SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    Form 8-K


                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                       The Securities Exchange Act of 1934


       Date of Report (Date of earliest event reported): January 20, 2004


                         First Federal Bankshares, Inc.
                         ------------------------------
             (Exact name of registrant as specified in its charter)


         Delaware                         0-25509                42-1485449
         --------                         -------                ----------
(State or other jurisdiction)     (Commission File No.)      (I.R.S. Employer
        of incorporation)                                    Identification No.)


Address of principal executive offices:329 Pierce Street, Sioux City, Iowa 51101
                                       -----------------------------------------


Registrant's telephone number, including area code:(712) 277-0200
                                                   --------------


                                 Not Applicable
                                 --------------
          (Former name or former address if changed since last report)






Item 7. Financial Statements and Exhibits.

     (a)  Not Applicable.

     (b)  Not Applicable.

     (c)  Exhibits.

          Exhibit No.             Description
          -----------             -----------

            99.1                  Press release dated January 20, 2004


Item 9. Regulation FD Disclosure.

     The  following  information  is  furnished  pursuant  to this Item 9 and in
satisfaction  of Item 12,  "Disclosure  of Results of  Operations  and Financial
Condition."

     First Federal Bankshares,  Inc. (the "Company")  announced earnings for the
three  months and six months  ended  December  31, 2003 and declared a dividend.
Please see Press  Release dated January 20, 2004, a copy of which is included as
Exhibit 99.1.

     The  information  in the  preceding  paragraph,  as  well as  Exhibit  99.1
referenced  therein,  shall not be deemed  "filed" for purposes of Section 18 of
the  Securities  Exchange Act of 1934,  nor shall it be deemed  incorporated  by
reference in any filing under the Securities Act of 1933.






                                   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, hereunto duly authorized.

                                      FIRST FEDERAL BANKSHARES, INC.


DATE:  January 20, 2004               By:  /s/Barry Backhaus
                                           -----------------
                                           Barry Backhaus
                                           President and Chief Executive Officer






                                  EXHIBIT INDEX


The following Exhibits are filed as part of this report:

         Exhibit 99.1      Press Release of First Federal Bankshares, Inc. dated
                           January 20, 2004.