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 THE REPORT (Date of Earliest Event Reported): October 2, 2003

                          REPUBLIC FIRST BANCORP, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


          PENNSYLVANIA                  0-17007                  23-2486815
          ------------                  -------                  ----------
(STATE OR OTHER JURISDICTION        (COMMISSION FILE            (I.R.S. EMPLOYER
    OF INCORPORATION)                   NUMBER)              IDENTIFICATION NO.)


                    1608 WALNUT STREET, PHILADELPHIA PA 19103
                    -----------------------------------------
              (ADDRESS AND ZIP CODE OF PRINCIPAL EXECUTIVE OFFICES)

REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE  (215) 735-4422
                                                    --------------


- --------------------------------------------------------------------------------
          (FORMER NAME OR FORMER ADDRESS, IF CHANGED FROM LAST REPORT)







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Item 5:   Other Events

      The Boards of  Directors  (the  "Boards")  of First Bank of Delaware  (the
"Delaware Bank") and Republic First Bank (the "PA Bank"),  each of which Bank is
a wholly-owned  subsidiary of Republic First  Bancorp,  Inc. (the  "Company") on
August 20, 2003 filed  application  with the Federal  Reserve  Board to withdraw
their  memberships  in the Federal  Reserve Bank System (the "System") and filed
applications  with the Federal  Deposit  Insurance  Corporation  (the "FDIC") to
continue  deposit  insurance.   On  September  26,  2003,  the  FDIC  agreed  to
continuation  of insurance  for the Delaware  Bank and on September 30, 2003 the
Federal  Reserve  Board agreed to the  withdrawal  by the Delaware Bank from the
System  effective  September 30, 2003.  The PA Bank has been advised that within
the next thirty (30) days its  application  to withdraw  from the System will be
considered by the Federal Reserve Board and the FDIC and it is anticipated  that
it also will become insured and regulated by the FDIC.

      As part of the transition,  the Delaware Bank entered into a Memorandum of
Understanding  with the FDIC  and the  Office  of the  State  Bank  Commissioner
("Delaware  Commissioner")  which  Memorandum of Understanding  requires,  among
other things, that in the event the FDIC and the Delaware Commissioner determine
that the  short-term  loan (payday  loans)  program of the Delaware  Bank is not
operated  in a safe and sound  manner and request in writing  that the  Delaware
Bank cease  making such  short-term  loans,  the  Delaware  Bank will  provide a
strategy for exiting the short-term  loan program.  After  discussions  with the
FDIC and the Delaware Commissioner,  the Board of Directors of the Delaware Bank
determined  to continue  the  short-term  loan  program in  accordance  with the
provisions of the guidelines  issued by the FDIC and the laws and regulations of
the State of Delaware.  The Company  believes the continuation of the short-term
loan  program  will  have a  positive  material  effect on the  earnings  of the
Company.


      The  Company may from time to time make  written or oral  "forward-looking
statements",  including  statements  contained in the Company's filings with the
Securities and Exchange  Commission.  These  forward-looking  statements include
statements  with respect to the Company's  beliefs,  plans,  objectives,  goals,
expectations,  anticipations,  estimates,  and  intentions  that are  subject to
significant  risks and  uncertainties and are subject to change based on various
factors,  many of which are  beyond  the  Company's  control.  The words  "may",
"could",  "should",  "would",  "believe",  "anticipate",  "estimate",  "expect",
"intend",   "plan",   and   similar   expressions   are   intended  to  identify
forward-looking  statements.  All such  statements are made in good faith by the
Company  pursuant to the "safe  harbor"  provisions  of the  Private  Securities
Litigation  Reform Act of 1995.  The Company  does not  undertake  to update any
forward-looking  statement,  whether written or oral, that may be made from time
to time by or on  behalf  of the  Company.  The  complete  text of this form 8-k
should be regarded as a forward-looking statement.



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      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 thereunto duly authorized.













                                    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 thereunto duly authorized.




                                                   REPUBLIC FIRST BANCORP, INC.
                                                   ----------------------------
                                                           (Registrant)



Dated:  October 2, 2003                        By: /s/  PAUL FRENKIEL
        -------------                              ----------------------------
                                                   Paul Frenkiel
                                                   Chief Financial Officer






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