EXHIBIT 8.3

December 17, 1998



Board of Directors
First Federal Savings and Loan
 Association of Florida
205 East Orange Street
Lakeland, Florida  33802

Gentlemen:

It is the opinion of Feldman  Financial  Advisors,  Inc., that the  subscription
rights to be  received  by the  eligible  account  holders  and  other  eligible
subscribers of First Federal  Savings and Loan  Association  of Florida  ("First
Federal  Florida"),  pursuant to the Plan of  Reorganization  and Stock Issuance
adopted by the Board of Directors of the First Federal Florida,  do not have any
economic  value  at the time of  distribution  or at the  time  the  rights  are
exercised in the subscription offering.

Such opinion is based on the fact that the  subscription  rights are acquired by
the  recipients  without  payment  therefor,  are  nontransferable  and of short
duration,  and afford the recipients the right only to purchase  common stock of
FloridaFirst  Bancorp,  the holding company formed to acquire all of the capital
stock of the First Federal Florida,  at a price equal to its estimated pro forma
market value, which will be the same price at which unsubscribed  shares will be
sold in the community offering.

Sincerely,

/s/Feldman Financial Adivisors, Inc.
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Feldman Financial Advisors, Inc.