SC 13D/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13D

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 11)

First Franklin Corporation

(Name of Issuer)

Common Stock

(Title of Class of Securities)

320272107

(CUSIP Number)

Jason D. Long

Lenox Wealth Management, Inc.

8044 Montgomery Road, Ste 480

Cincinnati OH 45236

(513) 618-7080

Copy to:

F. Mark Reuter, Esq.

Keating Muething & Klekamp PLL

One East Fourth Street, Suite 1400

Cincinnati, Ohio 45202

(513) 579-6469

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

April 19, 2010

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See §240.13d-7 for other parties to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

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CUSIP No. 320272107
1	NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Lenox Wealth Management, Inc.  IRS Identification Number:  31-1445959
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)  x (b)  o
3	SEC USE ONLY
4	SOURCE OF FUNDS* WC, OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
6	CITIZENSHIP OR PLACE OF ORGANIZATION Ohio
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER 167,265
		8	SHARED VOTING POWER 0
		9	SOLE DISPOSITIVE POWER 167,265
		10	SHARED DISPOSITIVE POWER 0

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 167,265
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.952%
14	TYPE OF REPORTING PERSON* IN

Page 2 of 6

1		NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) John C. Lame
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)  x (b)  o
3	SEC USE ONLY
4	SOURCE OF FUNDS* AF
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)o
6	CITIZENSHIP OR PLACE OF ORGANIZATION United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH			7	SOLE VOTING POWER 167,265*
			8	SHARED VOTING POWER 0
			9	SOLE DISPOSITIVE POWER 167,265*
			10	SHARED DISPOSITIVE POWER 0
11		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 167,265*
12		CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*o
13		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.952%
14		TYPE OF REPORTING PERSON* IN

*.  Mr. Lame may be deemed to have voting and dispositive power over these shares as a result of his position as Chief Executive Officer and Chairman of Lenox Wealth Management, Inc.; however, Mr. Lame disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

Page 3 of 6

1	NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Jason D. Long
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)  x (b)  o
3	SEC USE ONLY
4	SOURCE OF FUNDS* AF
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)o
6	CITIZENSHIP OR PLACE OF ORGANIZATION United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER 167,265*
		8	SHARED VOTING POWER 0
		9	SOLE DISPOSITIVE POWER 167,265*
		10	SHARED DISPOSITIVE POWER 0

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 167,265*
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.952%
14	TYPE OF REPORTING PERSON* IN

*.  Mr. Long may be deemed to have voting and dispositive power over these shares as a result of his position as Vice President - Finance of Lenox Wealth Management, Inc.; however, Mr. Long disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

Page 4 of 6

This Amendment No. 11 (this “Amendment”) amends and supplements the Statement on Schedule 13D (as amended by Amendment Nos. 1, 2, 3, 4, 5, 6, 7, 8, 9 and 10 filed on or about June 26, 2009, October 7, 2009, November 9, 2009, December 9, 2009, February 16, 2010, February 24, 2010, March 26 2010, April 5, 2010, April 13, 2010 and April 15, 2010, respectively, the “Schedule 13D”) relating to the shares of the common stock, par value, $0.01 per share (the “Common Stock”) of First Franklin Corporation, a Delaware corporation whose principal executive offices are located at 4750 Ashwood Drive, Cincinnati, Ohio 45241 (the “Issuer”), previously filed by Lenox Wealth Management, Inc. (“Lenox”), John C. Lame and Jason D. Long.  Lenox and Messrs. Lame and Long are hereinafter collectively referred to as the “Reporting Persons.”

Unless otherwise indicated, all capitalized terms used herein shall have the meanings given to them in the Schedule 13D, and unless amended or supplemented hereby, all information previously filed remains in effect.

Item 4. Purpose of Transaction

Item 4 is hereby amended and supplemented by adding the following paragraph after the eleventh paragraph thereof:

On April 16, 2010, the Trustee of the ESOP sent to the Reporting Persons a letter declining the Offer.  On April 19, 2010, the Reporting Persons sent to the Trustee of the ESOP a letter notifying the ESOP of their intent to support any breach of fiduciary duty or other claims made by ESOP participants against the Trustee of the ESOP and/or the Issuer’s Board of Directors.  A copy of these letters are filed as Exhibits 99.1 and 99.2 hereto, respectively, and incorporated herein by reference.

Item 7. Material to Be Filed as Exhibits

Item 7 is hereby amended and restated as follows:

99.1           Letter sent by the ESOP to the Reporting Persons on April 16, 2010.

99.2           Letter sent by the Reporting Persons to the ESOP on April 19, 2010.

Page 5 of 6

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Lenox Wealth Management, Inc.
By:	/s/ F. Mark Reuter
	Attorney-in-Fact for John C. Lame
	Chief Executive Officer
	Date: April 19, 2010

John C. Lame
By:	/s/ F. Mark Reuter
	Attorney-in-Fact for John C. Lame
	Date: April 19, 2010

Jason D. Long
By:	/s/ F. Mark Reuter
	Attorney-in-Fact for Jason D. Long
	Date: April 19, 2010

The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative.  If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of the filing person), evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement: provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference.  The name and any title of each person who signs the statement shall be typed or printed beneath his signature.

Page 6 of 6

EX-99.1

Exhibit 99.1

Franklin Savings

Employee Stock Ownership Plan

4750 Ashwood Drive ® P.O. Box 415739

Cincinnati, Ohio 45241-5739 ® (513) 469-8000 ® Fax (513) 469-5360

April 16, 2010

Jason D. Long

Vice President

Lenox Wealth Management, Inc.

8044 Montgomery Rd., Suite 480

Cincinnati, Ohio 45236

Dear Mr. Long:

In my letter to you dated April 9, 2010, I posed two questions about the offer made by Lenox Wealth Management, Inc. (“Lenox”) to buy up to 209,495 shares of First Franklin Corporation common stock owned by the Franklin Savings and Loan Employee Stock Ownership Plan (the “Franklin Savings ESOP”).  The first question you answered in your reply letter dated April 13, 2010, and I now understand that Lenox’s offer extends to all of the shares owned by the Franklin Savings ESOP, whatever that number may be at the time of a closing.  For the record, that number currently is 214,551 shares as you state in your reply letter.

The second question I asked relating to your pre-condition you did not directly answer.  What I took you to say, however, is that you acknowledge that the Office of Thrift Supervision (“OTS”) approval procedure of a change in control may not be accomplished by the announced annual meeting dated for shareholders of June 14, 2010, and in response you propose that I agree to postpone the annual shareholder meeting date until after the necessary OTS approval is obtained.  The problem is that I do not have the power to do so.  As Trustee of the Franklin Savings ESOP, it is not up to me to schedule the company’s annual shareholder meetings.  After I received your letter, I sent copies to the Board of Directors and asked that your request be given consideration which they did today.&# 160; They declined your request.

In order to have dialogue about a possible sale which we are interest in exploring, I would ask that you give consideration to modifying Lenox’s offer and let it remain open until OTS approval is obtained, whether or not that occurs before June 14, 2010.  If you would agree to do so, we will consider your offer to be an offer that does not have attached a condition that is impossible to meet.

I await your prompt response.

 Sincerely,

/s/ Thomas H. Siemers

Thomas H. Siemers

Trustee

EX-99.2

Exhibit 99.2

LENOX WEALTH MANAGEMENT, INC.

8044 Montgomery Road, Suite 480

Cincinnati, Ohio 45236

April 19, 2010

The Franklin Savings and Loan Company

Employee Stock Ownership Plan

Attn: Thomas H. Siemers, Trustee

4750 Ashwood Drive

Cincinnati, Ohio 45241

Dear Tom,

Thank you for your April 16th letter which conveniently declines Lenox’s offer to buy the Franklin Savings & Loan Employee Stock Ownership Plan shares.

As trustee of the ESOP, compensated “Special Advisor” to the Board, and campaign chairman for your own board seat this year, you have established a clear record for the plan’s participants: you have both delayed in responding to and have rejected a repeated and outstanding offer that, both at the time it was made and now, represents a significant premium over the market price of the FFHS shares held in the plan.

This is a continuing breach of your fiduciary duties under the Employee Retirement Income Security Act of 1974.

Lenox is willing to support ESOP participants, including active and retired employees, who are coming forward with legal claims against you and all of FFHS’s Board. We know there are going to be a lot of disappointed and upset participants out there.

Sincerely yours,

/s/ Jason D. Long

Jason D. Long