SC 13D/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13D

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 19)

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)

June 18, 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)         o
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* CO

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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.

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This Amendment No. 19 (this “Amendment”) amends and supplements the Statement on Schedule 13D (as amended by Amendment Nos. 1, 2, 3, 4, 5, 6, 7, 8, 9 10, 11, 12, 13, 14,15, 16, 17 and 18 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, April 15, 2010, April 19, 2010, April 23, 2010, May 7, 2010, May 7, 2010, May 11, 2010, May 14, 2010, June 7, 2010 and June 11, 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 fil ed by Lenox Wealth Management, Inc. (“Lenox”) and John C. Lame.  Lenox and Mr. Lame 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 eighteenth paragraph thereof:

On June 18, 2010, the Reporting Persons sent to Jack Kuntz, President and Chief Executive Officer of the Issuer, a letter regarding the Issuer’s 2010 Annual Meeting of Stockholders, which letter is filed as Exhibit 99.1 hereto 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 Reporting Persons to Jack Kuntz on June 18, 2010.

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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: June 18, 2010

John C. Lame
By:	/s/ F. Mark Reuter
	Attorney-in-Fact for John C. Lame
	Date: June 18, 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.

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EX-99.1

EXHIBIT 99.1

LENOX	Wealth Management	8044 Montgomery Road Suite 480 Cincinnati, Ohio   45236
Office    (513)  618-7080  –   (800)  472-5734   –   Fax   (513)  618-7079		financial solutions since 1887

June 18, 2010

Mr. John J. Kuntz, Chairman

First Franklin Corporation

4750 Ashwood Drive

Cincinnati, Ohio 45241

Dear Jack:

We’ve viewed the preliminary vote results, and I wanted to congratulate you and Tom on your expected election to the Board.   Despite your efforts to exclude Jason from the meeting (even though he had a valid proxy and represented Lenox), and the attempt to rattle me by posting First Bankers Trust’s Linda Shultz at the entrance with a letter backdated to June 12th, and possibly the Rubik’s Cube, I thought you ran a good shareholders meeting.   It was definitely more lively than the Lenox annual meeting!   Now that the election is over, we sincerely hope that you and Tom will follow the commitment made by Jason and me, and immediately invest $250,000 i n newly issued Franklin stock as a means to help recapitalize the company.

I wanted to take this opportunity to raise a number of other issues with you.  With regard to the vote count, we were extremely dismayed by the failure of Tom Siemers and First Bankers Trust to accept our time sensitive offer to purchase the ESOP shares for $15 cash, conditioned on the voting rights being transferred to Lenox for the annual meeting.  The paltry 24,000 ESOP votes cast in my favor, and the last day attempt by First Bankers Trust to sell the shares, appear to confirm our worst suspicions about how you would manipulate the ESOP Trust to your and Tom’s personal advantage.   Had Franklin met the pre-conditions of our revised purchase offer, including the requirement that an independent fiduciary conduct the pass-through vo ting and a clear statement be made by Franklin that participant voting would be confidential with no fear of reprisal, the vote count may have been very different.   In fact, it appears that I might now be taking the director seat, alongside Tom, had the ESOP voting been above board.

We are now extremely interested in how the Franklin Board will respond to our shareholder proposal to declassify the Board.  Clearly, even with the apparent manipulation of the ESOP vote, the results from disinterested shareholders were overwhelmingly in favor of the proposal.  Even with management and the Board voting against the proposal, it still garnered more “For” votes than “Against” votes.   Along with other shareholders, we would be disappointed and concerned if the Board tries to continue to entrench itself based on any technicalities you could try to raise that would count abstentions as being voted against the proposal.  Consequently, we urge the Board to properly discharge its fiduciary duties by establishing a separate committee of truly independent directo rs (excluding those that grew up with Tom as a childhood friend or otherwise) to consider the significant shareholder support that the declassification proposal received.  We would expect that if this committee truly desires to properly discharge its fiduciary duties to shareholders, it will promptly engage new separate Delaware counsel (no, not any current company or Board counsel) and other advisors as appropriate.  Regardless of the committee’s conclusions, we hope that you and Tom take the high road, Jack, and both run for re-election next year as would be consistent with the wishes of the disinterested shareholders.  I’m sure RiskMetrics and Glass Lewis will be just as interested as shareholders are to see how you, Tom and the Franklin Board respond to this chance to take the high road on behalf of all shareholders.

With regard to your presentation, we were pleased to see that you have started to implement the Lenox profitability plan.   Eliminating the Cintas suite and seats and company paid cars was a good first step, but we question whether you would have taken these actions had we not shined the flashlight on these egregious wastes of shareholder money.   We strongly encourage you to follow the rest of the Lenox plan, and would be happy to forward a copy if needed.  I must say that we were concerned to see that the corporate office was sold in the worst real estate market in 30 years.   We will withhold final judgment, however, until we can determine whether a fair price was received, whether the buyer was a conflicted or independent third party, and what impact the resulting lease payments will have on company earnings in the years to come.   On the bright side, Franklin has gotten very good at selling off the corporate jewels and realizing one-time gains in order to mask profitability problems with the core business.

I also want to reiterate the concerns I raised at the shareholders meeting regarding the adequacy of the company’s loan loss reserves.   We think the loss reserves are severely underfunded and that the company will have significant additional provision expense in the next 12-24 months.  I understand that you disagree, and after the cocky comments you made about this at the shareholders meeting, I would like to place a gentleman’s wager with you, Jack.    The wager will be $5,000.  If Franklin books less than $1 million in provision expense in the next 24 months, you win and I will make a donation to a charity of your choice in your name.  If Franklin books more than $1 million in provision expense in the next 24 mo nths, I win and you will make a donation to a charity of my choice in my name.   The average annual provision expense was $264,000 in the years 2001 through 2007, so I am giving you a comfortable spread.   Please let me know whether you accept.   One point of clarification, Jack, is that selling to us or Cheviot won’t count as a win on the bet, but it would sure make the shareholders happy.

As I stated in the meeting, and as we’ve stated in our letters to shareholders, we have every intention of remaining an active shareholder in Franklin.  In fact, as long as Franklin remains a bottom performing institution we will continue to push for changes to be made.   We are a significant shareholder with a significant stake in the future of Franklin.

Sincerely,

/s/John C. Lame

John C. Lame

President & Chief Executive Officer