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): June 21, 2007

                         FIRST FEDERAL BANKSHARES, INC.
               (Exact Name of Registrant as Specified in Charter)

      Delaware                       0-25509                 42-1485449
  -----------------            -----------------------     ---------------
(State or Other Jurisdiction)   (Commission File No.)      (I.R.S. Employer
      of Incorporation)                                     Identification No.)


329 Pierce Street, Sioux City, Iowa                               51101
- -----------------------------------                               -----
(Address of Principal Executive Offices)                         (Zip Code)

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



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

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 CFR 240.13e-4(c))










Item 8.01.        Other Events
                  ------------

     On June 21, 2007, the Board of Directors of First Federal Bankshares,  Inc.
(the  "Company")  approved a plan pursuant to which certain  senior  executives'
cash  compensation  over the next three years will be reduced by amounts ranging
from 5% to 10%  annually.  To offset the  reduction in cash  compensation,  each
executive was granted stock appreciation rights  approximately equal in value to
the reduction in cash compensation  (based on the  Black-Scholes  option pricing
methodology). The purpose of the plan is to increase the equity ownership in the
Company of these senior  executives,  and better align their  interests with the
interests of stockholders.

     The stock  appreciation  rights were granted pursuant to the Company's 2006
Stock-Based  Incentive Plan, which was approved by stockholders in October 2006.
In  accordance  with the  terms of the  Stock-Based  Incentive  Plan,  the stock
appreciation  rights  were  granted  at a strike  price  of  $18.50.  The  stock
appreciation  rights vest ratably over three years and expire in ten years.  The
stock appreciation rights settle only in common stock of the Company, and do not
vest upon a change in control of the Company.

     It is not expected that the implementation of the plan will have a material
effect on the Company's net income or earnings per share because the increase in
non-interest  expense  associated  with the  issuance of the stock  appreciation
rights will be substantially offset by the reduction in compensation expense.

Item 9.01.        Financial Statements and Exhibits
                  ---------------------------------

                        (a) Not Applicable.

                        (b) Not Applicable.

                        (c) Not Applicable.

                        (d) Not Applicable.















                                   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: June 26, 2007                By:  /s/ Michael W. Dosland
                                       ---------------------------------------
                                       Michael W. Dosland
                                       President and Chief Executive Officer