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): March 28, 2002


                             First Financial Bancorp
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             (Exact name of registrant as specified in its charter)


       California                                             94-2822858
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(State of Incorporation)                               (IRS Employer ID Number)

                                     0-12499
                              ---------------------
                              (Commission File No.)


First Financial Bancorp
701 South Ham Lane, Lodi, California                                  95242
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(Address of principal executive offices)                            (Zip Code)


                                 (209)-367-2000
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               Registrant's telephone number, including area code



           -----------------------------------------------------------
           Former name or former address, if changed since last report




Item 5.  Other Events

Press release on the following article:

1.       First  Financial  Bancorp  Announces  Completion  of $5  million  Trust
         Preferred Security Transaction

         Lodi, Calif. (Business Wire) - March 28, 2002 - First Financial Bancorp
(OTCBB:  FLLC)  parent  company  of Bank of  Lodi,  N.A.,  today  announced  the
completion of a private issuance of $5 million in trust preferred  securities as
part of a pooled  transaction with several other financial  institutions.  First
Financial  Bancorp has  contributed  a portion of the net proceeds  into Bank of
Lodi,  N.A.  to  increase  the  Bank's  capital  levels  and  intends to use the
remaining net proceeds for general corporate purposes. Leon Zimmerman, President
and  Chief  Executive  Officer  of First  Financial  Bancorp  stated,  "With the
completion of this offering,  First Financial  Bancorp  believes it has adequate
capital to support its long term strategic plan for growth and expansion."

         First Financial  Bancorp is the parent of Bank of Lodi, N.A., a locally
owned  community  bank  formed  in 1982.  Bank of Lodi,  N.A.  offers  financial
services to owner-operated businesses, members of the professional community and
individuals seeking  personalized  service. The Bank offers innovative financial
solutions and an enhanced product line of convenient banking  alternatives which
include on-line  banking,  telephone  banking,  debit and credit cards,  digital
imaging (to be released  in May 2002) and a wide range of credit  products.  For
more  information  contact  us via the web at  www.bankoflodi.com,  by  phone at
888-265-8577  or at any one of its eight branches  located in the communities of
Lodi, Woodbridge, Lockeford, Galt, Plymouth, San Andreas, Elk Grove, and Folsom.
Bank of Lodi also  offers  investment  services  through  its  affiliation  with
Investment Centers of America.

         This press  release  contains  forward  looking  statements  within the
meaning of Section 27A of the  Securities  Act of 1933, as amended,  and Section
21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and
as such, may involve risks and uncertainties.  Forward-looking statements, which
are based on certain  assumptions  and describe  future plans,  strategies,  and
expectations,  are generally identifiable by the use of words such as "believe",
"expect", "intend", "anticipate", "estimate", "project", or similar expressions.
These forward-looking statements relate to, among other things,  expectations of
the business  environment in which the Company  operates,  projections of future
performance,  potential future performance,  potential future credit experience,
perceived  opportunities in the market,  and statements  regarding the Company's
mission and vision. The Company's actual results,  performance, and achievements
may differ materially from the results,  performance, and achievements expressed
or implied  in such  forward-looking  statements  due to a wide range of factors
which are set forth in our annual report on Form 10-K on file with the SEC.

                                       END


                                   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.


Date:      03/28/02                            FIRST FINANCIAL BANCORP
           --------                            (Registrant)


                                               /s/ Allen R. Christenson
                                        By:    ---------------------------
                                               Allen R. Christenson
                                               Senior Vice President
                                               Chief Financial Officer