SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, D.C.  20549
                              -----------------------

                                     FORM 10-Q


                    Quarterly Report Under Section 13 or 15 (d)
                       of the Securities Exchange Act of 1934
                       --------------------------------------

   For Quarterly Period Ended                           Commission File Number
   March 31, 1996                                              0-17379


                            INDIANA FEDERAL CORPORATION
                            ---------------------------
               (Exact name of registrant as specified in its charter)


   Delaware                                       35-1735820
   ----------------------------                  -------------------------------
   (State or other jurisdiction                  (I.R.S. Employer Identification
    of incorporation or                           Number)
    organization)

   56 Washington Street
   Valparaiso, Indiana                            46383
   ---------------------                         -----------
   (Address of principal                         (Zip Code)
    executive offices)

   Registrant's telephone number, including area code:  (219) 462-4131

   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              
                               -----------      ----------

   As of May 9, 1996, there were 4,737,330 outstanding shares of the
   registrant's Common Stock. 





                            INDIANA FEDERAL CORPORATION

                                       INDEX

                                                                            Page
                                                                          Number

   PART I.  FINANCIAL INFORMATION


            Item 1. Condensed Consolidated Financial
                    Statements (unaudited)

                    Condensed Consolidated Statements of 
                    Financial Condition
                    March 31, 1996 and December 31, 1995                   2 - 3

                    Condensed Consolidated Statements of Income, 
                    Three Months Ended March 31, 1996 and 1995                 4

                    Consolidated Statements of Cash Flow, Three Months
                    Ended March 31, 1996 and 1995                          5 - 6

                    Notes to Condensed Consolidated Financial Statements   7 - 9

            Item 2. Management's Discussion and Analysis
                    of Financial Condition and Results
                    of Operations                                        10 - 14


   PART II.         OTHER INFORMATION                                         15


            SIGNATURES                                                        16






                           CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (UNAUDITED)
                                     INDIANA FEDERAL CORPORATION AND SUBSIDIARIES

                                                        ASSETS
                                                        ------


                                                                           MARCH 31,              DECEMBER 31,
                                                                             1996                    1995     
                                                                       ---------------         --------------
                                                                                          

      Cash                                                             $    16,012,288         $   22,894,745
      Interest-earning deposits in other institutions                          151,444                178,207
      Federal funds loaned                                                          --              5,375,000
                                                                       ---------------         --------------
        Total Cash and Cash Equivalents                                     16,163,732             28,447,952
                                                                                                             
      Investment securities:                                                                                 
        Available-for-sale                                                  69,583,998             72,672,893
                                                                                                             
      Mortgage-backed securities:                                                                            
        Available-for-sale                                                  25,441,654             26,737,343
                                                                                                             
      Loans receivable                                                     532,954,625            529,348,028
      Allowance for loan losses                                             (6,640,035)            (6,655,071)
                                                                       ---------------         --------------
        Loans Receivable, Net                                              526,314,590            522,692,957

                                                                                                             
      Loans held for sale                                                   21,684,086             16,044,609
      Real estate held for sale, acquired through foreclosure                4,213,576              4,413,617
      Office properties and equipment                                       10,752,329             10,919,615
      Federal Home Loan Bank stock                                           7,739,700              7,739,700
      Accrued interest receivable                                            4,726,847              5,005,115
      Goodwill and deposit base intangible                                   5,012,675              5,160,639
      Investment in Section 42 properties                                    6,579,498              6,679,081
      Investment in single premium life insurance policies                  12,127,575             10,793,759
      Other assets                                                           7,379,667              4,025,810
                                                                       ---------------         --------------

          TOTAL ASSETS                                                 $   717,719,927         $  721,333,090
                                                                       ===============         ==============















                                                           2





                         CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (UNAUDITED)
                                     INDIANA FEDERAL CORPORATION AND SUBSIDIARIES

                                         LIABILITIES AND SHAREHOLDERS' EQUITY
                                         ------------------------------------


                                                                           MARCH 31,              DECEMBER 31,
                                                                               1996                    1995      
                                                                       ---------------         --------------
                                                                                        

      Deposits                                                         $   546,879,815         $  532,895,925
      Federal Home Loan Bank advances                                                                        
        and other borrowings                                                95,014,028            114,105,475
      Advance payments by borrowers for                                                                      
        taxes and insurance                                                  2,814,662              1,409,051
      Other liabilities                                                      2,506,930              2,192,463
                                                                       ---------------         --------------
        TOTAL LIABILITIES                                                  647,215,435            650,602,914
                                                                       ---------------         --------------

      Shareholders' Equity                                                                                   
        Serial Preferred Stock, par value $.01                                                               
          per share; authorized:  5,000,000 shares;                                                          
          none issued                                                               --                     --
        Common Stock, par value $.01 per share;                                                              
          authorized:  10,000,000 shares; issued                                                             
          1996--5,840,329 shares, 1995--5,823,946 shares                        58,403                 58,239
        Additional paid-in capital                                          27,524,590             27,428,077
        Unrealized gain on available-for-sale securities,                                                    
          net of deferred income taxes                                          91,412                779,343
        Retained earnings                                                   51,752,486             51,443,400
        Treasury Stock, at cost                                                                              
          March 1996 and December 1995 - 1,103,000 shares                   (8,628,949)            (8,628,949)
        Guaranteed ESOP obligation                                            (293,450)              (349,934)
                                                                       ---------------         --------------
        TOTAL SHAREHOLDERS' EQUITY                                          70,504,492             70,730,176
                                                                       ---------------         --------------

          TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                   $   717,719,927         $  721,333,090
                                                                       ===============         ==============
















                                                           3





                                CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
                                     INDIANA FEDERAL CORPORATION AND SUBSIDIARIES


                                                                                   THREE MONTHS ENDED
                                                                                       MARCH 31, 
                                                                              1996                   1995      
                                                                       ---------------         --------------
                                                                                         

      Interest income:                                                                                       
        Interest on loans                                              $    11,691,030         $   11,264,810
        Interest on mortgage-backed securities                                 460,958                490,202
        Interest and dividends on investment securities                      1,205,028              1,963,190
                                                                       ---------------         --------------
      Total Interest Income                                                 13,357,016             13,718,202
                                                                                                             
      Interest expense:                                                                                      
        Interest on deposits                                                 5,850,772              5,328,968
        Interest on FHLB advances and other borrowings                       1,460,139              2,056,964
                                                                       ---------------         --------------
      Total Interest Expense                                                 7,310,911              7,385,932
                                                                       ---------------         --------------

      Net Interest Income                                                    6,046,105              6,332,270
      Provision for loan losses                                                 50,000                144,151
                                                                       ---------------         --------------
      Net Interest Income After Provision for Loan Losses                    5,996,105              6,188,119
                                                                                                        
      Other income:                                                                                          
        Commissions on sales of insurance and securities                       363,450                302,155
        Loss on sale of real estate owned                                       (2,046)                (2,905)
        Gain (loss) on sale of mortgage loans                                  (17,670)                 5,313
        Loss on valuation of mortgage loans                                   (195,071)                    --
        Loss on sale of securities                                             (20,313)              (384,311)
        Customer service fees                                                  376,533                338,090
        Other                                                                  544,651                350,419
                                                                       ---------------         --------------
      Total Other Income                                                     1,049,534                608,761
                                                                                                             
      Other expenses:                                                                                        
        Salaries and employee benefits                                       2,208,142              2,250,525
        Net occupancy expense                                                  381,703                377,280
        Furniture and equipment expense                                        424,974                382,077
        Federal insurance premiums                                             262,500                289,833
        Marketing                                                              118,510                144,924
        Other general and administrative expenses                            1,467,073              1,259,319
                                                                       ---------------         --------------
      Total Other Expenses                                                   4,862,902              4,703,958
                                                                       ---------------         --------------

      Income Before Income Taxes                                             2,182,737              2,092,922
      Income Tax Expense                                                       546,100                552,070
                                                                       ---------------         --------------

      Net Income                                                       $     1,636,637         $    1,540,852
                                                                       ===============         ==============
                                                                                                             
      Amounts per common share:                                                                              
        Net Income                                                              $0.34                  $0.32    
                                                                                =====                  =====

        Cash Dividend Paid                                                      $0.28                 $0.365    
                                                                                =====                 ======

                                                           4 





                                   CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
                                     INDIANA FEDERAL CORPORATION AND SUBSIDIARIES


                                                                                   THREE MONTHS ENDED
                                                                                       MARCH 31,
                                                                             1996                    1995  
                                                                       ---------------         --------------
                                                                                           

      OPERATING ACTIVITIES                                                                                   
        Net income                                                     $     1,636,637         $    1,540,852
        Adjustments to reconcile net income to net cash                                                      
          provided (used) by operating activities:                                                           
          Provision for loan losses                                             50,000                144,151
          Originations of loans held for sale                               (9,673,832)            (2,269,496)
          Cost of loans sold                                                 4,034,355              2,276,855
          Provision for depreciation and amortization                          561,741                379,206
          Amortization (accretion) of premiums and discounts, net             (160,995)                46,615
          Proceeds from sales of trading securities                          4,076,563                     --
          Purchases of trading securities                                   (4,096,875)                    --
          Deferred federal income taxes                                       (167,819)              (153,196)
          Decrease in interest receivable                                      953,897                539,265
          Decrease in interest payable                                          33,245                 56,278
          Net losses on sale of securities                                      20,313                384,311
          Net losses on sale of real estate owned                                2,046                  2,905
          Net (gains) losses on sale and valuation of mortgage                 212,741                 (5,313)
          Net change in other assets and liabilities                        (2,593,738)            (2,209,121)
                                                                       ---------------         --------------
      Net Cash Provided (Used) by Operating Activities                      (5,111,721)               733,312
                                                                       ---------------         --------------

      INVESTING ACTIVITIES                                                                                   
        Purchase of Forrest Holdings, Inc. stock                            (2,500,000)                    --
        Proceeds from maturities and sales of securities                                                     
          available-for-sale                                                 6,585,000             49,581,955
        Purchases of securities available-for-sale                          (3,475,768)            (4,070,000)
        Principal payments on mortgage-backed securities                            --                292,220
        Principal payments on mortgage-backed securities                                                     
          available-for-sale                                                 1,025,225                778,037
        Purchases of loans                                                          --               (122,000)
        Loan originations and principal payments on loans                   (3,591,250)            (5,322,940)
        Purchases of office properties and equipment                          (486,067)              (366,488)
        Proceeds from sale of real estate                                      146,695                     --
        Payment for purchase of NCB Corp., net                                      --             (6,467,096)
                                                                       ---------------         --------------
      Net Cash Provided (Used) by Investing Activities                      (2,296,165)            34,303,688
                                                                       ---------------         --------------

      FINANCING ACTIVITIES                                                                                   
        Net decrease in non-certificate accounts                            (1,923,053)           (18,486,054)
        Net increase in certificates of deposit                             15,906,943              6,538,213
        Proceeds from Federal Home Loan Bank advances                       10,000,000             15,000,000
        Repayments on Federal Home Loan Bank advances                      (32,626,213)            (4,136,900)
        Net increase (decrease) in other borrowings                          3,591,250            (35,635,000)
        Net increase in advance payments by borrowers                                                        
          for taxes and insurance                                            1,405,611              1,336,351       


                                                           5 






                             CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (Continued)
                                     INDIANA FEDERAL CORPORATION AND SUBSIDIARIES


                                                                                   THREE MONTHS ENDED
                                                                                       MARCH 31,
                                                                             1996                   1995      
                                                                       ---------------         -------------
                                                                                         

      FINANCING ACTIVITIES (Continued)                                                                       
        Cash dividends                                                 $    (1,327,550)        $   (1,716,293)
        Purchase of treasury stock                                                  --               (233,934)
        Exercise of stock options                                               96,678                234,716
                                                                       ---------------         --------------
      Net Cash Used by Financing Activities                                 (4,876,334)           (37,098,901)
                                                                       ---------------         --------------

      Decrease in Cash and Cash Equivalents                                (12,284,220)            (2,061,901)
      Cash and Cash Equivalents at Beginning of Year                        28,447,952             18,535,270
                                                                       ---------------         --------------

      Cash and Cash Equivalents at End of Quarter                        $  16,163,732          $  16,473,369
                                                                       ===============         ==============

      SUPPLEMENTAL DISCLOSURES OF CASH FLOW                                                                  
        INFORMATION - CASH PAID DURING THE PERIOD:                                                           
          Interest:                                                                                          
            Deposits                                                   $     5,777,123         $    5,230,399
            Federal Home Loan Bank advances and other borrowings             1,493,384              2,115,446
                                                                       ---------------         --------------
                                                                       $     7,270,507         $    7,345,845
                                                                       ===============         ==============

          Income Taxes                                                 $       500,000         $      440,000
                                                                                                             
      SUPPLEMENTAL DISCLOSURE OF NON-CASH                                                                    
        INVESTING ACTIVITY:                                                                                  
          Loans transferred to real estate owned                       $             0         $    1,000,310






















                                                           6





              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                    INDIANA FEDERAL CORPORATION AND SUBSIDIARIES

                                   March 31, 1996

   NOTE 1 - Basis of Presentation

   The accompanying unaudited condensed consolidated financial statements have
   been prepared in accordance with generally accepted accounting principles
   for interim financial information and with instructions to Form 10-Q and
   Article 10 of regulation S-X.  Accordingly, such statements do not include
   all of the information and footnotes required by generally accepted
   accounting principles for complete financial statements.  In the opinion of
   management, all adjustments (consisting of normal recurring accruals)
   considered necessary for a fair presentation have been included.  Operating
   results for the three month period ended March 31, 1996 are not necessarily
   indicative of the results that may be expected for the year ending December
   31, 1996.

   NOTE 2 - Earnings Per Share

   Earnings per share of common stock have been determined by dividing net
   income for the period by the weighted average number of shares of common
   stock equivalents outstanding.  Common stock options in the calculation
   assumes purchase of treasury stock with the option proceeds at the average
   market price for the period (when dilutive).

   NOTE 3 - Reclassification

   Certain amounts in the 1995 condensed consolidated financial statements have
   been reclassified to conform with the 1996 presentation.

   NOTE 4 - Marketable Debt and Mortgage-Backed Securities

   The following is a summary of available-for-sale securities at March 31,
   1996:


                                                          Gross              Gross            Estimated
                                                        Amortized          Unrealized         Unrealized           Market
                                                           Cost               Gains             Losses              Value     
                                                    --------------      -------------      --------------     --------------
                                                                                                   
                                                                                           
      Securities available-for-sale:                                                       
        U.S. Government and agency securities       $   21,633,059      $     205,675      $    (268,148)     $   21,570,586
        Collateralized mortgage obligations             34,685,565            108,568           (241,439)         34,552,694
        Municipal securities                             1,443,955             47,134                 --           1,491,089
        Corporate debt securities                       12,005,090              5,019            (40,480)         11,969,629
                                                    --------------      -------------      -------------      --------------
          Total investment securities                   69,767,669            366,396           (550,067)         69,583,998
        Mortgage-backed securities                      25,106,712            457,914           (122,972)         25,441,654
                                                    --------------      -------------      -------------      --------------
        Total securities available-for-sale            $94,874,381      $     824,310       $   (673,039)        $95,025,652
                                                    ==============      =============      =============      ==============

                                                                        7




                                                                 Securities                                       
                                                              available-for-sale      
                                                    ---------------------------------
                                                                            Estimated
                                                        Amortized            Market                
                                                           Cost               Value
                                                    --------------      -------------
                                                                  
                                                                                                                            
      Due in one year or less                       $   12,469,476      $  12,525,606                   
      Due after one year through five years             16,021,125         16,033,678                                       
      Due after five years through ten years            11,789,246         11,540,828                                       
      Due after ten years                               29,487,822         29,483,886
                                                    --------------      -------------                                       
        Total investment securities                     69,767,669         69,583,998                                       
      Mortgage-backed securities                        25,106,712         25,441,654 
                                                    --------------      -------------                                      
        Total securities                              $ 94,874,381      $  95,025,652                   
                                                    ==============      =============


   NOTE 5 - Accounting by Creditors for Impaired Loans

   On January 1, 1995, the Corporation adopted Statement of Financial
   Accounting Standards (SFAS) No. 114, "Accounting by Creditors for Impairment
   of a Loan." Under the new standard, the allowance for credit losses related
   to loans that are identified for evaluation in accordance with Statement 114
   is based on discounted cash flows using the loan's initial effective
   interest rate or the fair value of the collateral for certain collateral
   dependent loans.  A loan is considered impaired when a creditor will be
   unable to collect all amounts due according to the contractual terms of the
   loan agreement.

   In accordance with Statement 114, a loan is classified as in-substance
   foreclosure when the Bank has taken possession of the collateral regardless
   of whether formal foreclosure proceedings take place.  Loans previously
   classified as in-substance foreclosure but which the Company had not taken
   possession of the collateral continue to be classified as loans.

   At March 31, 1996, the recorded investment in loans that are considered to
   be impaired under Statement 114 was $5.7 million of which $4.2 million were
   on a non-accrual basis.  The average recorded investment in impaired loans
   during the three months ended March 31, 1996 was $6.0 million.  For the
   three months ended March 31, 1996, the Bank recognized interest income on
   those impaired loans of $40,000.

   NOTE 6 - Accounting for Mortgage Servicing Rights

   The Bank originates and purchases mortgage loans for sale in the secondary
   market, and sells the loans with servicing either retained or released. 
   Effective January 1, 1996, the Bank adopted SFAS No. 122 on accounting for
   mortgage servicing rights.  For servicing retained, this Statement requires
   capitalizing the cost of mortgage servicing rights, regardless of whether
   those rights were acquired through origination or purchase activities. 



                                         8


   Beginning in 1996, the total cost of mortgage loans purchased or originated
   with the intent to sell is allocated between the loan servicing right and
   the mortgage loan without servicing, based on their relative fair values at
   the date of origination or purchase.  The capitalized cost of loan servicing
   rights is amortized in proportion to, and over the period of, estimated net
   future servicing revenue.  Estimated servicing costs include direct costs
   associated with performing the servicing function and appropriate
   allocations of other costs. 

   Mortgage servicing rights are periodically evaluated for impairment.
   Impairment represents the excess of cost of an individual mortgage servicing
   rights stratum over its fair value, and is recognized through a valuation
   allowance.  The amount capitalized approximated the market value of
   servicing rights at March 31, 1996 and, accordingly, no valuation allowance
   for servicing rights was established.  Quoted market prices were used to
   estimate the fair value of servicing rights at March 31, 1996.

   The amount capitalized during the first quarter of 1996 was $214,137.  The
   capitalized amount is being amortized over the estimated lives of the loans
   and the amortization in the first quarter amounted to $8,220.  At March 31,
   1996 the fair value of capitalized mortgage servicing rights totaled
   $205,917.

   NOTE 7 - Investment in Forrest Holdings, Inc.

   On February 2, 1996, the Corporation purchased for $2.5 million a one-third
   interest in Forrest Holdings, Inc. of Oak Brook, Illinois.  Forrest
   Holdings, Inc. owns and operates Forrest Financial Corporation, a leasing
   company which provides financing solutions for the acquisition of
   information systems, including equipment, software, training and
   maintenance.




















                                         9


                        MANAGEMENT'S DISCUSSION AND ANALYSIS
                  OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                            INDIANA FEDERAL CORPORATION


   FINANCIAL CONDITION

   Indiana Federal Corporation (the "Corporation") the parent company of
   Indiana Federal Bank for Savings (the "Bank"), had total assets of $717.7
   million at March 31, 1996, compared to total assets of $721.3 million at
   December 31, 1995.  

   Total investment securities declined to $69.6 million at March 31, 1995 from
   $72.7 million at December 31, 1995.  This decline was due in part to the
   sale of $1.4 million of U.S. Government Agency Securities which were called
   in advance of their maturity, as well as normal maturities and principal
   repayments.  In addition, the investment security balance reflected net
   unrealized losses of $184,000 at March 31, 1996 compared to net unrealized
   gains of $691,000 at December 31, 1995.  Mortgage-backed securities declined
   to $25.4 million at March 31, 1996 from $26.7 million at December 31, 1995. 
   The decline in mortgage-backed securities was due to principal repayments.

   The net loan portfolio balance at March 31, 1996 increased to $526.3 million
   from $522.7 million at December 31, 1995. One- to four-family mortgage,
   income producing property, consumer and commercial loans originated and
   purchased during the three months ended March 31, 1996 were $27.6 million,
   $3.2 million, $8.7 million and $12.5 million, respectively, totaling $52.0
   million or $11.5 million more than the $40.5 million originated and
   purchased during the same period a year ago.  Loan repayments totaled $42.7
   million for the three months ended March 31, 1996 compared to $29.8 million
   for the same period last year.  Sales of one- to four-family fixed-rate
   mortgage loans increased to $4.0 million for the three months ended March
   31, 1996 from $2.3 million for the same period a year ago.

   Of the $27.6 million in one- to four-family mortgage loans originated and
   purchased, $11.4 million or 41.3 percent consisted of adjustable-rate
   mortgage loans including $5.7 million in short-term construction loans.  The
   remaining $16.2 million of one- to four-family mortgage loan volume
   represented long-term, fixed-rate loan origination.  Included in fixed-rate
   loan originations were $4.4 million of 15 year loans which were retained in
   the loan portfolio, $2.1 million of 30 year FHA and VA loans which were
   purchased from correspondents and $9.7 million which were originated for
   sale.  Fixed-rate loans held for sale at March 31, 1996 increased to $21.7
   million from $16.0 million at December 31, 1995.  Loans held for sale are
   accounted for on a lower of cost or market basis.  As of March 31, 1996, the
   Bank had recorded a net adjustment of $195,000 to reduce the book value of
   these loans to their fair market value.



                                         10


   Deposits increased to $546.9 million at March 31, 1996 from $532.9 million
   at December 31, 1995.  The Bank had a net increase of $15.9 million in
   certificate of deposit balances which more than offset a $1.9 million
   decrease in passbook, money market and other transaction account balances
   for the three months ended March 31, 1996.

   Shareholders' equity decreased to $70.5 million or $14.88 per share at March
   31, 1996 from $70.7 million or $14.98 per share at December 31, 1995.  The
   decline in shareholders' equity was in part the result of a $688,000
   decrease in unrealized gains on available-for-sale securities.

   ASSET/LIABILITY MANAGEMENT

   Management attempts to control fluctuations in net interest income which
   result from an imbalance in the volume of assets and liabilities repricing
   during a period of time.  The Bank attempts to mitigate its interest rate
   risk exposure by managing the maturity, prepayment and repricing
   characteristics of assets and liabilities.  The Bank retains certain fixed-
   rate and adjustable-rate loans and sells in the secondary market conforming
   thirty-year fixed-rate mortgage loans.  At March 31, 1996, the volume of
   liabilities repricing in one year or less exceeded the volume of assets
   repricing in one year or less by $105 million or a negative 14.6 percent of
   the Bank's total assets.  This figure compares to a negative 12.38 percent
   one year gap at December 31, 1995.

   NON-PERFORMING ASSETS AND LOAN LOSS RESERVES

   Indiana Federal's non-performing assets decreased to $10.1 million or 1.41
   percent of total assets at March 31, 1996 from $11.0 million or 1.53 percent
   of total assets at December 31, 1995.  The improvement in non-performing
   assets was in part the result of a decline of $500,000 in delinquent
   residential loans to $1.0 million at March 31, 1996.  In addition, the Bank
   sold a residential repossessed property with a book value of $149,000 at a
   small loss during the first quarter of 1996.  

   Management continuously reviews the various loan portfolios to determine
   appropriate loan loss reserve levels.  Factors considered in these reviews
   include, but are not limited to, general economic conditions, loan mix,
   historical charge-offs, condition of the underlying collateral and the
   ability of the borrower to repay the loan.  In addition, on January 1, 1995,
   the Corporation adopted SFAS No. 114, "Accounting by Creditors for
   Impairment of a Loan," which requires that impaired loans be measured based
   on the present value of expected future cash flows.  Management, as a result
   of this review process, recorded provision for loan losses of $50,000 for
   the three months ended March 31, 1996 compared to $144,000 for the same
   period last year.

   Based on available information, management believes that the allowance for
   loan losses is adequate to absorb potential losses in the portfolio;
   however, future additions to the allowance may be necessary, based on
   changes in economic conditions.  In addition, 


                                         11

   various regulatory agencies periodically review the allowance for loan
   losses, and may require that additions be made based upon their judgement of
   information available to them at the time of their examination.  At March
   31, 1996, the Bank's allowance for loan losses totaled $6.6 million or 1.26
   percent of net loans receivable compared to $6.7 million or 1.27 percent of
   net loans receivable at December 31, 1995.

   RESULTS OF OPERATIONS

   The Corporation recorded earnings of $1.6 million or $.34 per share for the
   three months ended March 31, 1996 compared to $1.5 million or $.32 per share
   for the same period last year.  The return on average shareholders' equity
   declined to 9.27 percent for the three months ended March 31, 1996 compared
   to 10.50 percent for the same period in 1995.  The return of average assets
   was .91 percent for the three months ended March 31, 1996 compared to .94
   percent for the same period last year.

   The Corporation's net income is primarily dependent upon the difference
   between interest earned on its loans and investments and interest paid on
   deposits and borrowings.  Indiana Federal's net interest income after
   provision for loan losses for the three months ended March 31, 1996
   decreased to $6.0 million compared to $6.2 million for the same period in
   1995.  The Corporation's average interest-earning assets and interest
   bearing liabilities declined by $33.0 million in the three months ended
   March 31, 1996 compared to the same period last year due to a $50.0 million
   leveraging strategy which management chose to unwind in March 1995. The net
   interest margin increased to 3.68 percent for the three months ended March
   31, 1996 compared to 3.63 percent for the same period last year.

   Other income increased to $1.0 million for the three months ended March 31,
   1996 from $600,000 for the same period a year ago.  Excluding gains and
   losses on the sale of assets and a valuation allowance of $195,000 on the
   $21.7 million loans held for sale portfolio, other income increased to $1.3
   million for the three months ended March 31, 1996 compared to $985,000 for
   the same period last year.  Included in other income for the three months
   ended March 31, 1996 is a $200,000 prepayment penalty which was collected
   from the borrower on the payoff of an income producing property loan.

   Other expenses increased by 3.4 percent to $4.9 million for the three months
   ended March 31, 1996 compared to $4.7 million for the same period a year
   ago.  The increase in expenses was primarily due to higher data processing
   costs, telephone and personnel expenses, and to the amortization of goodwill
   related to the January 1995 acquisition of the NCB Corporation.

   The deposits of savings associations such as the Bank are presently insured
   by the Savings Association Insurance Fund (the "SAIF"), which, along with
   the Bank Insurance Fund (the "BIF"), is one of the two insurance funds
   administered by the FDIC.  Financial institutions which are members of the
   BIF are experiencing substantially lower deposit insurance premiums because
   the BIF has achieved its required level of reserves while the SAIF has not
   yet achieved its required reserves.  A capitalization plan for the SAIF
   under 

                                         12

   consideration by Congress reportedly provides for a special assessment of
   0.85% to 0.90% of deposits to be imposed on all SAIF insured institutions to
   enable the SAIF to achieve its required level of reserves.  If the proposed
   assessment of 0.80% to 0.90% was effected based on deposits as of March 31,
   1996 (as proposed), the Bank's special assessment would amount to
   approximately $4.6 million to $4.9 million, before taxes, respectively. 
   Accordingly, this special assessment would significantly increase non-
   interest expense and adversely effect the Company's results of operations. 
   Conversely, depending upon the Bank's capital level and supervisory rating,
   and assuming the insurance premium levels for BIF and SAIF members are again
   equalized, future deposit insurance premiums are expected to decrease
   significantly, to as low as .04% of deposits from the .23% of deposits
   currently paid by the Bank, which would reduce non-interest expense for
   future periods.

   Income tax expenses totaled $546,000, an effective tax rate of 25.0 percent
   for the three month period ended March 31, 1996 compared to $552,000, an
   effective tax rate of 26.4 percent for the same period last year.  Provision
   for income tax expense for the three month periods ended March 31, 1996 and
   1995 included tax credits of $321,000 and $237,000 respectively, which are
   attributable to the equity investment in low and moderate income housing
   projects by the Corporation's subsidiary IndFed Mortgage Company.

   LIQUIDITY AND CAPITAL RESOURCES

   Indiana Federal maintains certain levels of cash and other liquid assets to
   fund normal volumes of loan commitments, savings deposit activity and other
   obligations.  The Office of Thrift Supervision requires thrifts to maintain
   their liquidity ratio (cash and cash equivalent investments to net
   withdrawable deposits and borrowing due within one year) in excess of five
   percent.  As of March 31, 1996 and 1995, the Bank's liquidity ratio was 6.95
   percent and 7.96 percent, respectively, which were both in excess of the
   minimum regulatory requirement.

   Indiana Federal's primary sources of funds include loan repayments/advances
   from the FHLB of Indianapolis, reverse repurchase agreements, deposits and
   loan sales.  At March 31, 1996, the Corporation had commitments to originate
   $31.9 million of loans (including $6.1 million in unused lines of credit). 
   At the same date, scheduled maturities of certificates of deposit during the
   succeeding 12 months amounted to $252.7 million (including $77.2 million
   within three months or less) and schedule maturities of FHLB advances during
   such 12-month period amounted to $60.2 million.  Management considers its
   current liquidity and additional sources of funds adequate to meet
   outstanding loan commitments.

   Current regulatory standards impose the following capital requirements:
   risk-based capital standard expressed as a percent of risk-adjusted assets,
   a leverage ratio of core capital to total adjusted assets and a tangible
   capital ratio expressed as a percent of total adjusted assets.  As of March
   31, 1996, the Bank substantially exceeded all regulatory capital
   requirements.


                                         13


   At March 31, 1996, the Bank's tangible capital was $48.1 million or 6.85
   percent of adjusted total assets, which was in excess of the 1.5 percent
   requirement by $37.6 million.  In addition, at March 31, 1996, the Bank had
   core capital of $53.1 million or 7.51 percent of adjusted total assets,
   which exceeded the 3.0 percent requirement by $31.9 million.  The Bank also
   had risk-based capital of $58.5 million at March 31, 1996 or 12.97 percent,
   which exceeded the 8.0 percent risk based capital requirement by $22.4
   million.

   At March 31, 1996, the Corporation had acquired a total of 1,103,000 shares
   of its outstanding common shares through its previously announced share
   repurchase programs.  The Corporation did not acquire any shares in the
   first quarter of 1996.

   The Board of Directors approved a $.28 per share, or $1,327,550 cash
   dividend for the first quarter of 1996.  The first quarter dividend included
   a separate dividend of $.10 per share, which when added to the $.66 per
   share previously paid in 1995 resulted in a total dividend of $.76 per share
   for the full year.  The full year dividend of $.76 per share was 50 percent
   of 1995 earnings of $1.51 per share.  The dividend payout ratio of 50
   percent was consistent with the Company's dividend policy, which anticipates
   paying from 35 percent to 55 percent of calendar year earnings.




























                                         14


                            INDIANA FEDERAL CORPORATION


                            PART II - OTHER INFORMATION


   Item 1.    Legal Proceedings

              None


   Item 2.    Changes in Securities

              None


   Item 3.    Defaults Upon Senior Securities

              None


   Item 4.    Submission of Matters to a Vote of Security Holders 

              None


   Item 5.    Other Information

              None


   Item 6.    Exhibits and Reports on Form 8-K

              A. Exhibit 27 - Financial Data Schedule

              B. Two 8-K's filed by the Registrant

                 1.  A press release dated January 25, 1996 was filed by the
                     registrant with the SEC on January 30, 1996 reporting 
                     fourth quarter 1995 earnings.

                 2.  A press release dated February 2, 1996 was filed on the 
                     same date with the SEC announcing an investment by the 
                     Registrant in Forrest Holdings, Inc. of Oak Brook, 
                     Illinois.



                                         15


                            INDIANA FEDERAL CORPORATION


                                     SIGNATURES

      Pursuant to the requirement 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.



   Indiana Federal Corporation
   ---------------------------
   Registrant



   Date:    May 10, 1996         /s/ Peter R. Candela
        -------------------      ----------------------------------
                                 Peter R. Candela
                                 President/Chief Executive Officer



   Date:    May 10, 1996         /s/ George J. Eberhardt
        -------------------      ----------------------------------
                                 George J. Eberhardt
                                 Executive Vice President/
                                 Chief Financial Officer





















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