four-family residential
Originated		6	$	1,799			2	$	1,269
Purchased		4		403			5		763
Total one- to four-family residential		10		2,202			7		2,032

Commercial		2		502			2		172
Total real estate - mortgage		12		2,704			9		2,204

Consumer:
Home equity
Loan-to-value ratio of 80% or less		1		16			-		-
Loan-to-value ratio of greater than 80%		1		82			-		-
Total home equity		2		98			-		-

Other		1		13			-		-
Total consumer		3		111			-		-

Total nonaccrual loans		15		2,815			9		2,204

Accruing loans past due 90 days or more		-		-			-		-
Total nonaccrual loans and accruing loans past due 90 days or more		15		2,815			9		2,204
Real estate owned		3		505			2		146
Total nonperforming assets		18	$	3,320			11	$	2,350

Troubled debt restructurings
In nonaccrual status		2		1,139			3		1,254
Performing under modified terms		7		1,714			7		1,501
Troubled debt restructurings		9	$	2,853			10	$	2,755

Total nonperforming loans to total loans				1.03	%				0.86	%
Total nonperforming assets to total assets				1.03					0.74
Total nonperforming assets and troubled debt restructurings performing under modified terms to total assets				1.56					1.21

Troubled Debt Restructurings. A loan whose contractual terms have been restructured in a manner which grants a concession to a borrower experiencing financial difficulties is considered a troubled debt restructuring (“TDR”). TDRs typically are the result of our loss mitigation activities whereby concessions are granted to minimize loss and avoid foreclosure or repossession of collateral. The concessions granted for the TDRs in our portfolio primarily consist of, but are not limited to, capitalization of principal and interest due, reverting from payment of principal and interest to interest-only, or extending a maturity date through a signed forbearance agreement. Certain TDRs were placed in nonaccrual status at the time of restructure and may only be returned to performing status after considering the borrower’s sustained repayment performance for a reasonable period which is generally six months. Loans that were current at the time of classification remained on an accrual basis and are monitored to ensure restructured contractual terms are met.

TDRs are typically evaluated for any possible impairment similar to other impaired loans based on the current fair value of the collateral, less selling costs, for collateral dependent loans. If we determine that the value of the modified loan is less than the recorded investment in the loan, impairment is recognized through a specific allowance for loan losses. In periods subsequent to modification, we continue to evaluate all TDRs for any additional impairment and will adjust any specific allowances accordingly.

The following table provides information related to loans modified as TDRs during the periods indicated (dollars in thousands). The pre-modification outstanding recorded investment represents the balance outstanding when the loan was determined to be a TDR. The post-modification outstanding recorded investment represents the outstanding balance at period end.

	In Nonaccrual Status								Performing Under Modified Terms
Three and Nine Months Ended September 30, 2013	Number of Contracts		Pre- Modification Outstanding Recorded Investment		Post- Modification Outstanding Recorded Investment		Specific Allowance		Number of Contracts		Pre- Modification Outstanding Recorded Investment		Post- Modification Outstanding Recorded Investment		Specific Allowance
Consumer:
Home equity (loan-to-value ratio of 80% or less)		-		-		-		-		1		373		276		-
Total troubled debt restructurings		-	$	-	$	-	$	-		1	$	373	$	276	$	-

	In Nonaccrual Status								Performing Under Modified Terms
Three and Nine Months Ended September 30, 2012	Number of Contracts		Pre- Modification Outstanding Recorded Investment		Post- Modification Outstanding Recorded Investment		Specific Allowance		Number of Contracts		Pre- Modification Outstanding Recorded Investment		Post- Modification Outstanding Recorded Investment		Specific Allowance
Real estate - mortgage:
One- to four-family residential
Originated		1	$	993	$	993	$	-		-	$	-	$	-	$	-
Purchased		1		168		168		-		-		-		-		-
Total troubled debt restructurings		2	$	1,161	$	1,161	$	-		-	$	-	$	-	$	-

During the three months ended September 30, 2013, one other consumer loan TDR with a balance of $7,000 was paid off. During the nine months ended September 30, 2013, one commercial real estate loan TDR with a balance of $76,000 and one other consumer loan TDR with a balance of $7,000 were paid off. During the nine months ended September 30, 2012, one commercial real estate loan TDR with a balance of $66,000 was paid off.

Impaired Loans. The following tables summarize information in regards to impaired loans by loan portfolio class at the dates indicated (dollars in thousands).

September 30, 2013	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Investment		Interest Income Recognized
Impaired loans with no related allowance recorded
One- to four-family originated residential	$	1,510	$	1,510	$	-	$	1,518	$	52
Commercial real estate		2,718		2,718		-		2,753		116
Home equity (loan-to-value ratio of 80% or less)		408		408		-		410		6
Total impaired loans	$	4,636	$	4,636	$	-	$	4,681	$	174

December 31, 2012	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Investment		Interest Income Recognized
Impaired loans with no related allowance recorded
One- to four-family originated residential	$	1,528	$	1,528	$	-	$	1,625	$	16
One- to four-family purchased residential		309		509		-		411		2
Commercial real estate		2,571		2,683		-		2,799		168
Home equity (loan-to-value ratio of 80% or less)		136		136		-		138		9
Other consumer		8		8		-		10		-
Total impaired loans	$	4,552	$	4,864	$	-	$	4,983	$	195

Allowance for loan losses. The allowance for loan losses is a valuation allowance for probable losses inherent in the loan portfolio. We evaluate the need to establish allowances against losses on loans on a quarterly basis. When additional allowances are necessary, a provision for loan losses is charged to earnings.

Our methodology for assessing the appropriateness of the allowance for loan losses consists of: (1) a valuation allowance on impaired loans; and (2) a valuation allowance on the remainder of the loan portfolio. Although we determine the amount of each element of the allowance separately, the entire allowance for loan losses is available for the entire portfolio.

Allowance on Impaired Loans. We establish an allowance for loans that are individually evaluated and determined to be impaired. The amount of impairment is determined by the difference between the present value of the expected cash flows related to the loan, using current interest rates and its recorded value, or, as a practical measure in the case of collateralized loans, the difference between the fair value of the collateral and the recorded amount of the loans less estimated selling costs. At September 30, 2013, there were seven loan relationships that were individually evaluated for impairment, of which three were considered TDRs. TDR and impaired loan activity and any related specific allowances were previously discussed in the “Troubled Debt Restructurings” and “Impaired Loans” sections.

Allowance on the Remainder of the Loan Portfolio. We establish an allowance for loans that are not determined to be impaired. Management determines historical loss experience for each group of loans with similar risk characteristics within the portfolio based on loss experience for loans in each group. Loan categories will represent groups of loans with similar risk characteristics and may include types of loans categorized by product, large credit exposures, concentrations, loan grade, or any other characteristic that causes a loan’s risk profile to be similar to another. We utilize previous years’ net charge-off experience by loan category as a basis in determining loss projections. In addition, there are two categories of loans considered to be higher risk concentrations that are evaluated separately when calculating the allowance for loan losses:

Loans purchased in the secondary market. Prior to 2006, pools of multi-family and one- to four- family residential mortgage loans located in areas outside of our primary geographic lending area in southwestern Pennsylvania were acquired in the secondary market. Although these loans were underwritten to our lending standards, they are considered higher risk given our unfamiliarity with the geographic areas where the properties are located and ability to timely identify problem loans through servicer correspondence.

·	Home equity loans with a loan-to-value ratio greater than 80%. These loans are considered higher risk given the pressure on property values and reduced credit alternatives available to leveraged borrowers.

We also consider qualitative or environmental factors that are likely to cause estimated credit losses associated with the bank’s existing portfolio to differ from historical loss experience. Our historical loss experience and qualitative and environmental factors are reviewed on a quarterly basis to ensure they are reflective of current conditions in our loan portfolio and economy. At September 30, 2013, we utilized six years of loss history and, generally, periods where we did not experience any losses were excluded from determining the historical average loss for each loan class. Certain historical loss factors are annually adjusted when another complete year of loss history is available in order to incorporate recent loss experience in the allowance calculation.

The following table summarizes the activity in the allowance for loan losses for the three and nine months ended September 30, 2013 (dollars in thousands).

	Real estate - mortgage															Real estate-construction						Consumer
																						Home equity (loan- to-value ratio of
	One- to four-family residential						Multi-family															80%			greater			Other			Commercial
	(originated)			(purchased)			(originated)			(purchased)			Commercial			Residential			Commercial			or less)			than 80%)			Consumer			business			Unallocated			Total

Loan Balance	$	103,170		$	7,575		$	7,016		$	3,799		$	53,368		$	3,581		$	16,341		$	47,150		$	9,200		$	1,739		$	20,756					$	273,695

Allowance for loan losses:
June 30, 2013	$	457		$	300		$	32		$	93		$	853		$	3		$	23		$	475		$	284		$	18		$	285		$	167		$	2,990
Charge-offs		-			-			-			-			-			-			-			-			-			-			-			-			-
Recoveries		3			-			-			-			-			-			-			-			-			-			-			-			3
Provision		2			(6	)		(11	)		(1	)		76			2			2			12			16			1			156			(49	)		200
September 30, 2013	$	462		$	294		$	21		$	92		$	929		$	5		$	25		$	487		$	300		$	19		$	441		$	118		$	3,193

December 31, 2012	$	466		$	372		$	33		$	102		$	802		$	3		$	8		$	434		$	246		$	19		$	245		$	156		$	2,886
Charge-offs		(12	)		(33	)		-			-			-			-			-			-			(35	)		-			-			-			(80	)
Recoveries		9			-			-			-			9			-			-			-			1			3			-			-			22
Provision		(1	)		(45	)		(12	)		(10	)		118			2			17			53			88			(3	)		196			(38	)		365
September 30, 2013	$	462		$	294		$	21		$	92		$	929		$	5		$	25		$	487		$	300		$	19		$	441		$	118		$	3,193

Collectively evaluated on historical loss experience	$	128		$	127		$	-		$	58		$	106		$	-		$	-		$	67		$	115		$	13		$	12		$	-		$	626
Collectively evaluated on qualitative factors		334			167			21			34			823			5			25			420			185			6			429			-			2,449
Unallocated		-			-			-			-			-			-			-			-			-			-			-			118			118

Total allowance for loan losses	$	462		$	294		$	21		$	92		$	929		$	5		$	25		$	487		$	300		$	19		$	441		$	118		$	3,193

Percent of Allowance		14.5	%		9.2	%		0.6	%		2.9	%		29.1	%		0.2	%		0.7	%		15.3	%		9.4	%		0.6	%		13.8	%		3.7	%		100.0	%

Percent of Loans (1)		37.7	%		2.7	%		2.6	%		1.4	%		19.5	%		1.3	%		6.0	%		17.2	%		3.4	%		0.6	%		7.6	%					100.0	%

(1)	Represents percentage of loans in each category to total loans.

The following table summarizes the activity in the allowance for loan losses for the three and nine months ended September 30, 2012 (dollars in thousands).

	Real estate - mortgage															Real estate-construction						Consumer
																						Home equity (loan- to-value ratio of
	One- to four-family residential						Multi-family															80%			greater			Other			Commercial
	(originated)			(purchased)			(originated)			(purchased)			Commercial			Residential			Commercial			or less)			than 80%)			Consumer			business			Unallocated			Total

Loan Balance	$	111,780		$	11,343		$	11,207		$	4,257		$	42,328		$	3,476		$	5,795		$	36,903		$	8,053		$	1,432		$	12,195					$	248,769

Allowance for loan losses:
June 30, 2012	$	497		$	526		$	36		$	122		$	788		$	5		$	9		$	414		$	263		$	17		$	172		$	139		$	2,988
Charge-offs		-			-			-			-			-			-			-			-			-			(1	)		-			-			(1	)
Recoveries		2			-			-			-			1			-			-			-			1			-			-			-			4
Provision		(4	)		64			(2	)		(19	)		55			-			-			(1	)		(1	)		1			22			(15	)		100
September 30, 2012	$	495		$	590		$	34		$	103		$	844		$	5		$	9		$	413		$	263		$	17		$	194		$	124		$	3,091

December 31, 2011	$	534		$	465		$	39		$	124		$	858		$	6		$	12		$	379		$	267		$	24		$	242		$	148		$	3,098
Charge-offs		(115	)		(109	)		-			-			(33	)		-			-			-			(49	)		(1	)		(15	)		-			(322	)
Recoveries		2			-			-			-			1			-			-			-			2			-			-			-			5
Provision		74			234			(5	)		(21	)		18			(1	)		(3	)		34			43			(6	)		(33	)		(24	)		310
September 30, 2012	$	495		$	590		$	34		$	103		$	844		$	5		$	9		$	413		$	263		$	17		$	194		$	124		$	3,091

Individually evaluated for impairment	$	-		$	200		$	-		$	-		$	-		$	-		$	-		$	-		$	-		$	-		$	-		$	-		$	200
Collectively evaluated on historical loss experience		146			170			-			65			109			-			-			82			110			12			2			-			696
Collectively evaluated on qualitative factors		349			220			34			38			735			5			9			331			153			5			192			-			2,071
Unallocated		-			-			-			-			-			-			-			-			-			-			-			124			124

Total allowance for loan losses	$	495		$	590		$	34		$	103		$	844		$	5		$	9		$	413		$	263		$	17		$	194		$	124		$	3,091

Percent of Allowance		16.0	%		19.1	%		1.1	%		3.3	%		27.3	%		0.2	%		0.3	%		13.4	%		8.5	%		0.5	%		6.3	%		4.0	%		100.0	%

Percent of Loans (1)		44.9	%		4.6	%		4.5	%		1.7	%		17.0	%		1.4	%		2.3	%		14.9	%		3.2	%		0.6	%		4.9	%					100.0	%

(1)	Represents percentage of loans in each category to total loans.

Credit Quality Information. Federal regulations require us to review and classify our assets on a regular basis. In addition, the Office of the Comptroller of the Currency (“OCC”) has the authority to identify problem assets and, if appropriate, require them to be classified. There are four classifications for problem assets: special mention, substandard, doubtful and loss. The following table presents the classes of the loan portfolio and shows our credit risk profile by internally assigned risk rating at the dates indicated (dollars in thousands).

	Real estate - mortgage										Real estate-construction				Consumer
															Home equity (loan- to-value ratio of
	One- to four-family residential				Multi-family										80%		greater		Other		Commercial		Total
September 30, 2013	(originated)		(purchased)		(originated)		(purchased)		Commercial		Residential		Commercial		or less)		than 80%)		Consumer		business		loans
Grade:
Pass	$	101,371	$	7,172	$	7,016	$	3,799	$	50,104	$	3,581	$	16,341	$	46,726	$	9,118	$	1,726	$	18,602	$	265,556
Special Mention		-		-		-		-		334		-		-		-		-		-		2,154		2,488
Substandard		1,799		403		-		-		2,930		-		-		424		82		13		-		5,651
Total	$	103,170	$	7,575	$	7,016	$	3,799	$	53,368	$	3,581	$	16,341	$	47,150	$	9,200	$	1,739	$	20,756	$	273,695

	Real estate - mortgage										Real estate-construction				Consumer
															Home equity (loan- to-value ratio of
	One- to four-family residential				Multi-family										80%		greater		Other		Commercial		Total
December 31, 2012	(originated)		(purchased)		(originated)		(purchased)		Commercial		Residential		Commercial		or less)		than 80%)		Consumer		business		loans
Grade:
Pass	$	109,226	$	9,425	$	11,101	$	4,226	$	42,243	$	1,931	$	5,231	$	41,401	$	7,841	$	1,915	$	14,990	$	249,530
Special Mention		-		-		-		-		443		-		-		-		-		-		65		508
Substandard		1,528		763		-		-		2,818		-		-		136		-		8		-		5,253
Total	$	110,754	$	10,188	$	11,101	$	4,226	$	45,504	$	1,931	$	5,231	$	41,537	$	7,841	$	1,923	$	15,055	$	255,291

Note 5. Deposits

Deposits are summarized as follows (dollars in thousands).

	September 30, 2013					December 31, 2012
	Amount		Percent			Amount		Percent
Noninterest-bearing demand deposits	$	29,495		13.1	%	$	23,987		11.2	%
Interest-bearing demand deposits		32,176		14.3			17,878		8.4
Savings accounts		24,816		11.0			24,271		11.3
Money market accounts		49,477		22.0			55,047		25.7
Certificates of deposit		88,904		39.6			92,874		43.4
Total deposits	$	224,868		100.0	%	$	214,057		100.0	%

Note 6. Borrowings

We utilize borrowings as a supplemental source of funds for loans and securities. The primary sources of borrowings are FHLB advances and, to a limited extent, repurchase agreements. At September 30, 2013 and December 31, 2012, we had $42.8 million and $49.1 million of borrowings, respectively, of which $39.8 million and $46.1 million, respectively, were FHLB advances and $3.0 million were repurchase agreements. At September 30, 2013 and December 31, 2012, our FHLB advances were comprised of fixed rate advances.

The following table sets forth borrowings based on their stated maturities and weighted average rates at the dates indicated.

	September 30, 2013						December 31, 2012
(Dollars in thousands)	Balance			Weighted Average Rate			Balance			Weighted Average Rate
Due in one year or less	$	25,812			2.51	%	$	19,120			1.52	%
Due in one to two years		17,000			3.56			18,000			3.41
Due in two to three years		-			-			12,000			3.82
Advances	$	42,812					$	49,120
Less: deferred premium on modification		(312	)					(442	)
Total advances	$	42,500			2.93	%	$	48,678			2.77	%

The following table sets forth information concerning our borrowings for the periods indicated.

(Dollars in thousands)	Nine Months Ended September 30, 2013			Year Ended December 31, 2012
Maximum amount outstanding at any month end during the period	$	44,020		$	48,873
Average amount outstanding during the period		37,822			44,348
Weighted average rate during the period		3.41	%		3.66	%

Note 7. Earnings Per Share

Basic earnings per common share is calculated by dividing FedFirst Financial’s net income available to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted earnings per common share is computed in a manner similar to basic earnings per common share except that the weighted-average number of common shares outstanding is increased to include the incremental common shares (as computed using the treasury stock method) that would have been outstanding if all potentially dilutive common stock equivalents were issued during the period. Common stock equivalents include restricted stock awards and stock options. Anti-dilutive shares are common stock equivalents with weighted-average exercise prices in excess of the weighted-average market value for the periods presented. Unallocated common shares held by the Employee Stock Ownership Plan (“ESOP”) are not included in the weighted-average number of common shares outstanding for purposes of calculating both basic and diluted earnings per common share until they are committed to be released.

The following table sets forth basic and diluted earnings per common share at the dates indicated.

	Three Months Ended September 30,				Nine Months Ended September 30,
(Dollars in thousands, except per share amounts)	2013		2012		2013		2012

Net income of FedFirst Financial Corporation	$	463	$	649	$	1,833	$	1,699
Weighted-average shares outstanding:
Basic		2,373,378		2,867,983		2,428,692		2,836,388
Effect of dilutive stock options and restrictive stock awards		34,020		3,330		31,407		3,189
Diluted		2,407,398		2,871,313		2,460,099		2,839,577

Earnings per share:
Basic	$	0.20	$	0.23	$	0.75	$	0.60
Diluted		0.19		0.23		0.75		0.60

The dilutive effect on average shares outstanding is the result of stock options outstanding and restricted stock. At September 30, 2013 and September 30, 2012, options to purchase 139,036 and 218,017 shares of common stock, respectively, at a weighted average exercise price of $19.95 and $16.39 per share, respectively, were outstanding but not included in the computation of diluted earnings per share because the options’ exercise price was greater than the average market price of the common shares.

Note 8. Fair Value Measurements and Fair Values of Financial Instruments

Management uses its best judgment in estimating the fair value of the Company’s financial instruments; however, there are inherent weaknesses in any estimation technique. Therefore, for substantially all financial instruments, the fair value estimates herein are not necessarily indicative of the amounts the Company could realize in a sale transaction on the dates indicated. The estimated fair value amounts were measured as of September 30, 2013 and December 31, 2012 and were not re-evaluated or updated for purposes of these financial statements subsequent to those respective dates. As such, the estimated fair values of these financial instruments subsequent to September 30, 2013 and December 31, 2012 may be different than the amounts reported at each period end.

The fair value hierarchy prioritizes the inputs to valuation methods used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

The three levels of the fair value hierarchy are as follows:

Level 1 –

Quoted prices for identical instruments in active markets.

Level 2 –

Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are active, and model derived valuations in which significant inputs or significant drivers are observable in active markets.

Level 3 –

Valuations derived from valuation techniques in which one or more significant inputs or significant drivers are unobservable.

The following is a discussion of assets and liabilities measured at fair value on a recurring basis and the valuation techniques used:

Securities available for sale. The majority of the Company’s securities are included in Level 2 of the fair value hierarchy. Fair values were primarily determined by a third party pricing service using both quoted prices for similar assets, when available, and model-based valuation techniques that derive fair value based on market-corroborated data, such as instruments with similar prepayment speeds and default interest rates. The standard inputs that are normally used include benchmark yields of like securities, reportable trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers, and reference data including market research publications. In some cases, the fair value was determined from a broker who is able to quote a price based on observable inputs in a liquid market for similar securities.

In some instances, the fair value of certain securities cannot be determined using these techniques due to the lack of relevant market data. As such, these securities are valued using an alternative technique and classified within Level 3 of the fair value hierarchy. At September 30, 2013, Level 3 includes three corporate debt securities with a fair value of $3.5 million.

The corporate debt securities are pooled trust preferred CDOs collateralized by the trust preferred securities of insurance companies in the United States. The CDOs, which were rated A at purchase and are currently rated below investment grade, could not be priced using quoted market prices, observable market activity or comparable trades, and the financial market was considered not active. The trust preferred market has been severely impacted by the lack of liquidity in the credit markets and concern over the financial services industry. There has been little or no active trading in these securities; therefore it was more appropriate to determine fair value using a discounted cash flow analysis.

The Company utilized a third party pricing service that performed a two-step process to determine the fair value of the CDOs. First, an asset analysis was performed to evaluate the credit quality of the collateral and the deal structure using probability of default values for each underlying issuer and loss given default values by asset type. Probability of default is the likelihood that the issuer of the CDOs will go into default and stop paying and was estimated using an expected default frequency approach, which considers the market value and volatility of a firm’s assets and the threshold for default. Probability of default was combined with correlation assumptions, which is the tendency of companies to default once other companies have defaulted. CDOs are more likely to experience stress at the same time since they are concentrated in the same sector, therefore a 50% asset correlation was assumed for issuers in the same industry. Loss given default is the amount of cash lost to the investor at the time of default and is related to the recovery rate. Loss and recovery estimates determine how much cash remains when an issuer goes into default. Deferrals are a common feature of CDOs and were treated as defaults in the analysis. Loss given default has been historically high for CDOs and therefore a 0% recovery rate was assumed on currently defaulted and deferring assets, which resulted in a 100% loss given default.

Second, a liability analysis was performed in which the expected cash flows produced based off the expected credit events of the asset analysis were allocated across the tranches to determine the tranches that would get paid or incur a loss. These expected cash flows were discounted at a risk free interest rate plus a premium for illiquidity (3 month LIBOR plus 300 basis points) to produce a discounted cash flow valuation and determine an estimated fair value.

For financial assets measured at fair value on a recurring basis, the following tables set forth the fair value measurements by fair value hierarchy at the dates indicated.

(Dollars in thousands)	September 30, 2013		December 31, 2012
Significant other observable inputs (Level 2)
Securities available-for-sale
Municipal bonds	$	8,043	$	9,181
Mortgage-backed - GSEs		8,876		12,815
REMICs		8,542		18,700
Equities		-		4
Total significant other observerable inputs (Level 2)		25,461		40,700

Significant unobservable inputs (Level 3)
Securities available-for-sale
Corporate debt		3,508		1,882
Total significant unobservable inputs (Level 3)		3,508		1,882
Total securities available-for-sale	$	28,969	$	42,582

Total assets measured at fair value on a recurring basis	$	28,969	$	42,582

(Dollars in thousands)	Significant Unobservable Inputs (Level 3)
December 31, 2011	$	1,486
Unrealized gains		428
Paydowns and maturities		(14	)
Net transfers out of level 3		(18	)
December 31, 2012	$	1,882
Unrealized gains		1,625
Discount accretion		1
September 30, 2013	$	3,508

(Dollars in thousands)		September 30, 2013				December 31, 2012
The change in unrealized gains for the period included in comprehensive income for assets held at the end of the reporting period		$	1,625			$	428

We may be required to measure certain assets at fair value on a nonrecurring basis. These adjustments to fair value usually result from application of lower-of-cost-or-market accounting or writedowns of individual assets.

The following is a discussion of assets and liabilities measured at fair value on a nonrecurring basis.

Impaired loans. Certain impaired loans over $250,000 are individually reviewed to determine the amount of each loan that may be at risk of noncollection. When repayment is expected solely from the collateral, the impaired loans are reported at the fair value of the underlying collateral using property appraisals less any projected selling costs.

Real estate owned. The fair value of real estate owned is estimated using property appraisals less any projected selling costs.

For financial assets measured at fair value on a nonrecurring basis, the following table sets forth the fair value measurements by fair value hierarchy at the dates indicated.

	September 30, 2013				December 31, 2012
(Dollars in thousands)	Carrying Value		Fair Value		Carrying Value		Fair Value
Level 3
Impaired loans	$	592	$	592	$	4,552	$	4,552
Real estate owned		465		465		146		146
Total assets measured at fair value on a nonrecurring basis	$	1,057	$	1,057	$	4,698	$	4,698

For Level 3 assets measured at fair value on a recurring and nonrecurring basis as of September 30, 2013, the following table sets forth the significant unobservable inputs used in the fair value measurements.

(Dollars in thousands)	Fair Value	Valuation Technique	Significant Unobservable Inputs	Significant Unobservable Input Value
Recurring basis
Securities available-for-sale:
Corporate debt	$ 3,508	Discounted cash flow	Average probability of default	2.19%
			Correlation for issuers in the same industry	50%
			Deferral/default recovery rate on currently defaulted/deferring assets and projected defaults	0%
			Prepayment	0%
Nonrecurring basis
Impaired loans	592	Appraisal value	Selling costs	10-20%
Real estate owned	465	Appraisal value	Selling costs	10-20%

The following presents the fair value of financial instruments. In cases where quoted market prices are not available, fair value is based on estimates using present value or other valuation techniques. These techniques are significantly affected by the assumptions used, including the discount rate and estimates of future cash flows. In that regard, the derived fair value estimates cannot be sustained by comparison to independent markets and, in many cases, could not be realized in immediate settlement of the instrument. Certain financial instruments and all nonfinancial instruments are excluded from the disclosure requirements. Accordingly, the aggregate fair value amounts presented do not represent the underlying value of the Company. In addition, the following information should not be interpreted as an estimate of the fair value of the Company since a fair value calculation is only provided for a limited portion of the Company’s assets and liabilities. Due to a wide range of valuation techniques and the degree of subjectivity used in making the estimates, comparisons between the Company’s disclosures and those of other companies may not be meaningful.

The following methods and assumptions were used to estimate the fair values of the Company’s financial instruments at September 30, 2013 and December 31, 2012.

Cash and Cash Equivalents

The carrying amounts approximate the asset’s fair values.

Securities Available-for Sale

See previous discussion on securities available-for-sale measured at fair value on a recurring basis for further details on the valuation techniques used to determine the fair value of securities available-for-sale.

Loans

The fair values for residential real estate loans are estimated using discounted cash flow analyses using mortgage commitment rates from either FNMA or FHLMC. The fair values of consumer and commercial business loans are estimated using discounted cash flow analyses, using interest rates reported in various government releases. The fair values of multi-family and commercial real estate loans are estimated using discounted cash flow analysis, using interest rates based on national commitment rates on similar loans. The carrying value is net of the allowance for loan losses. Due to the significant judgment involved in evaluating credit quality and the allowance for loan losses, loans are classified as Level 3.

Federal Home Loan Bank Stock

The carrying amount approximates the asset’s fair value.

Accrued Interest Receivable and Accrued Interest Payable

The fair value of these instruments approximates the carrying value.

Deposits

The fair values disclosed for demand deposits (e.g., savings accounts) are, by definition, equal to the amount payable on demand at the repricing date (i.e., their carrying amounts). Fair values of certificates of deposits are estimated using a discounted cash flow calculation that applies the FHLB of Pittsburgh advance yield curve to the maturity schedule of the Bank’s certificates of deposit.

Borrowings

The fair value of FHLB advances and repurchase agreements are estimated using a discounted cash flow calculation using the current FHLB advance yield curve. This is the method that the FHLB of Pittsburgh used to determine the cost of terminating the borrowing contract.

Commitments to Extend Credit

These financial instruments are generally not subject to sale and estimated fair values are not readily available. The carrying value, represented by the net deferred fee arising from the unrecognized commitment, and the fair value determined by discounting the remaining contractual fee over the term of the commitment using fees currently charged to enter into similar agreements with similar credit risk, are not considered material for disclosure purposes.

The following table sets forth the carrying amount and estimated fair value of financial instruments at the dates indicated (dollars in thousands).

	Carrying		Estimated		Fair Value Measurements
September 30, 2013	Amount		Fair Value		Level 1		Level 2		Level 3
Financial assets:
Cash and cash equivalents	$	14,089	$	14,089	$	14,089	$	-	$	-
Securities available-for-sale		28,969		28,969		-		25,461		3,508
Loans, net		261,737		266,231		-		-		266,231
FHLB stock		2,264		2,264		-		2,264		-
Accrued interest receivable		1,008		1,008		-		1,008		-

Financial liabilities:
Deposits		224,868		225,192		-		225,192		-
Borrowings		42,500		43,584		-		43,584		-
Accrued interest payable		251		251		-		251		-

	Carrying		Estimated		Fair Value Measurements
December 31, 2012	Amount		Fair Value		Level 1		Level 2		Level 3
Financial assets:
Cash and cash equivalents	$	5,874	$	5,874	$	5,874	$	-	$	-
Securities available-for-sale		42,582		42,582		-		40,700		1,882
Loans, net		249,530		260,538		-		-		260,538
FHLB stock		3,787		3,787		-		3,787		-
Accrued interest receivable		1,035		1,035		-		1,035		-

Financial liabilities:
Deposits		214,057		215,863		-		215,863		-
Borrowings		48,678		50,347		-		50,347		-
Accrued interest payable		302		302		-		302		-

Note 9. Other Comprehensive Income (Loss)

The following table sets forth the tax effects allocated to each component of the Company’s other comprehensive income (loss) at the dates indicated (dollars in thousands).

Three Months Ended September 30, 2013	Before Income Tax (Benefit) Expense		Income Tax (Benefit) Expense		Net of Income Tax (Benefit) Expense

Other comprehensive income:
Unrealized gain on securities available-for-sale	$	799	$	313	$	486

Three Months Ended September 30, 2012

Other comprehensive income:
Unrealized gain on securities available-for-sale	$	224	$	88	$	136

Nine Months Ended September 30, 2013

Other comprehensive income:
Unrealized gain on securities available-for-sale,	$	800	$	314	$	486

Nine Months Ended September 30, 2012

Other comprehensive income:
Unrealized gain on securities available-for-sale	$	54	$	21	$	33

Note 10. Segment Reporting

The consolidated operating results of FedFirst Financial are presented as a single financial services segment. FedFirst Financial is the parent company of the Bank, which owns FFEC. FFEC has an 80% controlling interest in Exchange Underwriters, Inc. Exchange Underwriters, Inc. is managed separately from the banking and related financial services that the Company offers. Exchange Underwriters, Inc. is an independent insurance agency that offers property and casualty, life, health, commercial general liability, surety and other insurance products.

Following is a table of selected financial data for the Company's subsidiaries and consolidated results for the dates indicated (dollars in thousands).

	First Federal Savings Bank		Exchange Underwriters, Inc.		FedFirst Financial Corporation			Net Eliminations			Consolidated

September 30, 2013
Assets	$	322,826	$	1,306	$	53,198		$	(54,817	)	$	322,513
Liabilities		274,858		482		32			(6,123	)		269,249
Stockholders' equity		47,968		824		53,166			(48,694	)		53,264

December 31, 2012
Assets	$	318,576	$	1,034	$	53,264		$	(54,114	)	$	318,760
Liabilities		273,186		401		30			(8,151	)		265,466
Stockholders' equity		45,390		633		53,234			(45,963	)		53,294

Three Months Ended September 30, 2013
Total interest income	$	3,155	$	-	$	21		$	(21	)	$	3,155
Total interest expense		679		-		-			(21	)		658
Net interest income		2,476		-		21			-			2,497
Provision for loan losses		200		-		-			-			200
Net interest income after provision for loan losses		2,276		-		21			-			2,297
Noninterest income		253		755		-			-			1,008
Noninterest expense		1,893		598		60			-			2,551
Undistributed net income of subsidiary		88		-		489			(577	)		-
Income before income tax expense (benefit) and noncontrolling interest in net income of consolidated subsidiary		724		157		450			(577	)		754
Income tax expense (benefit)		217		69		(13	)		-			273
Net income before noncontrolling interest in net income of consolidated subsidiary		507		88		463			(577	)		481
Less: Noncontrolling interest in net income of consolidated subsidiary		18		-		-			-			18
Net income of FedFirst Financial Corporation	$	489	$	88	$	463		$	(577	)	$	463

Nine Months Ended September 30, 2013
Total interest income	$	9,681	$	-	$	63		$	(63	)	$	9,681
Total interest expense		2,116		-		-			(63	)		2,053
Net interest income		7,565		-		63			-			7,628
Provision for loan losses		365		-		-			-			365
Net interest income after provision for loan losses		7,200		-		63			-			7,263
Noninterest income		856		2,505		-			-			3,361
Noninterest expense		5,641		1,900		214			-			7,755
Undistributed net income of subsidiary		349		-		1,933			(2,282	)		-
Income before income tax expense (benefit) and noncontrolling interest in net income of consolidated subsidiary		2,764		605		1,782			(2,282	)		2,869
Income tax expense (benefit)		761		256		(51	)		-			966
Net income before noncontrolling interest in net income of consolidated subsidiary		2,003		349		1,833			(2,282	)		1,903
Less: Noncontrolling interest in net income of consolidated subsidiary		70		-		-			-			70
Net income of FedFirst Financial Corporation	$	1,933	$	349	$	1,833		$	(2,282	)	$	1,833

(Dollars in thousands)	First Federal Savings Bank		Exchange Underwriters, Inc.		FedFirst Financial Corporation			Net Eliminations			Consolidated
Three Months Ended September 30, 2012
Total interest income	$	3,500	$	-	$	23		$	(23	)	$	3,500
Total interest expense		874		-		-			(23	)		851
Net interest income		2,626		-		23			-			2,649
Provision for loan losses		100		-		-			-			100
Net interest income after provision for loan losses		2,526		-		23			-			2,549
Noninterest income		268		562		-			-			830
Noninterest expense		1,812		515		52			-			2,379
Undistributed net income of subsidiary		26		-		668			(694	)		-
Income before income tax expense (benefit) and noncontrolling interest in net loss of consolidated subsidiary		1,008		47		639			(694	)		1,000
Income tax expense (benefit)		335		21		(10	)		-			346
Net income before noncontrolling interest in net loss of consolidated subsidiary		673		26		649			(694	)		654
Less: Noncontrolling interest in net loss of consolidated subsidiary		5		-		-			-			5
Net income of FedFirst Financial Corporation	$	668	$	26	$	649		$	(694	)	$	649

Nine Months Ended September 30, 2012
Total interest income	$	10,608	$	1	$	70		$	(70	)	$	10,609
Total interest expense		2,941		-		-			(70	)		2,871
Net interest income		7,667		1		70			-			7,738
Provision for loan losses		310		-		-			-			310
Net interest income after provision for loan losses		7,357		1		70			-			7,428
Noninterest income		796		1,747		-			-			2,543
Noninterest expense		5,529		1,510		261			-			7,300
Undistributed net income of subsidiary		132		-		1,825			(1,957	)		-
Income before income tax expense (benefit) and noncontrolling interest in net income of consolidated subsidiary		2,756		238		1,634			(1,957	)		2,671
Income tax expense (benefit)		905		106		(65	)		-			946
Net income before noncontrolling interest in net income of consolidated subsidiary		1,851		132		1,699			(1,957	)		1,725
Less: Noncontrolling interest in net income of consolidated subsidiary		26		-		-			-			26
Net income of FedFirst Financial Corporation	$	1,825	$	132	$	1,699		$	(1,957	)	$	1,699

Note 11. Stock Based Compensation

In 2006, the Company’s stockholders approved the 2006 Equity Incentive Plan (the “2006 Plan”). The purpose of the 2006 Plan is to promote the Company’s success and enhance its value by linking the personal interests of its employees, officers, directors and directors emeritus to those of the Company’s stockholders, and by providing participants with an incentive for outstanding performance. All of the Company’s salaried employees, officers and directors are eligible to participate in the 2006 Plan. The 2006 Plan authorizes the granting of options to purchase shares of the Company’s stock, which may be non-statutory stock options or incentive stock options, and restricted stock which is subject to restrictions on transferability and subject to forfeiture. The 2006 Plan reserved an aggregate number of 214,787 shares of which 153,419 may be issued in connection with the exercise of stock options and 61,367 may be issued as restricted stock.

In 2011, the Company’s stockholders approved the 2011 Equity Incentive Plan (the “2011 Plan”). The 2011 Plan’s details related to purpose, eligibility, and granting of shares are the same as noted above for the 2006 Plan. The 2011 Plan reserved an aggregate number of 204,218 shares of which 145,870 may be issued in connection with the exercise of stock options and 58,348 may be issued as restricted stock.

On April 2, 2013, the Company granted restricted shares of common stock and options to purchase shares of common stock to certain directors, executive officers and key employees of the Company. The restricted shares and options vest over five years at the rate of 20% per year and the stock options have a 10 year contractual life from the date of grant. The closing price of the Company’s common stock on the grant date is the exercise price of the options. Details of the grants are summarized as follows at the dates indicated (dollars in thousands, except per share amounts).

	April 2, 2013
Number of restricted shares granted		14,750
Number of stock options granted		74,170
Grant date common stock price	$	17.65
Restricted shares market value before tax		260
Stock options market value before tax		277

Stock option pricing assumptions:
Expected life in years		7
Expected dividend yield		0.91	%
Risk-free interest rate		0.82	%
Expected volatility		21.8	%
Weighted average grant date fair value	$	3.73

The Company recognizes expense associated with the awards over the five-year vesting period in accordance with ASC 718 Compensation - Stock Compensation and ASC 505-50 Equity-Based Payments to Non-Employees. Compensation expense was $68,000 for the three months ended September 30, 2013 compared to $39,000 for the three months ended September 30, 2012. For the nine months ended September 30, 2013, compensation expense was $190,000 compared to $108,000 for the nine months ended September 30, 2012. As of September 30, 2013, there was $990,000 of total unrecognized compensation cost related to nonvested stock-based compensation compared to $644,000 at December 31, 2012. The compensation expense at September 30, 2013 is expected to be recognized ratably over the weighted average remaining service period of 4.0 years.

	Stock Options
Stock-Based Compensation	Number of Shares			Weighted Average Exercise Price		Weighted Average Remaining Term
Outstanding at December 31, 2012		225,119		$	16.07		7.29
Granted		74,170			17.65
Exercised or converted		(379	)		14.15
Forfeited		(283	)		14.15
Expired		(1,705	)		16.85
Outstanding at September 30, 2013		296,922		$	16.46		7.30

Exercisable at September 30, 2013		121,532		$	17.55		4.90

	Stock Options					Restricted Stock Awards
	Number of Shares			Fair-Value Price		Number of Shares			Fair-Value Price
Nonvested at December 31, 2012		133,075		$	3.17		22,552		$	13.88
Granted		74,170			3.73		14,750			17.65
Vested		(31,572	)		3.36		(5,946	)		13.63
Forfeited		(283	)		6.04		(141	)		14.15
Nonvested at September 30, 2013		175,390		$	3.37		31,215		$	15.71

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

This discussion should be read in conjunction with the unaudited consolidated financial statements, notes and tables included in this report. For further information, refer to the consolidated financial statements and notes included in FedFirst Financial Corporation’s Annual Report on Form 10-K for the year ended December 31, 2012.

Forward-Looking Statements

This report contains certain “forward-looking statements” within the meaning of the federal securities laws. These statements are not historical facts, rather statements based on FedFirst Financial’s current expectations regarding its business strategies, intended results and future performance. Forward-looking statements are preceded by terms such as “expects,” “believes,” “anticipates,” “intends” and similar expressions.

Management’s ability to predict results or the effect of future plans or strategies is inherently uncertain. Factors which could affect actual results include the following: interest rate trends; the general economic climate in the market area in which FedFirst Financial operates, as well as nationwide; FedFirst Financial’s ability to control costs and expenses; competitive products and pricing; loan delinquency rates and changes in federal and state legislation and regulation. Additional factors that may affect our results are discussed in FedFirst Financial’s Annual Report on Form 10-K under “Item 1A. Risk Factors.” These factors should be considered in evaluating the forward-looking statements and undue reliance should not be placed on such statements. FedFirst Financial assumes no obligation to update any forward-looking statements.

General

FedFirst Financial Corporation is a stock holding company established in 2010 to be the holding company for First Federal Savings Bank. FedFirst Financial’s business activity is the ownership of the outstanding capital stock of First Federal. FedFirst Financial’s wholly owned subsidiaries are First Federal Savings Bank, a federally chartered stock savings bank, and FedFirst Exchange Corporation (“FFEC”). FFEC has an 80% controlling interest in Exchange Underwriters, Inc. Exchange Underwriters is a full-service, independent insurance agency that offers property and casualty, commercial liability, surety and other insurance products. All significant intercompany transactions have been eliminated.

Our website address is www.firstfederal-savings.com. Information on our website should not be considered a part of this Form 10-Q.

Balance Sheet Analysis

Assets. Total assets at September 30, 2013 were $322.5 million, an increase of $3.8 million, or 1.2%, from total assets of $318.8 million at December 31, 2012. During the nine months ended September 30, 2013, funds generated from security paydowns and maturities and from deposit growth were used to fund loan growth and paydown borrowings.

Securities available-for-sale decreased $13.6 million, or 32.0%, to $29.0 million at September 30, 2013 compared to $42.6 million at December 31, 2012. The decrease was primarily the result of $14.2 million of paydowns that included a maturity of a municipal bond.

Loans, net, increased $12.2 million, or 4.9%, to $261.7 million at September 30, 2013 compared to $249.5 million at December 31, 2012 primarily due to increases of $7.9 million in commercial real estate loans, $7.0 million in home equity loans and $5.7 million in commercial business loans as well as disbursements on commercial constructions loans, partially offset by a decrease of $10.2 million in residential mortgage loans and $4.5 million in multi-family loans. The Bank continues to generate growth in commercial loans while payoffs and paydowns of residential real estate loans have been partially replaced by home equity loan originations at shorter terms and lower yields.

FHLB stock decreased $1.5 million, or 40.2%, to $2.3 million at September 30, 2013 compared to $3.8 million at December 31, 2012 due to the FHLB repurchasing excess capital stock.

Other assets decreased $1.5 million, or 73.6%, to $554,000 at September 30, 2013 compared to $2.1 million at December 31, 2012. The decrease was primarily the result of a $643,000 refund of the FDIC prepaid insurance assessment and a $503,000 federal income tax refund that was applied against 2013 estimated tax payments.

Liabilities. Total liabilities at September 30, 2013 were $269.2 million, compared to $265.5 million at December 31, 2012, an increase of $3.8 million, or 1.4%.

Total deposits increased $10.8 million, or 5.1%, to $224.9 million at September 30, 2013 compared to $214.1 million at December 31, 2012. There were increases of $14.3 million in interest-bearing demand deposits and $5.5 million in noninterest-bearing demand deposits partially offset by decreases of $5.6 million in money market accounts and $4.0 million in certificates of deposit. The increase in interest-bearing demand deposits and corresponding decrease in money market accounts was primarily due to the Bank’s reclassification of sweep products in the current period. During the current period, municipal and business customers that use the Bank’s sweep products made large deposits, some of which may be temporary. In addition, due to the low rate environment, the Bank has been selective on promotional rates and has concentrated its efforts on increasing noninterest-bearing accounts by building strong customer relationships. The decrease in certificates of deposits was primarily due to customer hesitancy to commit to long-term rates.

Borrowings decreased $6.2 million, or 12.7%, to $42.5 million at September 30, 2013 compared to $48.7 million at December 31, 2012 primarily due to a $4.2 million decrease in short-term borrowings and paydowns on amortizing advances.

Stockholders’ Equity. Stockholders’ equity decreased $30,000 remaining at $53.3 million at September 30, 2013 compared to December 31, 2012. During the period, the Company purchased 122,957 shares of its common stock, primarily through the Company’s stock repurchase program, for $2.3 million and had $389,000 of quarterly dividend payments to stockholders. This was partially offset by $1.8 million of net income for the nine months ended September 30, 2013 and a $486,000 increase in the unrealized gain position of the security portfolio.

Results of Operations for the Three Months Ended September 30, 2013 and 2012

Overview. The Company had net income of $463,000 for the three months ended September 30, 2013, compared to $649,000 for the same period in 2012.

	Three Months Ended September 30,
(Dollars in thousands)	2013			2012
Net income of FedFirst Financial Corporation	$	463		$	649
Return on average assets		0.59	%		0.78	%
Return on average equity		3.44			4.31
Average equity to average assets		17.05			18.07

Net Interest Income. Net interest income for the three months ended September 30, 2013 decreased $152,000 , or 5.7%, to $2.5 million compared to $2.6 million for the three months ended September 30, 2012.

Interest income decreased $345,000, or 9.9%, to $3.2 million for the three months ended September 30, 2013 compared to $3.5 million for the three months ended September 30, 2012. Interest income on loans decreased $180,000 due to a decrease of 55 basis points in yield, primarily driven by modifications and paydowns of higher yielding residential real estate loans due to the low interest rate environment that were replaced by originations of home equity and commercial loans at lower yields. The average balance of loans increased $13.3 million and included a change in loan composition with increases in home equity, commercial real estate and commercial business loans partially offset by a decrease in residential and multi-family real estate. Interest income on securities decreased $166,000 due to a decrease of $20.5 million in average balance primarily due to paydowns of mortgage-backed and REMIC securities.

Interest expense decreased $193,000, or 22.7%, to $658,000 for the three months ended September 30, 2013 compared to $851,000 for the three months ended September 30, 2012 due to decreases of 26 basis points in cost and $12.0 million in the average balance of interest-bearing liabilities. Interest expense on deposits decreased $116,000 due to a decrease in the average balance of higher-cost deposits and a decrease of 22 basis points in cost, primarily related to the repricing of deposit products to lower rates with the majority of the benefit derived from money market accounts and maturing certificates of deposit. Interest expense on borrowings decreased $77,000 due to a decrease of $7.6 million in average balance, as funds generated from deposit growth and security paydowns were used to payoff higher cost borrowings.

Average Balances and Yields. The following table presents information regarding average balances of assets and liabilities, the total dollar amounts of interest income and dividends from average interest-earning assets, the total dollar amounts of interest expense on average interest-bearing liabilities, and the resulting average yields and costs. The yields and costs for the periods indicated are derived by dividing income or expense by the average balances of assets or liabilities, respectively, for the periods presented and are expressed in annualized rates.

	Three Months Ended September 30,
	2013							2012
			Interest							Interest
	Average		and		Yield/			Average		and		Yield/
(Dollars in thousands)	Balance		Dividends		Cost			Balance		Dividends		Cost
Assets:
Interest-earning assets:
Loans, net (1)(2)	$	255,758	$	2,912		4.55	%	$	242,434	$	3,092		5.10	%
Securities (3)(4)		30,509		252		3.30			50,960		419		3.29
Other interest-earning assets		11,572		10		0.35			19,936		9		0.18
Total interest-earning assets		297,839		3,174		4.26			313,330		3,520		4.49
Noninterest-earning assets		17,887							19,772
Total assets	$	315,726						$	333,102

Liabilities and
Stockholders' equity:
Interest-bearing liablities:
Interest-bearing demand deposits	$	31,757		7		0.09	%	$	17,247		3		0.07	%
Savings accounts		24,757		3		0.05			24,706		9		0.15
Money market accounts		50,109		18		0.14			63,257		42		0.27
Certificates of deposit		89,856		313		1.39			95,590		403		1.69
Total interest-bearing deposits		196,479		341		0.69			200,800		457		0.91

Borrowings		34,955		317		3.63			42,586		394		3.70
Total interest-bearing liabilities		231,434		658		1.14			243,386		851		1.40

Noninterest-bearing liabilities		30,473							29,541
Total liabilities		261,907							272,927

Stockholders' equity		53,819							60,175
Total liabilities and
stockholders' equity	$	315,726						$	333,102

Net interest income			$	2,516						$	2,669

Interest rate spread						3.12	%						3.09	%
Net interest margin						3.38							3.41
Average interest-earning
assets to average
interest-bearing liabilities						128.69	%						128.74	%

(1)	Amount is net of deferred loan costs, loans in process and allowance for loan losses.

(2)	Amount includes nonaccrual loans in average balances only.

(3)	Amount does not include effect of unrealized gain (loss) on securities available-for-sale.

(4)	Includes municipal bonds; yield and interest are stated on a taxable equivalent basis.

Rate/Volume Analysis. The following table sets forth the effects of changing rates and volumes on our net interest income. The volume column shows the effects attributable to changes in volume (changes in volume multiplied by prior rate). The rate column shows the effects attributable to changes in rate (changes in rate multiplied by prior volume). Changes related to volume/rate are prorated into volume and rate components. The total column represents the net change in volume and rate.

	Three Months Ended September 30, 2013
	Compared To
	Three Months Ended September 30, 2012
	Increase (decrease) due to
(Dollars in thousands)	Volume			Rate			Total

Interest and dividend income:
Loans, net	$	165		$	(345	)	$	(180	)
Securities		(168	)		1			(167	)
Other interest-earning assets		(4	)		5			1
Total interest-earning assets		(7	)		(339	)		(346	)

Interest expense:
Deposits		(8	)		(108	)		(116	)
Borrowings		(70	)		(7	)		(77	)
Total interest-bearing liablities		(78	)		(115	)		(193	)
Change in net interest income	$	71		$	(224	)	$	(153	)

Provision for Loan Losses. The provision for loan losses was $200,000 for the three months ended September 30, 2013 compared to $100,000 for the three months ended September 30, 2012. In the current period, the provision was impacted by an increase in special mention rated loans and a change in the mix of the loan portfolio, including growth in commercial loans.

Noninterest Income. Noninterest income increased $178,000, or 21.4%, to $1.0 million for the three months ended September 30, 2013 compared to $830,000 for the three months ended September 30, 2012. Insurance commissions increased $193,000 primarily due to an increase in commercial lines policies. Fees and service charge income increased $28,000 primarily due to prepayment fees received on commercial loans. Income from bank-owned life insurance decreased $37,000 primarily due to the recognition of $33,000 in income from a policy of a former director who passed in the prior period.

Noninterest Expense. The following table summarizes noninterest expense for the periods indicated.

	Three Months Ended
	September 30,
(Dollars in thousands)	2013		2012
Compensation and employee benefits	$	1,484	$	1,405
Occupancy		271		291
FDIC insurance premiums		44		50
Data processing		144		142
Professional services		139		137
Advertising		123		47
Supplies		22		19
Telephone		11		14
Postage		28		29
Correspondent bank fees		30		32
Real estate owned expense		29		9
Amortization of intangibles		9		27
All other		217		177
Total noninterest expense	$	2,551	$	2,379

Noninterest expense increased $172,000, or 7.2%, to $2.6 million for the three months ended September 30, 2013 compared to $2.4 million for the three months ended September 30, 2012. Compensation expense increased $79,000 primarily due to increases in stock-based compensation and employee benefit expenses. In addition, advertising expense increased $76,000 primarily related to Exchange Underwriters and real estate owned expense increased $20,000 due to a writedown on a property in the current period. This was partially offset by a $20,000 decrease in occupancy expenses and $18,000 decrease in amortization of intangibles primarily due to fully depreciated and amortized assets.

Income Tax Expense. Income tax expense for the three months ended September 30, 2013 decreased to $273,000 compared to $346,000 for the three months ended September 30, 2012 primarily due to a $246,000 decrease in net income before income tax expense. The effective tax rate was 36.2% for the three months ended September 30, 2013 compared to 34.6% for the three months ended September 30, 2012.

Results of Operations for the Nine Months Ended September 30, 2013 and 2012

Overview. The Company had net income of $1.8 million for the nine months ended September 30, 2013 compared to $1.7 million for the nine months ended September 30, 2012.

	Nine Months Ended
	September 30,
(Dollars in thousands)	2013			2012
Net income of FedFirst Financial Corporation	$	1,833		$	1,699
Return on average assets		0.77	%		0.67	%
Return on average equity		4.49			3.81
Average equity to average assets		17.18			17.66

Net Interest Income. Net interest income for the nine months ended September 30, 2013 decreased $110,000 , or 1.4%, to $7.6 million compared to $7.7 million for the nine months ended September 30, 2012.

Interest income decreased $928,000, or 8.7%, to $9.7 million for the nine months ended September 30, 2013 compared to $10.6 million for the nine months ended September 30, 2012. Interest income on loans decreased $437,000 , which included the effect of a one-time receipt in the current period of $115,000 upon payoff of an impaired, nonaccrual commercial real estate loan. Interest received while the loan was on nonaccrual was applied to principal and was not recognized to income until payoff. Despite this one-time event, the yield on loans decreased 42 basis points and was primarily driven by modifications and paydowns of higher yielding residential real estate due to the low interest rate environment that were replaced by originations of home equity and commercial loans at lower yields. The average balance of loans increased $9.3 million and included a change in loan composition with increases in home equity, commercial real estate and commercial business loans partially offset by a decrease in residential and multi-family real estate. Interest income on securities decreased $485,000 due to decreases of $16.7 million in average balance and 19 basis points in yield, primarily due to paydowns of higher yielding securities.

Interest expense decreased $818,000, or 28.5%, to $2.1 million for the nine months ended September 30, 2013 compared to $2.9 million for the nine months ended September 30, 2012 due to decreases of 36 basis points in cost and $15.4 million in the average balance of interest-bearing liabilities. Interest expense on deposits decreased $506,000 due to a decrease in the average balance of higher-cost deposits and a decrease of 31 basis points in cost, primarily related to the repricing of all deposit products at lower rates with the majority of the benefit derived from maturing certificates of deposit and money market accounts. Interest expense on borrowings decreased $312,000 due to a decrease of $8.0 million in the average balance coupled with a decrease of 31 basis points in cost, as funds generated from deposit growth and security paydowns were used to payoff higher cost borrowings.

	Nine Months Ended September 30,
	2013							2012
			Interest							Interest
	Average		and		Yield/			Average		and		Yield/
(Dollars in thousands)	Balance		Dividends		Cost			Balance		Dividends		Cost
Assets:
Interest-earning assets:
Loans, net (1)(2)	$	253,114	$	8,855		4.66	%	$	243,852	$	9,292		5.08	%
Securities (3)(4)		35,257		866		3.27			51,998		1,350		3.46
Other interest-earning assets		9,635		18		0.25			21,409		24		0.15
Total interest-earning assets		298,006		9,739		4.36			317,259		10,666		4.48
Noninterest-earning assets		18,546							19,309
Total assets	$	316,552						$	336,568

Liabilities and
Stockholders' equity:
Interest-bearing liablities:
Interest-bearing
demand deposits	$	24,966		16		0.09	%	$	16,114		16		0.13	%
Savings accounts		24,624		9		0.05			23,966		33		0.18
Money market accounts		54,281		59		0.14			62,799		199		0.42
Certificates of deposit		91,021		1,002		1.47			99,383		1,344		1.80
Total interest-bearing deposits		194,892		1,086		0.74			202,262		1,592		1.05

Borrowings		37,822		967		3.41			45,831		1,279		3.72
Total interest-bearing liabilities		232,714		2,053		1.18			248,093		2,871		1.54

Noninterest-bearing liabilities		29,453							29,049
Total liabilities		262,167							277,142

Stockholders' equity:		54,385							59,426
Total liabilities and
stockholders' equity	$	316,552						$	336,568

Net interest income			$	7,686						$	7,795

Interest rate spread						3.18	%						2.94	%
Net interest margin						3.44							3.28
Average interest-earning
assets to average
interest-bearing liabilities						128.06	%						127.88	%

(1)	Amount is net of deferred loan costs, loans in process and allowance for loan losses.

(2)	Amount includes nonaccrual loans in average balances only.

(3)	Amount does not include effect of unrealized gain (loss) on securities available-for-sale.

(4)	Includes municipal bonds; yield and interest are stated on a taxable equivalent basis.

	Nine Months Ended September 30, 2013
	Compared To
	Nine Months Ended September 30, 2012
	Increase (decrease) due to
(Dollars in thousands)	Volume			Rate			Total

Interest and dividend income:
Loans, net	$	351		$	(788	)	$	(437	)
Securities		(413	)		(71	)		(484	)
Other interest-earning assets		(17	)		11			(6	)
Total interest-earning assets		(79	)		(848	)		(927	)

Interest expense:
Deposits		(51	)		(455	)		(506	)
Borrowings		(211	)		(101	)		(312	)
Total interest-bearing liablities		(262	)		(556	)		(818	)
Change in net interest income	$	183		$	(292	)	$	(109	)

Provision for Loan Losses. The provision for loan losses was $365,000 for the nine months ended September 30, 2013 compared to $310,000 for the nine months ended September 30, 2012. In the current period, the provision was impacted by an increase in special mention rated loans and a change in the mix of the loan portfolio, including growth in commercial loans. Net charge-offs were $58,000 for the nine months ended September 30, 2013 compared to $317,000 for the nine months ended September 30, 2012.

Noninterest Income. Noninterest income increased $818,000, or 32.2%, to $3.4 million for the nine months ended September 30, 2013 compared to $2.5 million for the nine months ended September 30, 2012. In the current period, there was a $758,000 increase in insurance commissions primarily due to an increase in commercial lines policies and a $275,000 increase in contingency fees. In addition, fees and service charge income increased $100,000 primarily due to prepayment fees received on commercial loans. Income from bank-owned life insurance decreased $45,000 primarily due to the recognition of $33,000 in income from a policy of a former director who passed in the prior period.

Noninterest Expense. The following table summarizes noninterest expense for the periods indicated.

	Nine Months Ended
	September 30,
(Dollars in thousands)	2013		2012
Compensation and employee benefits	$	4,584	$	4,199
Occupancy		849		908
FDIC insurance premiums		134		162
Data processing		427		412
Professional services		441		536
Advertising		385		121
Supplies		64		67
Telephone		35		40
Postage		88		93
Correspondent bank fees		92		100
Real estate owned expense		14		20
Amortization of intangibles		42		82
All other		600		560
Total noninterest expense	$	7,755	$	7,300

Noninterest expense increased $455,000, or 6.2%, to $7.8 million for the nine months ended September 30, 2013 compared to $7.3 million for the nine months ended September 30, 2012. Compensation expense increased $385,000 primarily due to the hiring of additional staff, higher employee commissions from an increase in fee income on insurance policies, and an increase in stock-based compensation. In addition, advertising expense increased $264,000 primarily related to Exchange Underwriters. This was partially offset by a $95,000 decrease in professional services primarily due to costs associated with strategic planning analysis and initiatives in the prior period and a $59,000 decrease in occupancy expense and $40,000 decrease in amortization of intangibles primarily due to fully depreciated and amortized assets.

Income Tax Expense. Income tax expense for the nine months ended September 30, 2013 increased $20,000 to $966,000 compared to $946,000 for the nine months ended September 30, 2012 primarily due to a $198,000 increase in net income before income tax expense. The effective tax rate was 33.7% for the nine months ended September 30, 2013 compared to 35.4% for the nine months ended September 30, 2012.

Liquidity and Capital Management

Liquidity Management. Liquidity is the ability to meet current and future financial obligations of a short-term nature. Our primary sources of funds consist of deposit inflows, loan repayments, maturities and sales of available-for-sale securities and borrowings. While maturities and scheduled amortization of loans and securities are predictable sources of funds, deposit flows and mortgage prepayments are greatly influenced by general interest rates, economic conditions and competition.

We regularly adjust our investments in liquid assets based upon our assessment of (1) expected loan demand, (2) expected deposit flows, (3) yields available on interest-earning deposits and securities and (4) the objectives of our asset/liability management policy.

Our most liquid assets are cash and cash equivalents and interest-bearing deposits. The levels of these assets depend on our operating, financing, lending and investing activities during any given period. At September 30, 2013, cash and cash equivalents totaled $14.1 million and unpledged securities available-for-sale, which provides an additional source of liquidity, totaled $6.1 million. In addition, at September 30, 2013, the maximum remaining borrowing capacity at the FHLB of Pittsburgh was approximately $117.2 million. We also have the ability to borrow from two unsecured discretionary lines of credit totaling $13.0 million. At September 30, 2013 and December 31, 2012, the Bank had no advances on the line of credits.

Certificates of deposit due within 12 months of September 30, 2013 totaled $46.0 million, or 51.8% of certificates of deposit. If these maturing deposits do not remain with us, we will be required to seek other sources of funds including other certificates of deposit and borrowings. We believe, however, based on past experience that a significant portion of our maturing certificates of deposit will remain with us. We have the ability to attract and retain deposits by adjusting the interest rates offered.

The following table summarizes the Company’s commitments at the date indicated.

	September 30,
(Dollars in thousands)	2013
Loans in process	$	9,217
Unused consumer revolving lines of credit		4,643
Unused commercial lines of credit		12,556
Commitments to originate one-to four- family residential loans		1,715
Commitments to originate consumer loans		510
Commitments to originate commercial loans		8,963
Total commitments outstanding	$	37,604

Capital Management. The Bank is subject to various regulatory capital requirements administered by the OCC, including a risk-based capital measure. The risk-based capital guidelines include both a definition of capital and a framework for calculating risk-weighted assets by assigning balance sheet assets and off-balance sheet items to broad risk categories. At September 30, 2013 and December 31, 2012, we exceeded all of our regulatory capital requirements and are considered “well capitalized” under regulatory guidelines. The following table sets forth the Bank’s regulatory capital amounts and ratios, as well as the minimum amounts and ratios required to be well capitalized (dollars in thousands).

											To Be Well
						For Capital					Capitalized
						Adequacy					Under Prompt
	Actual					Purposes					Corrective Action
September 30, 2013	Amount		Ratio			Amount		Ratio			Amount		Ratio
Total capital (to risk weighted assets)	$	49,271		23.40	%	$	16,842		8.00	%	$	21,053		10.00	%
Tier 1 capital (to risk weighted assets)		46,632		22.15			8,421		4.00			12,632		6.00
Tier 1 capital (to adjusted total assets)		46,632		14.53			12,836		4.00			16,046		5.00
Tangible capital (to tangible assets)		46,632		14.53			4,814		1.50			N/A		N/A

December 31, 2012	Amount		Ratio			Amount		Ratio			Amount		Ratio
Total capital (to risk weighted assets)	$	47,011		23.81	%	$	15,758		8.00	%	$	19,748		10.00	%
Tier 1 capital (to risk weighted assets)		44,537		22.55			7,899		4.00			11,849		6.00
Tier 1 capital (to adjusted total assets)		44,537		14.02			12,706		4.00			15,883		5.00
Tangible capital (to tangible assets)		44,537		14.02			4,765		1.50			N/A		N/A

Off-Balance Sheet Arrangements. In the normal course of operations, we engage in a variety of financial transactions that, in accordance with generally accepted accounting principles, are not recorded in our financial statements. These transactions involve, to varying degrees, elements of credit, interest rate and liquidity risk. Such transactions are used primarily to manage customers’ requests for funding and take the form of loan commitments and lines of credit.

For the nine months ended September 30, 2013, we engaged in no off-balance sheet transactions.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Not applicable as the registrant is a smaller reporting company.

Item 4. Controls and Procedures.

FedFirst Financial’s management, including FedFirst Financial’s principal executive officer and principal financial officer, have evaluated the effectiveness of FedFirst Financial’s “disclosure controls and procedures,” as such term is defined in Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Based upon their evaluation, the principal executive officer and principal financial officer concluded that, as of the end of the period covered by this report, FedFirst Financial’s disclosure controls and procedures were effective for the purpose of ensuring that the information required to be disclosed in the reports that FedFirst Financial files or submits under the Exchange Act with the Securities and Exchange Commission (the “SEC”) (1) is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and (2) is accumulated and communicated to FedFirst Financial’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

There has been no change in FedFirst Financial’s internal control over financial reporting during the quarter ended September 30, 2013, that has materially affected, or is reasonably likely to materially affect, FedFirst Financial’s internal control over financial reporting.

PART II – OTHER INFORMATION

Item 1. Legal Proceedings.

Periodically, there have been various claims and lawsuits against us, such as claims to enforce liens, condemnation proceedings on properties in which we hold security interests, claims involving the making and servicing of real property loans and other issues incident to our business. We are not a party to any pending legal proceedings that we believe would have a material adverse effect on our financial condition, results of operations or cash flows.

Item 1A. Risk Factors.

In addition to the other information set forth in this report, you should carefully consider the factors discussed in “Part I, Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2012, which could materially affect our business, financial condition or future results. The risks described in our Annual Report on Form 10-K are not the only risks that we face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially affect our business, financial condition and/or operating results.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

The Company made the following purchases of its common stock during the three months ended September 30, 2013. Based upon state of incorporation, shares of common stock are retired upon purchase.

Period	Total Number of Shares Purchased (2)		Average Price Paid per Share		Total Number of Shares Purchased as Part of the Publicly Announced Program		Maximum Number of Shares That May Yet Be Purchased Under the Program (1)
July 1-31, 2013		41,500	$	19.27		41,500		157,500
August 1-31, 2013		15,305		19.13		15,100		142,400
September 1-30, 2013		11,000		19.38		11,000		131,400
Total		67,805		19.26		67,600

(1)

On January 23, 2013, the Company announced that the board of directors had approved a program allowing the Company to repurchase up to 254,000 shares of the Company’s outstanding common stock, which was approximately 10% of outstanding shares. This repurchase program is scheduled to expire on February 14, 2014. As of September 30, 2013, 122,600 shares of the Company’s common stock had been repurchased under this program.

(2)	In August 2013, the Company purchased 205 shares that were not made pursuant to a publicly announced program. It was the Company’s obligation to purchase shares from participants in the Company’s Equity Incentive Plan to cover income taxes on vested shares.

Item 3. Defaults Upon Senior Securities.

Not applicable.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information.

None.

Item 6. Exhibits.

31.1

Rule 13a-14 (a) / 15d-14 (a) Certification (President and Chief Executive Officer)

31.2

Rule 13a-14 (a) / 15d-14 (a) Certification (Chief Financial Officer)

32.1

Certification of Patrick G. O’Brien pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2

Certification of Jamie L. Prah pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.0

The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2013, formatted in XBRL (Extensible Business Reporting Language): (i) the Consolidated Statements of Financial Condition, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Changes in Stockholders’ Equity, (iv) the Consolidated Statements of Comprehensive Income, (v) the Consolidated Statements of Cash Flows and (vi) the Notes to the Unaudited Consolidated Financial Statements.

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

		FEDFIRST FINANCIAL CORPORATION
		(Registrant)

Date:	November 12, 2013	/s/ Patrick G. O’Brien
		Patrick G. O’Brien
		President and Chief Executive Officer

Date:	November 12, 2013	/s/ Jamie L. Prah
		Jamie L. Prah
		Senior Vice President and Chief Financial Officer
		(Principal Financial Officer and Chief Accounting Officer)