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): May 22, 2009

                         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))







1


Item 8.01  Other Events

Item 3.01. Notice of  Delisting or Failure to Satisfy a Continued  Listing  Rule
           or  Standard;  Transfer of Listing
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First Federal  Bankshares,  Inc. (the  "Company"),  the parent company of Vantus
Bank,  has  received a Nasdaq  Staff  Determination  letter  dated May 22,  2009
notifying the Company that,  because of the Company's failure to timely file its
Form 10-Q for the period ended March 31, 2009, the Company has not complied with
Nasdaq Marketplace Rule 5250(c)(1).  As the Company has previously reported, the
failure to timely  file the Form 10-Q was due to the  additional  time needed by
the  Company  to  determine  the fair value of  certain  investment  securities,
complete  its  financial  statements,  and  have  the  report  reviewed  by  its
accountants and attorneys. The Company intends to file the Form 10-Q immediately
following the completion of its assessment.

Under the rule,  the Company has 60 calendar  days,  or until July 21, 2009,  to
submit a plan to regain compliance and if accepted,  the Company will be granted
an  exception of up to 180  calendar  days from the filing's due date,  or until
November 11, 2009, to regain compliance. The Company anticipates that the filing
of the Form10-Q will be completed before a plan needs to be submitted to Nasdaq.

     A press release related to the above matters is filed as an Exhibit to this
Form 8-K.



Item 9.01. Financial Statements and Exhibits

     (a) Not Applicable.

     (b) Not Applicable.

     (c) Not Applicable.

     (d) Exhibit: Press Release dated May 29, 2009





                                   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: May 29, 2009               By:      /s/ Levon Mathews
                                          ---------------------------
                                          Levon Mathews
                                          President and Chief Executive Officer