<PAGE>

       AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MAY 8, 2002

                                                           REGISTRATION NO. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                        ---------------------------------

                                    FORM S-8

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
                        ---------------------------------

                           ALLIED FIRST BANCORP, INC.
             (Exact name of registrant as specified in its charter)


            MARYLAND                                             36-4482786
(State or other jurisdiction of                              (I.R.S. Employer
 incorporation or organization)                              Identification No.)

                           387 SHUMAN BLVD. SUITE 120W
                           NAPERVILLE, ILLINOIS 60563
          (Address of principal executive offices, including zip code)

                       -----------------------------------

      ALLIED FIRST BANK EMPLOYEES' SAVINGS & PROFIT SHARING PLAN AND TRUST
                            (Full title of the plan)
                       ----------------------------------

<TABLE>
<CAPTION>
<S>                                                                             <C>
         KENNETH L. BERTRAND            Copy to:
PRESIDENT, CHIEF EXECUTIVE OFFICER                    RICHARD S. GARABEDIAN, ESQ.
    ALLIED FIRST BANCORP, INC.                           MICHAEL A. TROY, ESQ.
         387 SHUMAN BLVD.                   JENKENS & GILCHRIST, A PROFESSIONAL CORPORATION
    NAPERVILLE, ILLINOIS 60563                  1919 PENNSYLVANIA AVE., N.W., SUITE 600
          (630) 778-7700                              WASHINGTON, D.C. 20006-3404

(Name, address, and telephone number including area
     code of agent for service for service)


                         CALCULATION OF REGISTRATION FEE

--------------------------------------------------------------------------------------------------------------
                                                   Proposed maximum    Proposed maximum
           Title of                 Amount to       offering price         aggregate           Amount of
 securities to be registered      be registered       per share         offering price      registration fee
--------------------------------------------------------------------------------------------------------------
Common Stock (par value $0.01
per share)                          20,000(1)         $12.175(2)          $243,500(2)            $22.41
--------------------------------------------------------------------------------------------------------------
Interests in the Allied First
Bank 401(k) Savings Plan               (3)               (3)                  (3)                 (3)
--------------------------------------------------------------------------------------------------------------
</TABLE>

(1)Estimated maximum aggregate number of shares of Allied First Bancorp, Inc.
common stock purchased and purchasable with employer and employee contributions
under the Plan during the next two years.
(2) Estimated, pursuant to Rule 457(h), solely for the purpose of calculating
the registration fee, at $12.175 per share, which was the average of the bid and
asked price of the common stock of Allied First Bancorp, Inc. on May 1, 2002 as
reported on the Nasdaq Over the Counter Bulletin Board.
(3) Pursuant to Rule 416(c) under the Securities Act of 1933, this Registration
Statement also covers an indeterminate amount of interests to be offered or sold
pursuant to the employee benefit plan described herein. In accordance with Rule
457(h)(2), no separate fee calculation is made for plan interests.


<PAGE>

                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS

The document(s) containing the information specified in Part I of Form S-8 will
be sent or given to participants in the Allied First Bank Employees' Savings &
Profit Sharing Plan and Trust, which we refer to as the 401(k) Plan, as
specified by Rule 428(b)(1) promulgated by the Securities and Exchange
Commission under the Securities Act of 1933, as amended.

Such document(s) are not being filed with the Securities and Exchange
Commission, but constitute (along with the documents incorporated by reference
into the Registration Statement pursuant to Item 3 of Part II hereof) a
prospectus that meets the requirements of Section 10(a) of the Securities Act.


                                     PART II

                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

         Allied First Bancorp., Inc. hereby incorporates by reference in this
registration statement the following documents previously filed by it with the
Securities and Exchange Commission:

                  (1)   Allied First Bancorp, Inc.'s latest prospectus filed on
         form SB-2/A (File No. 333-69570) on November 1, 2001;

                  (2)   Allied First Bancorp, Inc.'s Quarterly Report on Form
         10-Q for the quarter ended December 31, 2001, filed with the
         Commission;

                  (3)   all other reports filed pursuant to Section 13(a) or
         15(d) of the Securities Exchange Act of 1934, as amended (the "exchange
         Act") since the end of the fiscal year covered by audited financial
         statements contained in the prospectus referred to in Item 3(a) above:

                  (4)   the description of the Common Stock, par value $0.01 per
         share, of Allied First Bancorp, Inc. set forth in the Registration
         Statement on Form 8-A12B, dated November 8, 2001, including any
         amendment or report filed for the purpose of updating such description.

         All documents subsequently filed by the Registrant with the Commission
pursuant to Sections 13(a), 13(c), 14, or 15(d) of the Exchange Act, prior to
the filing of a post-effective amendment which indicates that all securities
offered hereby have been sold or which deregisters all securities then remaining
unsold, shall be deemed incorporated by reference into this Registration
Statement and to be a part thereof from the date of the filing of such
documents. Any statement contained in the documents incorporated, or deemed to
be incorporated, by reference herein or therein shall be deemed to be modified
or superseded for purposes of this Registration Statement and the Prospectus to
the extent that a statement contained herein or therein or in any other
subsequently filed document which also is, or is deemed to be, incorporated by
reference herein or therein modifies or supersedes such statement. Any such
statement so modified or superseded shall not be deemed, except as so modified
or superseded, to constitute a part of this Registration Statement and the
Prospectus.

ITEM 4.  DESCRIPTION OF SECURITIES

         Not applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

         Not applicable.

<PAGE>

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS

         Article 12 of Allied First Bancorp, Inc.'s Articles of Incorporation
provides for indemnification of current and former directors and officers or
individuals serving any other entity at the request of Allied First Bancorp,
Inc., to the fullest extent required or permitted under Maryland law. In
addition, Article 12 provides for the indemnification of other employees and
agents to the extent authorized by the Board of Directors and permitted under
Maryland law. Article 12 also provides Allied First Bancorp, Inc. with the
authority to purchase insurance for indemnification purposes. The
indemnification provisions set forth within Article 12 are non-exclusive in
nature, however, Allied First Bancorp, Inc. shall not be liable for any payment
under Article 12 to the extent that said person entitled to be indemnified has
actually received payment under any insurance policy, agreement or otherwise of
the amounts indemnifiable under Article 12.

         Section 2-418 of the General Corporation Law of the State of Maryland
permits a corporation to indemnify a person against judgments, penalties,
settlements and reasonable expenses unless it is proven that (1) the conduct of
the person was material to the matter giving rise to the proceeding and the
person acted in bad faith or with "active and deliberate dishonesty," (2) the
person actually received an improper benefit or (3) in the case of a criminal
proceeding, the person had reason to believe that his conduct was unlawful.

         Maryland law provides that where a person is a defendant in a
derivative proceeding, the person may not be indemnified if the person is found
liable to the corporation. Maryland law also provides that a person may not be
indemnified in any proceeding alleging improper personal benefit to the person
in which the person was found liable on the grounds that personal benefit was
improperly received.

         Maryland law further provides that unless otherwise provided in the
corporation's Articles of Incorporation, a director or officer (but not an
employee or agent) who is successful on the merits or otherwise in defense of
any proceeding must be indemnified against reasonable expenses. The Articles of
Incorporation do not otherwise provide a bar against mandatory indemnification.

         Finally, Section 2-418 of the General Corporation Law also permits
expenses incurred by a person in defending a proceeding to be paid by the
corporation in advance of the final disposition of the proceeding upon the
receipt of an undertaking by the director or officer to repay this amount if it
is ultimately determined that he or she is not entitled to be indemnified by the
corporation against these expenses. The person seeking indemnification of
expenses must affirm in writing that he or she believes in good faith that he or
she has met the applicable standard for indemnification of expenses.


ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED

         Not applicable.




<PAGE>

ITEM 8.  EXHIBITS

         Exhibit           Description of Exhibit
         -------           ----------------------

         4.1      Articles of Incorporation of Allied First Bancorp, Inc.,
                  (incorporated by reference from Exhibit 3.1 to the
                  corporation's Registration Statement on Form SB-2
                  (Registration Number 333-69570) dated September 18, 2001)

         4.2      Bylaws of Allied First Bancorp, Inc., (incorporated by
                  reference from Exhibit 3.2 to Pre-Effective Amendment No. One
                  to the Registration Statement on Form SB-2 (Registration
                  Number 333-69570) dated September 18, 2001)

         4.3*     Allied First Bank Employee's Savings & Profit Sharing Plan and
                  Trust

         5.1*     Opinion of Jenkens & Gilchrist, A Professional Corporation

         23.1*    Consent of Jenkens & Gilchrist, A Professional Corporation
                  (included in their opinion filed as Exhibit 5.1)

         23.2*    Consent of Crowe, Chizek and Company LLP

         24**     Power of Attorney

--------------------

*        Filed herewith.
**       Contained in Signature Page




<PAGE>


ITEM 9.  UNDERTAKINGS.

         A.       The undersigned registrant hereby undertakes:

                  (1)  to file, during any period in which offers or sales are
         being made, a post-effective amendment to this registration statement
         to include any material information with respect to the plan of
         distribution not previously disclosed in the registration statement or
         any material change to such information in the registration statement;

                  (2)  that, for the purpose of determining any liability under
         the Securities Act of 1933, each such post-effective amendment shall be
         deemed to be a new registration statement relating to the securities
         offered therein, and the offering of such securities at that time shall
         be deemed to be the initial bona fide offering thereof; and

                  (3)  to remove from registration by means of a post-effective
         amendment any of the securities being registered which remain unsold at
         the termination of the offering.

         B.       The undersigned registrant hereby undertakes that, for
purposes of determining any liability under the Securities Act of 1933 (the
"Securities Act"), each filing of the registrant's annual report pursuant to
section 13(a) or section 15(d) of the Exchange Act (and, where applicable, each
filing of an employee benefit plan's annual report pursuant to section 15(d) of
the Exchange Act) that is incorporated by reference in the registration
statement shall be deemed to be a new registration statement relating to the
securities offered therein, and the offering of such securities at that time
shall be deemed to be the initial bona fide offering thereof.

         C.       Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of the registrant pursuant to the foregoing provisions, or otherwise, the
registrant has been advised that in the opinion of the Commission such
indemnification is against public policy as expressed in the Securities Act and
is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the registrant of expenses
incurred or paid by a director, officer or controlling person of the registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question of whether such indemnification by it is against
public policy as expressed in the Securities Act and will be governed by the
final adjudication of such issue.


<PAGE>

                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, as amended,
the registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in Naperville, State of Illinois, on May 6, 2002.


                                        Allied First Bancorp, Inc.


                                        By:/s/ Kenneth L. Bertrand
                                           ------------------------
                                           Kenneth L. Bertrand
                                           President and Chief Executive Officer




<PAGE>

                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENT, that each individual whose signature
appears below hereby constitutes and appoints Kenneth L. Bertrand his true and
lawful attorney-in-fact and agent with full power of substitution and
resubstitution for him and in his name, place and stead, in any and all
capacities, to sign any or all amendments to this registration statement, and to
file the same with all exhibits thereto and other documents in connection
therewith, with the Commission, granting unto said attorney-in-fact and agent
full power and authority to do and perform each and every act and thing
requisite and necessary to be done in connection therewith, as fully to all
intents and purposes as he might or could do in person hereby ratifying and
confirming that said attorney-in-fact and agent or his substitutes, may lawfully
do or cause to be done by virtue hereof.

         Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the dates included:

<TABLE>
<CAPTION>

                    SIGNATURE                                       CAPACITY                           DATE
                    ---------                                       --------                           ----
<S>                                                   <C>                                          <C>
/s/ John G. Maxwell, Jr.                              Chairman of the Board and Director           May 6, 2002
--------------------------------------------          of the Corporation
JOHN G. MAXWELL, JR.


/s/ Kenneth L. Bertrand                               President, Chief Executive Officer           May 6, 2002
--------------------------------------------          and Director of the Corporation
KENNETH L. BERTRAND


/s/ Brian K. Weiss                                    Vice  President, Treasurer, Chief            May 6, 2002
--------------------------------------------          Financial Officer and Accounting
BRIAN K. WEISS                                        Officer of the Corporation


/s/ Paul F. Renneisen                                 Director of the Corporation                  May 6, 2002
--------------------------------------------
PAUL F. RENNEISEN

/s/ Brien J. Nagle                                    Director of the Corporation                  May 6, 2002
--------------------------------------------
BRIEN J. NAGLE

/s/ William G. Mckeown                                Director of the Corporation                  May 6, 2002
--------------------------------------------
WILLIAM G. MCKEOWN

/s/ Frank K. Voris                                    Director of the Corporation                  May 6, 2002
--------------------------------------------
FRANK K. VORIS

</TABLE>

<PAGE>

                                   SIGNATURES

         The Plan. Pursuant to the requirements of the Securities Act of 1933,
as amended, the trustees (or other persons who administer the employee benefit
plan) have duly caused this registration statement to be signed on its behalf by
the undersigned, thereunto duly authorized, in the City of Naperville, State of
Illinois, on May 6, 2002.



                                          Allied First Bank


                                          By:    /s/ Kenneth L. Bertrand
                                                 -------------------------------
                                          Name:  Kenneth L. Bertrand
                                          Title: Plan Administrator





<PAGE>

                                 EXHIBIT INDEX
                                 -------------

         Exhibit           Description of Exhibit
         -------           ----------------------

         4.1      Articles of Incorporation of Allied First Bancorp, Inc.,
                  (incorporated by reference from Exhibit 3.1 to the
                  corporation's Registration Statement on Form SB-2
                  (Registration Number 333-69570) dated September 18, 2001)

         4.2      Bylaws of Allied First Bancorp, Inc., (incorporated by
                  reference from Exhibit 3.2 to Pre-Effective Amendment No. One
                  to the Registration Statement on Form SB-2 (Registration
                  Number 333-69570) dated September 18, 2001)

         4.3*     Allied First Bank Employee's Savings & Profit Sharing Plan and
                  Trust

         5.1*     Opinion of Jenkens & Gilchrist, A Professional Corporation

         23.1*    Consent of Jenkens & Gilchrist, A Professional Corporation
                  (included in their opinion filed as Exhibit 5.1)

         23.2*    Consent of Crowe, Chizek and Company LLP

         24**     Power of Attorney

--------------------

*        Filed herewith.
**       Contained in Signature Page
[{"type": "S-8", "sequence": "1", "filename": "gs8-27885.txt", "description": "S-8", "secsgml_size_bytes": 20115}]
{"company-data": {"conformed-name": "ALLIED FIRST BANCORP INC", "cik": "0001158865", "assigned-sic": "6035", "irs-number": "364482786"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-87836", "film-number": "02638258"}, "business-address": {"street1": "387 SHUMAN BLVD., STE. 120W", "city": "NAPERVILLE", "state": "IL", "zip": "60563"}}
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MAY 8, 2002

                                                           REGISTRATION NO. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                        ---------------------------------

                                    FORM S-8

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
                        ---------------------------------

                           ALLIED FIRST BANCORP, INC.
             (Exact name of registrant as specified in its charter)

            MARYLAND                                             36-4482786
(State or other jurisdiction of                              (I.R.S. Employer
 incorporation or organization)                              Identification No.)

                           387 SHUMAN BLVD. SUITE 120W
                           NAPERVILLE, ILLINOIS 60563
          (Address of principal executive offices, including zip code)

                       -----------------------------------

      ALLIED FIRST BANK EMPLOYEES' SAVINGS & PROFIT SHARING PLAN AND TRUST
                            (Full title of the plan)
                       ----------------------------------
KENNETH L. BERTRAND            Copy to:
PRESIDENT, CHIEF EXECUTIVE OFFICER                    RICHARD S. GARABEDIAN, ESQ.
    ALLIED FIRST BANCORP, INC.                           MICHAEL A. TROY, ESQ.
         387 SHUMAN BLVD.                   JENKENS & GILCHRIST, A PROFESSIONAL CORPORATION
    NAPERVILLE, ILLINOIS 60563                  1919 PENNSYLVANIA AVE., N.W., SUITE 600
          (630) 778-7700                              WASHINGTON, D.C. 20006-3404

(Name, address, and telephone number including area
     code of agent for service for service)

                         CALCULATION OF REGISTRATION FEE

--------------------------------------------------------------------------------------------------------------
                                                   Proposed maximum    Proposed maximum
           Title of                 Amount to       offering price         aggregate           Amount of
 securities to be registered      be registered       per share         offering price      registration fee
--------------------------------------------------------------------------------------------------------------
Common Stock (par value $0.01
per share)                          20,000(1)         $12.175(2)          $243,500(2)            $22.41
--------------------------------------------------------------------------------------------------------------
Interests in the Allied First
Bank 401(k) Savings Plan               (3)               (3)                  (3)                 (3)
--------------------------------------------------------------------------------------------------------------
(1)Estimated maximum aggregate number of shares of Allied First Bancorp, Inc.
common stock purchased and purchasable with employer and employee contributions
under the Plan during the next two years.
(2) Estimated, pursuant to Rule 457(h), solely for the purpose of calculating
the registration fee, at $12.175 per share, which was the average of the bid and
asked price of the common stock of Allied First Bancorp, Inc. on May 1, 2002 as
reported on the Nasdaq Over the Counter Bulletin Board.
(3) Pursuant to Rule 416(c) under the Securities Act of 1933, this Registration
Statement also covers an indeterminate amount of interests to be offered or sold
pursuant to the employee benefit plan described herein. In accordance with Rule
457(h)(2), no separate fee calculation is made for plan interests.
PART I

              INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS

The document(s) containing the information specified in Part I of Form S-8 will
be sent or given to participants in the Allied First Bank Employees' Savings &
Profit Sharing Plan and Trust, which we refer to as the 401(k) Plan, as
specified by Rule 428(b)(1) promulgated by the Securities and Exchange
Commission under the Securities Act of 1933, as amended.

Such document(s) are not being filed with the Securities and Exchange
Commission, but constitute (along with the documents incorporated by reference
into the Registration Statement pursuant to Item 3 of Part II hereof) a
prospectus that meets the requirements of Section 10(a) of the Securities Act.

                                     PART II

                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

         Allied First Bancorp., Inc. hereby incorporates by reference in this
registration statement the following documents previously filed by it with the
Securities and Exchange Commission:

                  (1)   Allied First Bancorp, Inc.'s latest prospectus filed on
         form SB-2/A (File No. 333-69570) on November 1, 2001;

                  (2)   Allied First Bancorp, Inc.'s Quarterly Report on Form
         10-Q for the quarter ended December 31, 2001, filed with the
         Commission;

                  (3)   all other reports filed pursuant to Section 13(a) or
         15(d) of the Securities Exchange Act of 1934, as amended (the "exchange
         Act") since the end of the fiscal year covered by audited financial
         statements contained in the prospectus referred to in Item 3(a) above:

                  (4)   the description of the Common Stock, par value $0.01 per
         share, of Allied First Bancorp, Inc. set forth in the Registration
         Statement on Form 8-A12B, dated November 8, 2001, including any
         amendment or report filed for the purpose of updating such description.

         All documents subsequently filed by the Registrant with the Commission
pursuant to Sections 13(a), 13(c), 14, or 15(d) of the Exchange Act, prior to
the filing of a post-effective amendment which indicates that all securities
offered hereby have been sold or which deregisters all securities then remaining
unsold, shall be deemed incorporated by reference into this Registration
Statement and to be a part thereof from the date of the filing of such
documents. Any statement contained in the documents incorporated, or deemed to
be incorporated, by reference herein or therein shall be deemed to be modified
or superseded for purposes of this Registration Statement and the Prospectus to
the extent that a statement contained herein or therein or in any other
subsequently filed document which also is, or is deemed to be, incorporated by
reference herein or therein modifies or supersedes such statement. Any such
statement so modified or superseded shall not be deemed, except as so modified
or superseded, to constitute a part of this Registration Statement and the
Prospectus.

ITEM 4.  DESCRIPTION OF SECURITIES

         Not applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

         Not applicable.
ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS

         Article 12 of Allied First Bancorp, Inc.'s Articles of Incorporation
provides for indemnification of current and former directors and officers or
individuals serving any other entity at the request of Allied First Bancorp,
Inc., to the fullest extent required or permitted under Maryland law. In
addition, Article 12 provides for the indemnification of other employees and
agents to the extent authorized by the Board of Directors and permitted under
Maryland law. Article 12 also provides Allied First Bancorp, Inc. with the
authority to purchase insurance for indemnification purposes. The
indemnification provisions set forth within Article 12 are non-exclusive in
nature, however, Allied First Bancorp, Inc. shall not be liable for any payment
under Article 12 to the extent that said person entitled to be indemnified has
actually received payment under any insurance policy, agreement or otherwise of
the amounts indemnifiable under Article 12.

         Section 2-418 of the General Corporation Law of the State of Maryland
permits a corporation to indemnify a person against judgments, penalties,
settlements and reasonable expenses unless it is proven that (1) the conduct of
the person was material to the matter giving rise to the proceeding and the
person acted in bad faith or with "active and deliberate dishonesty," (2) the
person actually received an improper benefit or (3) in the case of a criminal
proceeding, the person had reason to believe that his conduct was unlawful.

         Maryland law provides that where a person is a defendant in a
derivative proceeding, the person may not be indemnified if the person is found
liable to the corporation. Maryland law also provides that a person may not be
indemnified in any proceeding alleging improper personal benefit to the person
in which the person was found liable on the grounds that personal benefit was
improperly received.

         Maryland law further provides that unless otherwise provided in the
corporation's Articles of Incorporation, a director or officer (but not an
employee or agent) who is successful on the merits or otherwise in defense of
any proceeding must be indemnified against reasonable expenses. The Articles of
Incorporation do not otherwise provide a bar against mandatory indemnification.

         Finally, Section 2-418 of the General Corporation Law also permits
expenses incurred by a person in defending a proceeding to be paid by the
corporation in advance of the final disposition of the proceeding upon the
receipt of an undertaking by the director or officer to repay this amount if it
is ultimately determined that he or she is not entitled to be indemnified by the
corporation against these expenses. The person seeking indemnification of
expenses must affirm in writing that he or she believes in good faith that he or
she has met the applicable standard for indemnification of expenses.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED

         Not applicable.
ITEM 8.  EXHIBITS

         Exhibit           Description of Exhibit
         -------           ----------------------

         4.1      Articles of Incorporation of Allied First Bancorp, Inc.,
                  (incorporated by reference from Exhibit 3.1 to the
                  corporation's Registration Statement on Form SB-2
                  (Registration Number 333-69570) dated September 18, 2001)

         4.2      Bylaws of Allied First Bancorp, Inc., (incorporated by
                  reference from Exhibit 3.2 to Pre-Effective Amendment No. One
                  to the Registration Statement on Form SB-2 (Registration
                  Number 333-69570) dated September 18, 2001)

         4.3*     Allied First Bank Employee's Savings & Profit Sharing Plan and
                  Trust

         5.1*     Opinion of Jenkens & Gilchrist, A Professional Corporation

         23.1*    Consent of Jenkens & Gilchrist, A Professional Corporation
                  (included in their opinion filed as Exhibit 5.1)

         23.2*    Consent of Crowe, Chizek and Company LLP

         24**     Power of Attorney

--------------------

*        Filed herewith.
**       Contained in Signature Page
ITEM 9.  UNDERTAKINGS.

         A.       The undersigned registrant hereby undertakes:

                  (1)  to file, during any period in which offers or sales are
         being made, a post-effective amendment to this registration statement
         to include any material information with respect to the plan of
         distribution not previously disclosed in the registration statement or
         any material change to such information in the registration statement;

                  (2)  that, for the purpose of determining any liability under
         the Securities Act of 1933, each such post-effective amendment shall be
         deemed to be a new registration statement relating to the securities
         offered therein, and the offering of such securities at that time shall
         be deemed to be the initial bona fide offering thereof; and

                  (3)  to remove from registration by means of a post-effective
         amendment any of the securities being registered which remain unsold at
         the termination of the offering.

         B.       The undersigned registrant hereby undertakes that, for
purposes of determining any liability under the Securities Act of 1933 (the
"Securities Act"), each filing of the registrant's annual report pursuant to
section 13(a) or section 15(d) of the Exchange Act (and, where applicable, each
filing of an employee benefit plan's annual report pursuant to section 15(d) of
the Exchange Act) that is incorporated by reference in the registration
statement shall be deemed to be a new registration statement relating to the
securities offered therein, and the offering of such securities at that time
shall be deemed to be the initial bona fide offering thereof.

         C.       Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of the registrant pursuant to the foregoing provisions, or otherwise, the
registrant has been advised that in the opinion of the Commission such
indemnification is against public policy as expressed in the Securities Act and
is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the registrant of expenses
incurred or paid by a director, officer or controlling person of the registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question of whether such indemnification by it is against
public policy as expressed in the Securities Act and will be governed by the
final adjudication of such issue.
SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, as amended,
the registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in Naperville, State of Illinois, on May 6, 2002.

                                        Allied First Bancorp, Inc.

                                        By:/s/ Kenneth L. Bertrand
                                           ------------------------
                                           Kenneth L. Bertrand
                                           President and Chief Executive Officer
POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENT, that each individual whose signature
appears below hereby constitutes and appoints Kenneth L. Bertrand his true and
lawful attorney-in-fact and agent with full power of substitution and
resubstitution for him and in his name, place and stead, in any and all
capacities, to sign any or all amendments to this registration statement, and to
file the same with all exhibits thereto and other documents in connection
therewith, with the Commission, granting unto said attorney-in-fact and agent
full power and authority to do and perform each and every act and thing
requisite and necessary to be done in connection therewith, as fully to all
intents and purposes as he might or could do in person hereby ratifying and
confirming that said attorney-in-fact and agent or his substitutes, may lawfully
do or cause to be done by virtue hereof.

         Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the dates included:
SIGNATURE                                       CAPACITY                           DATE
                    ---------                                       --------                           ----
/s/ John G. Maxwell, Jr.                              Chairman of the Board and Director           May 6, 2002
--------------------------------------------          of the Corporation
JOHN G. MAXWELL, JR.

/s/ Kenneth L. Bertrand                               President, Chief Executive Officer           May 6, 2002
--------------------------------------------          and Director of the Corporation
KENNETH L. BERTRAND

/s/ Brian K. Weiss                                    Vice  President, Treasurer, Chief            May 6, 2002
--------------------------------------------          Financial Officer and Accounting
BRIAN K. WEISS                                        Officer of the Corporation

/s/ Paul F. Renneisen                                 Director of the Corporation                  May 6, 2002
--------------------------------------------
PAUL F. RENNEISEN

/s/ Brien J. Nagle                                    Director of the Corporation                  May 6, 2002
--------------------------------------------
BRIEN J. NAGLE

/s/ William G. Mckeown                                Director of the Corporation                  May 6, 2002
--------------------------------------------
WILLIAM G. MCKEOWN

/s/ Frank K. Voris                                    Director of the Corporation                  May 6, 2002
--------------------------------------------
FRANK K. VORIS
SIGNATURES

         The Plan. Pursuant to the requirements of the Securities Act of 1933,
as amended, the trustees (or other persons who administer the employee benefit
plan) have duly caused this registration statement to be signed on its behalf by
the undersigned, thereunto duly authorized, in the City of Naperville, State of
Illinois, on May 6, 2002.

                                          Allied First Bank

                                          By:    /s/ Kenneth L. Bertrand
                                                 -------------------------------
                                          Name:  Kenneth L. Bertrand
                                          Title: Plan Administrator
EXHIBIT INDEX
                                 -------------

         Exhibit           Description of Exhibit
         -------           ----------------------

         4.1      Articles of Incorporation of Allied First Bancorp, Inc.,
                  (incorporated by reference from Exhibit 3.1 to the
                  corporation's Registration Statement on Form SB-2
                  (Registration Number 333-69570) dated September 18, 2001)

         4.2      Bylaws of Allied First Bancorp, Inc., (incorporated by
                  reference from Exhibit 3.2 to Pre-Effective Amendment No. One
                  to the Registration Statement on Form SB-2 (Registration
                  Number 333-69570) dated September 18, 2001)

         4.3*     Allied First Bank Employee's Savings & Profit Sharing Plan and
                  Trust

         5.1*     Opinion of Jenkens & Gilchrist, A Professional Corporation

         23.1*    Consent of Jenkens & Gilchrist, A Professional Corporation
                  (included in their opinion filed as Exhibit 5.1)

         23.2*    Consent of Crowe, Chizek and Company LLP

         24**     Power of Attorney

--------------------

*        Filed herewith.
**       Contained in Signature Page