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): July 6, 2006



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


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



 329 Pierce Street, Sioux City, Iowa                            51101
- ----------------------------------------                -----------------------
(Address of principal executive offices)                      (Zip Code)


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

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[  ]  Written communications  pursuant to Rule 425 under the Securities Act (17
      CFR 230.425)

[  ]  Soliciting  material  pursuant to Rule 14a-12 under the Exchange Act (17
      CFR 240.14a-12)

[  ]  Pre-commencement  communications  pursuant  to Rule  14d-2(b)  under the
      Exchange Act (17 CFR 240.14d-2(b))

[  ]  Pre-commencement  communications  pursuant  to Rule  13e-4(c)  under the
      Exchange Act (17 CRF 240.13e-4(c))







Item 5.02. Departure of Directors or Principal Officers;  Election of Directors;
Appointment of Principal Officers.

On July 6, 2006, Mr. Steven L. Opsal,  Executive Vice President of First Federal
Bankshares, Inc. (the "Company"),  resigned from the Company and its affiliates,
including First Federal Bank (the "Bank"), effective upon a mutually agreed date
between  the Bank and Mr.  Opsal,  but no later than the  Company's  2006 Annual
Meeting of  Stockholders,  expected to be held on October 26,  2006.  Mr.  Opsal
cited personal reasons and the desire to pursue other interests,  as the reasons
for his decision to leave the Company and the Bank. The Company and the Bank are
grateful  for Mr.  Opsal's many years of dedicated  service and  leadership  and
thank him for his  contributions to the success of the Company and the Bank. The
Company has initiated a search for his successor.

Mr.  Opsal also  resigned  from the Board of Directors of the Company and of the
Company's affiliates, including First Federal Bank, effective at the 2006 Annual
Meeting of Stockholders.  The Nominating Committee of the Board of Directors has
initiated a search for Mr. Opsal's successor on the Board.

In  connection  with Mr.  Opsal's  resignation,  he and the Bank  entered into a
Separation Agreement and General Release, pursuant to which Mr. Opsal's existing
employment agreement with the Bank was terminated.  The Separation Agreement and
General  Release  includes the payment to Mr. Opsal of $200,000 and Mr.  Opsal's
agreement  not to compete  with the Bank for a period of  eighteen  months.  The
Separation  Agreement  and  General  Release is  attached  as  Exhibit  10.1 and
incorporated herein by reference.

Item 9.01.        Financial Statements and Exhibits.

     (a)  Not Applicable.

     (b)  Not Applicable.

     (c)  Exhibits.  Exhibit 10.1: Separation Agreement and General Release with
          Steven L. Opsal










                                    SIGNATURE

     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.

Dated: July 6, 2006            By:      /s/ Michael W. Dosland
                                        --------------------------------------
                                       Michael W. Dosland
                                       President and Chief Executive Officer