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): August 19, 1997

                          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

                          FIRST REPUBLIC BANCORP, INC.
          (FORMER NAME OR FORMER ADDRESS, IF CHANGED FROM LAST REPORT)


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Item 4. Changes in Registrant's Certifying Accountant

          On August 19, 1997,  Registrant  engaged a new  principal  accountant,
KPMG Peat Marwick,  LLP, to audit the financial statements of the Registrant for
the year ending December 31, 1997. The  Registrant's  new  accountants  were not
consulted as to the accounting treatment of any specific transaction or the form
of a proposed  audit opinion on the  Registrant's  financial  statements.  Since
there were no  disagreements  with Coopers & Lybrand during the Registrant's two
most recent fiscal years and the interim period through April 14, 1997 (the date
of Cooper & Lybrand's  resignation)  on any matter of  accounting  principles or
practices,  financial  statement  disclosure,  or auditing  scope or procedures,
there  were no  consultations  with KPMG Peat  Marwick  regarding  any  possible
disagreements.  KPMG Peat Marwick was provided a copy of this disclosure and was
given an opportunity to respond or clarify these statements.


                                    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: August 20, 1997                   By: /s/   ROLF A. STENSRUD
                                                   ----------------
                                                   Rolf A. Stensrud,
                                                   President and
                                                   Chief Executive Officer




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