SECURITIES AND EXCHANGE COMMISSION

                           Washington, D.C.  20549
                                        
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                                  FORM 10-Q


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

                  For the Quarterly Period Ended June 30, 1998

                                      OR

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

         For the transition period from ____________ to _____________
 
               
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                        Commission File Number 2-27985

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                      1st Franklin Financial Corporation

   A Georgia Corporation                     I.R.S. Employer No. 58-0521233     

                            213 East Tugalo Street
                             Post Office Box 880
                            Toccoa, Georgia  30577
                                (706) 886-7571

                                      

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     

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

                Class                            Outstanding at July 31, 1998
- ---------------------------------------------    ----------------------------
Voting Common Stock, par value $100 per share              1,700 Shares       
Non-Voting Common Stock, no par value                    168,300 Shares


                        PART I.  FINANCIAL INFORMATION


ITEM 1. Financial Statements:

        The following financial statements required hereunder are
        incorporated by reference from the Company's Quarterly Report to
        Investors for the Six Months Ended June 30, 1998.  See Exhibit 19

             Consolidated Statements of Financial Position:
                  June 30, 1998 and December 31, 1997

             Consolidated Statements of Income:
                  Six Months Ended June 30, 1998 and June 30, 1997

             Consolidated Statements of Cash Flows:
                  Six Months Ended June 30, 1998 and June 30, 1997

             Notes to Consolidated Financial Statements



ITEM 2. Managements' Discussion and Analysis of Financial Condition and
        Results of Operations.

        The information required hereunder is set forth under "Management's
        Letter" of the Company's Quarterly Report to Investors for the Six
        Months Ended June 30, 1998.  See Exhibit 19





                       PART II.  OTHER INFORMATION


ITEM 6. Exhibits and Reports on Form 8-K

        (a)  Exhibits:
                  19   Quarterly Report to Investors for the Six Months
                       Ended June 30, 1998.

        (b)  Reports on Form 8-K:
                  No reports on Form 8-K were filed during the quarter
                  ended June 30,1998.


                                SIGNATURES


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

                                      1st FRANKLIN  FINANCIAL CORPORATION 
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                                                   Registrant


                                             s/ Ben F. Cheek, III     
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                                                Chairman of Board


                                                A. Roger Guimond       
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                                        Vice President, Chief Financial 
                                       Officer and Principal Accounting
                                                    Officer 



Date:  August 13, 1998
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