<PAGE>
                                 FORM 10-Q

                    SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C  20549



( X ) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934

               For the quarterly period ended June 30, 1996


                                    OR


(   ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934


               For the transition period from       to      


Commission File Number                        0-11242                      


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


        Pennsylvania                                        25-1428528     
(State or other jurisdiction of                          (I.R.S. Employer
 incorporation or organization)                         Identification No.)


      22 North Sixth Street                            Indiana, PA  15701  
(Address of principal executive offices)                         (Zip Code)


                             412-349-7220                                  
         (Registrant's telephone number, including area code)


                                  N/A                                      
(Former name, former address and former fiscal year, if changed since last
 report.)


Indicate a check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.


Yes   X    No      .


Number of shares outstanding of issuer's common stock, $1.00 Par Value as
of August 12, 1996 was 22,229,200.

<PAGE>
<PAGE>
         FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

                      PART I - FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS

          Included in Part I of this report:                  PAGE

          First Commonwealth Financial Corporation and 
            Subsidiaries Consolidated Balance Sheets . . . . .  3
            Consolidated Statements of Income. . . . . . . . .  4
            Consolidated Statements of Changes in  
              Shareholders' Equity . . . . . . . . . . . . . .  5
            Consolidated Statements of Cash Flows. . . . . . .  6
               
            Notes to Consolidated Financial Statements . . . .  7


ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
          CONDITION AND RESULTS OF OPERATIONS  . . . . . . . . 10

  

                        PART II - OTHER INFORMATION

Other Information . . . . . . . . .  . . . . . . . . . . . . . 21

Signatures . . . . . . . . . . . . . . . . . . . . Signature Page
     <PAGE>
<PAGE>
    FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES
             CONSOLIDATED BALANCE SHEETS (UNAUDITED)
                     (Dollars in thousands)

                                                 June 30,     December 31,
                                                  1996            1995    

ASSETS
     Cash and due from banks on demand....    $   75,008       $   62,381
     Interest-bearing deposits with banks.         7,024            8,288
     Federal funds sold ..................           -0-            4,800
     Securities available for sale, at
      market..............................       252,778          244,193

     Securities held to maturity, at cost,
       (market value $490,479 in 1996 and
       $503,568 in 1995)..................       499,825          504,509

     Loans................................     1,633,175        1,531,174
       Unearned income....................       (39,663)         (43,632)
       Allowance for possible credit losses      (18,866)         (18,152)
          Net loans.......................     1,574,646        1,469,390

     Property and equipment...............        30,857           29,435
     Other real estate owned..............         1,495            1,408
     Other assets.........................        43,474           39,903

          TOTAL ASSETS....................    $2,485,107       $2,364,307


LIABILITIES 

     Deposits (all domestic):
       Noninterest-bearing................    $  217,292       $  200,939
       Interest-bearing...................     1,836,657        1,761,821
          Total deposits..................     2,053,949        1,962,760

     Short-term borrowings................       149,173          120,774
     Other liabilities....................        22,741           23,236
     Long-term debt.......................         4,725            5,261 

          Total liabilities...............     2,230,588        2,112,031 

SHAREHOLDER'S EQUITY
     Preferred stock, $1 par value per
       share, 3,000,000 shares authorized
       and unissued.......................           -0-              -0-
     Common stock $1 par value per share,
       100,000,000 shares authorized;
       22,436,628 shares issued; 22,244,980 
       and 22,371,626 shares outstanding in 
       1996 and 1995 respectively.........        22,437           22,437
     Additional paid-in capital...........        76,969           77,226
     Retained earnings....................       163,566          157,576
     Unrealized gain (loss) on securities
       available for sale, net of taxes...        (1,088)             511 
     Treasury stock (191,648 shares at 
       June 30, 1996 and 65,002 at 
       December 31, 1995, at cost)........        (3,356)            (929)
     Unearned ESOP shares.................        (4,009)          (4,545)

       Total shareholders' equity.........       254,519          252,276

          TOTAL LIABILITIES AND
            SHAREHOLDERS' EQUITY..........    $2,485,107       $2,364,307



The accompanying notes are an integral part of these consolidated financial
statements.  

3<PAGE>
<PAGE>
    FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES
          CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
          (Dollars in thousands except per share data)

                                       For the Quarter     For the 6 Months 
                                        Ended June 30,      Ended June 30, 
                                       1996      1995       1996      1995
                                                         
Interest Income
  Interest and fees on loans.......  $33,622    $31,799    $66,719   $62,512
  Interest and dividends on investments:
    Taxable interest...............    9,717     10,831     19,567    21,840
    Interest exempt from Federal
     income taxes..................      899        704      1,697     1,459
    Dividends......................      319        244        650       482
  Interest on Federal funds sold...       22        137         82       170
  Interest on bank deposits........      115        104        249       274
     Total Interest Income.........   44,694     43,819     88,964    86,737

Interest Expense
  Interest on deposits.............   19,649     18,155     39,074    34,993
  Interest on short-term borrowings    1,534      2,345      2,850     5,292
  Interest on long-term debt.......       98        165        202       328
     Total Interest Expense........   21,281     20,665     42,126    40,613

Net interest income................   23,413     23,154     46,838    46,124
  Provision for possible loan losses   1,050        837      1,950     1,630

Net interest income after provision
  for possible loan losses.........   22,363     22,317     44,888    44,494

Other Income
  Securities gains (losses)........      (57)      (628)       (49)     (604)
  Trust income.....................      562        566      1,178     1,124
  Service charges on deposits......    1,401      1,410      2,763     2,724
  Other income.....................    1,029        933      1,984     1,578
     Total Other Income............    2,935      2,281      5,876     4,822

Other Expenses
  Salaries and employee benefits...    8,042      7,978     16,228    15,880
  Net occupancy expense............    1,106      1,066      2,296     2,173
  Furniture and equipment expense..    1,154      1,016      2,223     2,016
  FDIC expense.....................       67      1,065        139     2,130
  Other operating expenses.........    5,059      4,580      9,535     8,923
     Total Other Expenses..........   15,428     15,705     30,421    31,122

Income before taxes................    9,870      8,893     20,343    18,194
  Applicable income taxes..........    2,982      2,898      6,342     5,909
Net Income.........................  $ 6,888    $ 5,995    $14,001   $12,285

Average Shares Outstanding.........21,925,789 21,979,014 21,965,323 21,980,854

Per Share Data:

  Net income.......................  $  0.31    $  0.27    $  0.64   $  0.56
  Cash dividends per share.........  $  0.18    $  0.16    $  0.36   $  0.32

The accompanying notes are an integral part of these consolidated financial
statements. 

4<PAGE>
<PAGE>
    FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (Unaudited) 
                     (Dollars in thousands)
<TABLE>
<CAPTION>
                                                               Unrealized    
                                                               Gain (loss)            
                                           Additional          on Securities  Unearned              Total
                                   Common   Paid-in   Retained   Available     ESOP    Treasury  Shareholders'
                                   Stock    Capital   Earnings   For Sale     Shares    Stock       Equity    
<S>                                <C>      <C>       <C>       <C>          <C>       <C>         <C>
Balance at December 31, 1994....   $22,437  $77,964   $146,814  $(16,802)    $(5,196)  $   (82)    $225,135

  Net income....................       -0-      -0-     12,285       -0-         -0-       -0-       12,285

  Cash dividends declared.......       -0-      -0-     (7,156)      -0-         -0-       -0-       (7,156)

  Change in market value of       
    securities available for sale, 
    net of tax effect...........       -0-      -0-        -0-    13,379         -0-       -0-       13,379 
  
  Decrease in unearned ESOP shares     -0-      -0-        -0-       -0-          35       -0-           35 

  Discount on dividend reinvestment
    plan purchases..............       -0-     (155)       -0-       -0-         -0-       -0-         (155)

  Treasury stock acquired.......       -0-      -0-        -0-       -0-         -0-    (1,459)      (1,459)
 
  Treasury stock reissued.......       -0-     (397)       -0-       -0-         -0-       698          301

Balance at June 30, 1995........   $22,437  $77,412   $151,943  $ (3,423)    $(5,161)  $  (843)    $242,365





Balance at December 31, 1995....   $22,437  $77,226   $157,576  $    511     $(4,545)  $  (929)    $252,276

  Net income....................       -0-      -0-     14,001       -0-         -0-       -0-       14,001

  Cash dividends declared.......       -0-      -0-     (8,011)      -0-         -0-       -0-       (8,011)
  
  Change in market value of       
    securities available for sale,
    net of tax effect...........       -0-      -0-        -0-    (1,599)        -0-       -0-       (1,599)

  Decrease in unearned ESOP shares     -0-       20        -0-       -0-         536       -0-          556 
 
  Discount on dividend reinvestment 
    plan purchases..............       -0-     (245)       -0-       -0-         -0-       -0-         (245)

  Treasury stock acquired.......       -0-      -0-        -0-       -0-         -0-    (2,943)      (2,943)
  
  Treasury stock reissued.......       -0-      (32)       -0-       -0-         -0-       516          484

Balance at June 30, 1996........   $22,437  $76,969   $163,566  $ (1,088)    $(4,009)  $(3,356)    $254,519
</TABLE>


The accompanying notes are an integral part of these consolidated financial
statements.

5<PAGE>
<PAGE>
    FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES
        CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
                     (Dollars in thousands)

                                                         For the 6 Months
                                                          Ended June 30,  
                                                         1996         1995

Operating Activities
  Net income.......................................    $14,001      $12,285
  Adjustments to reconcile net income to net cash
    provided by operating activities:
     Provision for possible credit losses..........      1,950        1,630
     Depreciation and amortization.................      2,329        2,501
     Net (losses) gains on sales of assets.........       (270)         499 
     Decrease (increase) in interest receivable....       (326)         547 
     Increase in interest payable..................      1,002        2,720
     Decrease in income taxes payable..............       (695)         (14)
     Change in deferred taxes......................        222         (242)
     Other-net.....................................     (2,944)      (3,347)

       Net cash provided by operating activities...     15,269       16,579 

Investing Activities
  Transactions with securities held to maturity:
     Proceeds from Sales...........................        -0-          -0-
     Proceeds from maturities and redemptions......     47,135       21,636
     Purchases.....................................    (42,164)      (7,138)
  Transactions with securities available for sale:
     Proceeds from sales...........................     12,812       76,170
     Proceeds from maturities and redemptions......     32,522       26,302
     Purchases.....................................    (56,824)     (15,105)
  Proceeds from sales of loans and other assets....      8,810        8,499
  Acquisition of affiliate and branch, net of cash
   received........................................      7,836          -0- 
 Changes net of acquisitions:
  Net decrease in time deposits with banks.........      1,265        6,843
  Net increase in loans............................   (115,868)     (49,977)
  Purchases of premises and equipment..............     (3,068)      (1,847)
    Net cash provided (used) by investing 
      activities...................................   (107,544)      65,383 

Financing Activities
  Repayments of long-term debt.....................        -0-           (8)
  Discount on dividend reinvestment plan purchases.       (245)        (155)
  Dividends paid...................................     (8,034)      (7,166)
  Net decrease in Federal funds purchased..........    (31,235)     (47,200)
  Net increase (decrease) in other short-term 
   borrowings......................................     59,635      (36,573)
 Changes net of acquisitions:
  Net increase in deposits.........................     82,885       36,308
  Purchase of treasury stock.......................     (2,943)      (1,459)
  Proceeds from sale of treasury stock.............         39          302 

       Net cash provided (used) by financing 
         activities................................    100,102      (55,951)

       Net increase (decrease) in cash and cash 
         equivalents...............................      7,827       26,011

Cash and cash equivalents at January 1.............     67,181       66,055 

Cash and cash equivalents at June 30...............    $75,008      $92,066 

The accompanying notes are an integral part of these consolidated financial
statements.

6<PAGE>
<PAGE>
FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                          June 30, 1996
                           (Unaudited)

NOTE 1   Management Representation

In the opinion of management, the unaudited interim consolidated
financial statements include all adjustments (consisting of only
normal recurring adjustments) necessary for a fair statement of
financial position as of June 30, 1996 and the results of
operations for the three and six month periods ended June 30,
1996 and 1995, and statements of cash flows and changes in
shareholders' equity for the six month periods ended June 30,
1996 and 1995.  The results of the three and six months ended
June 30, 1996 and 1995 are not necessarily indicative of the
results to be expected for the entire year.  The interim
consolidated financial statements should be read in conjunction
with the annual consolidated financial statements of First
Commonwealth Financial Corporation and Subsidiaries, including
the notes thereto.

NOTE 2   Cash Flow Disclosures (dollar amounts in thousands)

                                           1996       1995
Cash paid during the first six
months of the year for:

  Interest                               $41,125    $37,893
  Income Taxes                           $ 6,800    $ 6,051

Noncash investing and financing       
activities:                         
  ESOP borrowings                        $   -0-    $   500  
  ESOP loan reductions                   $   536    $   535
  Gross increase (decrease) in
    market value adjustment to 
    securities available for sale
    pursuant to FAS No. 115              $(2,460)   $20,582  
  Loans transferred to other real
    estate owned and repossessed 
    assets                               $ 1,456    $ 1,844

NOTE 3   New Accounting Pronouncements

The Corporation adopted the Financial Accounting Standards Board
Statement No. 121 "Accounting for the Impairment of Long-Lived
Assets and for Long-Lived Assets to be Disposed of" ("FAS No.
121") effective January 1, 1996.  This statement requires long-
lived assets, such as premises and equipment and intangibles to
be reviewed for impairment whenever events or changes in
circumstances, such as a significant decrease in the market value
of an asset or the extent or manner in which an asset is used
indicate that the carrying amount of an asset may not be
recoverable.  If there is an indication that the carrying amount
of an asset may not be recoverable, future cash flows expected to
result from the use of the asset are estimated.  If the sum of
the expected cash flows is less than the carrying value of the
asset a loss is recognized for the difference between the
carrying value and fair market value of the asset.  Adoption of
this statement did not have a material impact on the
Corporation's financial condition or results of operations.

7<PAGE>
<PAGE>
FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                          June 30, 1996
                           (Unaudited)

NOTE 3   New Accounting Pronouncements (Continued)

Effective January 1, 1996 the Corporation adopted the Financial
Accounting Standards Board Statement No. 122 "Accounting for
Mortgage Servicing Rights an amendment of FASB Statement No. 65"
("FAS No. 122").  This statement eliminates the accounting
distinction between rights to service mortgage loans for others
that are acquired through loan origination activities from those
servicing rights acquired through purchase transactions.  When a
mortgage banking enterprise purchases or originates mortgage
loans with a definitive plan to sell or securitize those loans
and retain the mortgage servicing rights, the Corporation must
measure the mortgage servicing rights at cost by allocating the
cost of the mortgage loans between the mortgage servicing rights
and the mortgage loans (without the mortgage servicing rights)
based on their relative fair values at the date of purchase or
origination.  When the mortgage banking enterprise does not have
a definitive plan at the purchase or origination date and later
sells or securitizes the mortgage loans and retains the mortgage
servicing rights, the Corporation must allocate the amortized
cost of the mortgage loans between the mortgage servicing rights
and the mortgage loans (without mortgage servicing rights) based
on their relative fair values at the date of sale.  The amount
capitalized as the right to service mortgage loans is recognized
as a separate asset and amortized in proportion to, and over the
period of, estimated net servicing income (servicing revenue in
excess of servicing cost).  FAS No. 122 also requires mortgage
servicing rights to be periodically evaluated for impairment
based on fair values.  The adoption of FAS No. 122 did not have a
material impact on the Corporation's financial condition or
results of operations.

The Corporation adopted the Financial Accounting Standards Board
Statement No. 123 "Accounting for Stock Based Compensation" ("FAS
No. 123") effective January 1, 1996.  This statement defines a
method of measuring stock based compensation, such as stock
options granted, at an estimated fair value.  FAS No. 123 also
permits the continued measurement of stock based compensation
under provisions of the Accounting Practice Board Opinion No. 25
"Accounting for Stock Issued to Employees" ("APB 25"). 
Corporations electing to measure stock based compensation under
APB 25 are required to disclose, in a footnote to the financial
statements, net income and earnings per share determined as if
the fair value methodology of FAS No. 123 was implemented.  The
Corporation granted 195,048 stock options during the second
quarter of 1996 and will provide footnote disclosures required by
FAS No. 123 in the Corporation's annual financial statements, as
interim disclosures are not required.  The adoption of FAS No.
123 did not have a material impact on the Corporation's financial
condition or results of operations.

8<PAGE>
<PAGE>
FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                          June 30, 1996
                           (Unaudited)

NOTE 4   Business Combination

Effective April 1, 1996 the Corporation acquired all of the
outstanding common stock of BSI Financial Services Inc.("BSI"),
headquartered in Titusville, PA for cash and stock consideration
aggregating $1.2 million.  BSI provides mortgage banking, loan
servicing and collection services to the Corporation's subsidiary
banks as well as unaffiliated organizations.  The acquisition was
accounted for as a purchase transaction, whereby the identifiable
tangible and intangible assets and liabilities of BSI were
recorded at their fair values at the acquisition date.  Under the
purchase method of accounting, the results of operations of BSI
from the date of acquisition are included in the Corporation's
financial statements.

9<PAGE>
<PAGE>
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                    AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

First Six Months of 1996 as Compared to the First Six Months of
1995

Net income in the six months of 1996 was $14.0 million, an
increase of $1.7 million over the 1995 level of $12.3 million. 
Earnings per share was $0.64 for the six months of 1996
reflecting an increase of $0.08 over the 1995 level of $0.56. 
Return on average assets was 1.18% and return on average equity
was 10.99% during the 1996 period, compared to 1.06% and 10.56%,
respectively during the same period of 1995.  

Net interest income, the most significant component of earnings,
is the amount by which interest generated from earning assets
exceeds interest expense on liabilities.  Net interest income was
$46.8 million for the six months of 1996 compared to $46.1
million for 1995.  Both interest income and interest expense for
1996 increased over 1995 levels, reflecting increased volumes for
both interest-earning assets and interest-bearing liabilities. 
Net interest margin (net interest income, on a tax-equivalent
basis, as a percentage of average earning assets) for the 1996
period was 4.25%, reflecting a decrease of 6 basis points (0.06%)
from 4.31% reported in 1995.

Interest and fees on loans increased $4.2 million, while interest
income on investments decreased $1.9 million when compared to the
corresponding period of 1995, primarily as a result of volume
increases in loans and decreases in investments.  Yields on
investments remained stable for the 1996 period reflecting a
decline of 2 basis points (0.02%) over 1995 yields.  Loan yields
began to be impacted by the maturity of long-term loans bearing
interest rates which were higher than current market rates,
combined with the short-term impact of low introductory rates
offered on innovative new loan products.

Interest on deposits increased $4.1 million for the 1996 period
compared to 1995, reflecting both increases due to volume and
increases due to rate.  Total cost of deposits increased 17 basis
points (0.17%) over the 1995 period as a result of increases in
all categories of certificates of deposit, but most notably those
with maturities ranging from 24 to 35 months.  Interest expense
on short-term borrowings decreased $2.4 million compared to the
1995 period, primarily as a result of a de-leveraging strategy
during the second quarter of 1995, combined with the
Corporation's ability to fund loan growth from deposits.  Average
loans for the six months of 1996 increased $127 million over 1995
levels while average deposits increased by $111 million when
compared to 1995 averages.

Average interest-earning assets were 95.6% of average total
assets in the 1996 period and 95.0% during the 1995 time frame. 
Average interest-bearing liabilities decreased as a percentage of
average total assets to 80.3% for the 1996 period compared to
81.2% during the related 1995 period.

10<PAGE>
<PAGE>
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
              AND RESULTS OF OPERATIONS (CONTINUED)

First Six Months of 1996 as Compared to the First Six Months of
1995 (Continued)

The provision for possible credit losses was $2.0 million for the
six month period of 1996 compared to $1.6 million during the 1995
period.  Net charge-offs against the allowance for possible
credit losses were $1.2 million in the 1996 period and $1.7
million in the 1995 period.  The 1996 decline in net charge-offs
occurred primarily in commercial loans not secured by real estate
which declined by $541 thousand compared to 1995.  See the
"Credit Review" section for an analysis of the quality of the
loan portfolio.

Below is an analysis of the consolidated allowance for possible
credit losses for the six month periods ended June 30, 1996 and
1995.
                                    1996              1995 

Balance January 1,                 $18,152           $17,337
Loans charged off: 
  Commercial, financial and 
   agricultural                        146               725
  Real estate-construction             -0-               -0-
  Real estate-commercial               -0-               155 
  Real estate-residential               47               180
  Loans to individuals               1,348             1,030
  Lease financing receivables           24                26   

      Total loans charged off        1,565             2,116

Recoveries of previously
 charged off loans:
  Commercial, financial and 
   agricultural                         46                84
  Real estate-construction             -0-               -0-
  Real estate-commercial                20                16
  Real estate-residential               15                31
  Loans to individuals                 247               244
  Lease financing receivables            1                91 
 
      Total recoveries                 329               466

      Net charge offs                1,236             1,650

Provision charged to operations      1,950             1,630

Balance June 30,                   $18,866           $17,317

11<PAGE>
<PAGE>                          
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
              AND RESULTS OF OPERATIONS (CONTINUED)

First Six Months of 1996 as Compared to the First Six Months of
1995 (Continued)

Other operating income increased $1.1 million in 1996 to $5.9
million.  Net securities losses were $49 thousand during the 1996
period compared to securities losses of $604 thousand during the
1995 related period.  The securities losses during 1995 resulted
from the sale of $76.2 million of securities, primarily U.S.
Treasury securities classified as "available for sale" having an
average yield of 4.91% and an average remaining life of about 17
months.  The proceeds were used to pay off short-term borrowings
costing 6.00%.  This transaction resulted in a net improvement in
net interest income over the remaining life of the securities in
excess of the net loss on the sale.  Other income was $2.0
million in the 1996 period, an increase of $406 thousand over the
$1.6 million reported in 1995.  The most notable components of
the increase in other income were gains on sale of loans
totalling $162 thousand and the inclusion of BSI results
beginning April 1, 1996.  BSI loan origination, collection and
servicing revenue increased other income by $176 thousand for the
1996 period when compared to 1995.

Noninterest expense was $30.4 million in the six months of 1996
which reflected a decrease of $701 thousand over the 1995 period. 
Total noninterest expense was 2.56% of average assets during the
1996 period compared to 2.69% for the 1995 related time frame. 
The major component of this decrease was the deposit insurance
assessment from the Federal Deposit Insurance Corporation
("FDIC") which decreased by $2.0 million in 1996 to $139 thousand
from $2.1 million reported in 1995.  The 1996 amount represents
the minimum FDIC assessment for the Corporation's commercial bank
subsidiary combined with a regular assessment against thrift
deposits of the Corporation.  The additional one-time assessment
against the Corporation's thrift deposits, which was anticipated
as a result of the Savings and Loan Insurance Fund remaining
underfunded, has not yet been enacted.

Employee costs were $16.2 million in 1996, representing 1.36% of
average assets on an annualized basis compared to $15.9 million
and 1.37% of average assets on an annualized basis for 1995.  A
shift in full time equivalent employees during 1996 occurred from
back office positions to customer contact positions, most notably
staffing levels of the Corporation's "Convenience Banking
Center".  This center is open for extended hours during the week
and on weekends to provide customers with a wide array of
financial services through the use of telephone banking. 
Employee benefit costs in the 1996 period also reflect an
increase in the employers matching contribution for the
Corporation's 401(k) plan to 80% of the amount contributed by the
employee up from 60% in 1995.  Employee benefit cost increases
for 1996 were partially offset by a reduction in hospitalization
costs as a result of the Corporation's conversion to a managed
health care plan effective in January which reduced costs by $143
when compared to 1995.

12<PAGE>
<PAGE>
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
              AND RESULTS OF OPERATIONS (CONTINUED)

First Six Months of 1996 as Compared to the First Six Months of
1995 (Continued)

Other operating expenses increased $612 thousand in 1996 to $9.5
million.  Telephone cost increases of $175 thousand reflected
usage increases for both voice and data lines partially offset by
rate decreases.  Aggressive marketing of innovative new products
and services resulted in an increase of $193 thousand in
advertising expenses for the six months of 1996.  The merger of
the Corporation's eight commercial bank subsidiaries during the
fourth quarter of 1995 has begun to impact several expense
categories in the current period.

Income tax expense was $6.3 million during the six months of 1996
compared to $5.9 million during the 1995 period.  Income before
taxes increased $2.1 million in the 1996 period when compared to
the corresponding period of 1995.  The Corporation's effective
tax rate was 31.2% for the 1996 period and compared to 32.5% for
1995, reflecting an increase in tax-free income.

Three Months ended June 30, 1996 as Compared to the Three Months
Ended June 30, 1995

Net income was $6.9 million for the second quarter of 1996, an
increase of $893 thousand over the same quarter of 1995. 
Earnings per share was $0.31 during the 1996 quarter and can be
compared to $0.27 for the same period of 1995.  Net security
losses were $57 thousand during the 1996 period compared to
securities losses of $628 thousand during the 1995 related
period.  The FDIC deposit insurance assessment described
previously, decreased by $998 thousand for the second quarter of
1996 down from $1.1 million reported for the 1995 quarter.

Interest income increased $874 thousand in the second quarter of
1996 reflecting increased interest income on loans combined with
decreased interest income on investments.  The decrease in
investment income for the 1996 quarter was primarily a result of
volume decreases, as investment yields remained stable with a
reduction of 5 basis points (0.05%) compared to the same period
of 1995.  Loan volumes for the 1996 period resulted in increased
interest income on loans even though loan yields for the 1996
quarter reflected decreases of 36 basis points (0.36%) compared
to the second quarter of 1995.  Average loans outstanding for the
second quarter of 1996 were $148.2 million higher than 1995
averages.  Total cost of funds remained flat for the 1996 quarter
and included deposit cost increases of 7 basis points (0.07%)
combined with a reduction in the short-term borrowing rate of 64
basis points (0.64%) when compared to the second quarter of 1995. 
Net interest margin was 4.20% for the 1996 quarter compared to
4.30% during the 1995 period.

Provision for possible credit losses was $1.1 million for the
three months ended June 30, 1996 and compared to $837 thousand
for the three months ended June 30, 1995.  Net loans charged of
in the second quarter of 1996 were $659 thousand, a reduction of
$188 thousand from net charge-offs of $847 thousand reported for
the corresponding period of 1995.  The increase in the provision
for possible credit losses for the second quarter of 1996 can be
mainly attributed to loan growth.

13<PAGE>
<PAGE>                          
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
              AND RESULTS OF OPERATIONS (CONTINUED)


Three Months ended June 30, 1996 as Compared to the Three Months
Ended June 30, 1995 (Continued)

Occupancy and furniture and equipment cost increases for the 1996
quarter totalling $178 thousand can primarily be attributed to
the preparation of facilities to be used for centralization of
various functional areas of the Corporation such as loan
operations, accounting, human resources and marketing.  These
functional areas of the Corporation are being redesigned to more
efficiently support the new organizational structure resulting
from the merger of eight commercial bank subsidiaries into a
single operating unit during 1995.  Other operating expenses for
the second quarter of 1996 reflected increases in advertising,
stationery and supplies and printing aggregating $363 thousand
compared to the second quarter of 1995.  Income taxes increased
$84 thousand for the second quarter of 1996 primarily as a result
of an increase in income which was partially offset by an
increase in the level of tax free income over 1995 levels.  The
Corporation's effective tax rate was 30.2% for the 1996 period
and compared to 32.6% for the 1995 period.

LIQUIDITY

Liquidity is a measure of the Corporation's ability to
efficiently meet normal cash flow requirements of both borrowers
and depositors.  In the ordinary course of business, funds are
generated from deposits (primary source), and maturity or
repayment of earning assets, such as securities and loans.  As an
additional secondary source, short-term liquidity needs may be
provided through the use of overnight Federal funds purchased,
borrowings through the use of lines available for repurchase
agreements, and borrowings from the Federal Reserve Bank. 
Additionally, the banking subsidiaries are members of the Federal
Home Loan Bank and may borrow up to ten percent of their total
assets at any one time.  The sale of earning assets may also
provide an additional source of liquidity.

Net loans increased $105.3 million in the first six months of
1996 as specialized loan products and target marketing strategies
generated results.  Residential mortgages increased by $60.4
million during the six months of 1996 while municipal loans and
commercial loans increased by $13.6 and $16.1 million
respectively.  Loan growth for the period was funded primarily by
deposit growth.  Total deposits grew $91.2 million and reflected
increases in time deposits of $53.3 million combined with
increases in demand deposits and savings of $16.4 million and
$21.6 million respectively.  Growth in time deposits occurred
primarily in maturity ranges of 12 to 23 months and 36 to 59
months.

14<PAGE>
<PAGE>                          
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
              AND RESULTS OF OPERATIONS (CONTINUED)

LIQUIDITY (Continued)

Marketable securities that the Corporation holds in its
investment portfolio are an additional source of liquidity. 
These securities are classified as "securities available for
sale" and while the Corporation does not have specific intentions
to sell these securities they have been designated as "available
for sale" because they may be sold for the purpose of obtaining 
future liquidity, for management of interest rate risk or as part
of the implementation of tax management strategies.  As of 
June 30, 1996 securities available for sale had an amortized cost
of $254.1 million and an approximate fair value of $252.8
million.  The difference between the amortized cost and
approximate fair value of securities available for sale is not of
major concern to management as the Corporation does not
anticipate a need to liquidate the investments until maturity.

Interest Sensitivity

The objective of interest rate sensitivity management is to
maintain an appropriate balance between the stable growth of
income and the risks associated with maximizing income through
interest sensitivity imbalances.  While no single number can
accurately describe the impact of changes in interest rates on
net interest income, interest rate sensitivity positions, or
"gaps", when measured over a variety of time periods, may be
helpful.

An asset or liability is considered to be interest-sensitive if
the rate it yields or bears is subject to change within a
predetermined time period.  If interest-sensitive assets ("ISA")
exceed interest-sensitive liabilities ("ISL") during the
prescribed time period, a positive gap results.  Conversely, when
ISL exceeds ISA during a time period, a negative gap results.

A positive gap tends to indicate that earnings will be impacted
favorably if interest rates rise during the period and negatively
when interest rates fall during the time period.  A negative gap
tends to indicate that earnings will be affected inversely to
interest rate changes.  In other words, as interest rates fall, a
negative gap should tend to produce a positive effect on earnings
and when interest rates rise, a negative gap should tend to
affect earnings negatively.

The primary components of ISA include adjustable rate loans and
investments, loan repayments, investment maturities and money
market investments.  The primary components of ISL include
maturing certificates of deposit, money market deposits, savings
deposits, NOW accounts and short-term borrowings.

15<PAGE>
<PAGE>
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
              AND RESULTS OF OPERATIONS (CONTINUED)

Interest Sensitivity (Continued)

The following table lists the amounts and ratios of assets and
liabilities with rates or yields subject to change within the
periods indicated as of June 30, 1996 and December 31, 1995.

                                         June 30, 1996                
                             0-90       91-180    181-365   Cumulative
                             Days        Days      Days     0-365 Days

Loans.................... $ 690,894   $ 95,299   $154,497   $  940,690
Investments..............    47,919     17,147     50,926      115,992
Other interest-earning    
 assets..................    12,783      2,222      4,908       19,913

  Total interest-sensitive
   assets................   751,596    114,668    210,331    1,076,595

Certificates of deposits.   218,652    121,389    267,550      607,591
Other deposits...........   701,838        -0-        -0-      701,838
Borrowings...............   134,011      5,715     12,892      152,618
  Total interest-sensitive
   liabilities........... 1,054,501    127,104    280,442    1,462,047
  GAP.................... $(302,905)  $(12,436)  $(70,111)  $ (385,452)

ISA/ISL..................      0.71       0.90       0.75         0.74
Gap/Total assets.........     12.19%      0.50%      2.82%       15.51%

                                        December 31, 1995                
                             0-90       91-180    181-365   Cumulative
                             Days        Days      Days     0-365 Days

Loans.................... $ 515,833   $ 82,754   $167,780   $  766,367
Investments..............    18,351     33,319     42,960       94,630
Other interest-earning    
 assets..................    91,408      6,698      6,272      104,378

  Total interest-sensitive
   assets................   625,592    122,771    217,012      965,375

Certificates of deposits.   223,659    130,053    257,833      611,545
Other deposits...........   680,303        -0-        -0-      680,303
Borrowings...............   102,527     10,164      6,838      119,529
  Total interest-sensitive
   liabilities........... 1,006,489    140,217    264,671    1,411,377
  GAP....................$ (380,897)  $(17,446)  $(47,659)  $ (446,002)

ISA/ISL..................      0.62       0.88       0.82         0.68
Gap/Total assets.........     16.11%      0.74%      2.02%       18.86%

The Corporation has not experienced the kind of earnings
volatility indicated from the gap analysis.  This is because
assets and liabilities with similar contractual repricing
characteristics may not reprice at the same time or to the same
degree.

16<PAGE>
<PAGE>
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
              AND RESULTS OF OPERATIONS (CONTINUED)

Interest Sensitivity (continued)

Therefore, to more precisely measure the impact of interest rate
changes on the Corporation's net interest income, management
simulates the potential effects of changing interest rates
through computer modeling.  The Corporation is then better able
to implement strategies which would include an acceleration of a
deposit rate reduction or lag in a deposit rate increase.  The
repricing strategies for loans would be inversely related.

The analysis at June 30, 1996, indicated that a 300 basis point
(3.00%) movement in interest rates in either direction over the
next twelve months would not have a significant impact on the
Corporation's anticipated net interest income over that time
frame. 

CREDIT REVIEW

The following table identifies amounts of loan losses and
nonperforming loans.  Past due loans are those which were
contractually past due 90 days or more as to interest or
principal payments but were well secured and in the process of
collection.  Renegotiated loans are those which terms had been
renegotiated to provide a reduction or deferral of principal or
interest as a result of the deteriorating financial position of
the borrower and are in compliance with the restructured terms. 
Loans on a nonaccrual basis include impaired loans (see
description below).
                                                   At June 30,    
                                               1996           1995
                                             (amounts in thousands)

Nonperforming Loans:
Loans on nonaccrual basis                   $    7,920     $    7,522
Past due loans                                  10,467          5,251
Renegotiated loans                                 286            626
     Total nonperforming loans              $   18,673     $   13,399

Other real estate owned                     $    1,495     $    2,519

Loans outstanding at end of period          $1,593,512     $1,417,707

Average loans outstanding (year-to-date)    $1,527,493     $1,399,246

Nonperforming loans as percent of 
  total loans                                     1.17%          0.95%

Provision for possible credit losses        $    1,950     $    1,630

Net charge-offs                             $    1,236     $    1,650

Net charge-offs as percent of
  average loans                                   0.08%          0.12%

Provision for possible credit losses as
  percent of net charge-offs                    157.77%         98.79%

Allowance for possible credit losses as 
  percent of average loans outstanding            1.24%          1.24%

Allowance for possible credit losses as
  percent of nonperforming loans                101.03%        129.24%

17<PAGE>
<PAGE>
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
              AND RESULTS OF OPERATIONS (CONTINUED)

CREDIT REVIEW (Continued)

Other than those described above, there are no material credits
that management has serious doubts as to the borrower's ability
to comply with the present loan prepayment terms.  Additionally,
the portfolio is well diversified and as of June 30, 1996, there
were no significant concentrations of credit.

Nonperforming loans at June 30, 1996 increased $5.3 million over
1995 levels primarily as a result of increases in past due
commercial and residential loans secured by real estate. 
Although the ratio of the allowance for possible credit losses as
a percent of nonperforming loans is lower than the Corporation's
peers at June 30, 1996, other factors should be considered such
as historical loan losses, and nonperforming loan levels.  These
were favorable when compared to peer group levels over the past
five years.  The provision for possible credit losses for the six
months of 1996 exceeds that reported for 1995 while net charge-
offs have declined, resulting in an increase in the provision for
possible credit losses as a percent of net charge-offs. 
Management believes that the allowance for possible credit losses
and nonperforming loans remain safely within acceptable levels
during 1996.

The Corporation considers a loan to be impaired when, based on
current information and events, it is probable that the
Corporation will be unable to collect principal or interest due
according to the contractual terms of the loan.  Loan impairment
is measured based on the present value of expected cash flows
discounted at the loan's effective interest rate or, as a
practical expedient, at the loan's observable market price or the
fair value of the collateral if the loan is collateral dependent. 
Payments received on impaired loans are applied against the
recorded investment in the loan.  For loans other than those that
the Corporation expects repayment through liquidation of the
collateral, when the remaining recorded investment in the
impaired loan is less than or equal to the present value of the
expected cash flows, income is recorded on a cash basis.

As of June 30, 1996, the Corporation had a recorded investment in
impaired loans of $8.2 million which included loans on a
nonaccrual basis and renegotiated loans.  The average balance of
impaired loans for the six month period was $8.3 million.  An
allocation of the allowance for possible credit losses in the
amount of $1.1 million relates to $4.8 million of the impaired
loans.  Impaired loans totalling $3.4 million have no allocation
of the allowance, in accordance with the Financial Accounting
Standards Board Statement No. 118 "Accounting by Creditors for
Impairment of a Loan Income Recognition and Disclosures."  Income
earned on impaired loans during the first six months of 1996 was
$53 thousand.

18<PAGE>
<PAGE>
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
              AND RESULTS OF OPERATIONS (CONTINUED)

CAPITAL RESOURCES

Equity capital increased $2.2 million in the first six months of
1996.  Dividends declared reduced equity by $8.0 million over the
1996 period while earnings retention was $6.0 million,
representing an earnings retention rate of 42.8%.  The retained
net income remains in permanent capital to fund future growth and
expansion.  Payments by the Corporation's Employee Stock
Ownership Plan (the "ESOP") to reduce debt it incurred to acquire
the Corporation's common stock for future distribution as
employee compensation, net of fair value adjustments to Unearned
ESOP shares, increased equity by $556 thousand.  Amounts paid to
fund the discount on reinvested dividends and optional cash
payments reduced equity by $245 thousand.   The market value
adjustment to securities available for sale reduced equity by
$1.6 million.  The cost of purchasing treasury shares net of the
reissuance of treasury shares, decreased equity by $2.5 million.

A capital base can be considered adequate when it enables the
Corporation to intermediate funds responsibly and provide related
services, while protecting against future uncertainties.  The
evaluation of capital adequacy depends on a variety of factors,
including asset quality, liquidity, earnings history and
prospects, internal controls and management caliber.  In
consideration of these factors, management's primary emphasis
with respect to the Corporation's capital position is to maintain
an adequate and stable ratio of equity to assets.

The Federal Reserve Board issued risk-based capital adequacy
guidelines which are designed principally as a measure of credit
risk.  These guidelines require:  (1) at least 50% of a banking
organization's total capital be common and other "core" equity
capital ("Tier I Capital"); (2) assets and off-balance-sheet
items must be weighted according to risk; (3) the total capital
to risk-weighted assets ratio be at least 8%; and (4) a minimum
leverage ratio of Tier I capital to average total assets.  The
minimum leverage ratio is not specifically defined, but is
generally expected to be 3-5 percent for all but the most highly
rated banks, as determined by a regulatory rating system.  

19<PAGE>
<PAGE>
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                    AND RESULTS OF OPERATIONS

CAPITAL RESOURCES (Continued)

The table below presents the Corporation's capital position at
June 30, 1996:

                                                        Percent
                                      Amount          of Adjusted
                                  (in thousands)         Assets

Tier I Capital                       $242,564            15.2%
Risk-Based Requirement                 63,654             4.0

Total Capital                         261,573            16.4
Risk-Based Requirement                127,309             8.0

Minimum Leverage Capital              242,564            10.0
Minimum Leverage Requirement           96,690             4.0

At June 30, 1996 the Corporation and its banking subsidiaries are
considered well capitalized as defined by the Federal Deposit
Insurance Corporation Improvement Act of 1991.

20<PAGE>
<PAGE>
FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
                   PART II - OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS

             There were no material legal proceedings to which
             the Corporation or its subsidiaries are a party, or
             of which any of their property is the subject,
             except proceedings which arise in the normal course
             of business and, in the opinion of management, will
             not have a material adverse effect on the
             consolidated operations or financial position of the
             Corporation and its subsidiaries.

ITEM 2.  CHANGES IN SECURITIES

             Not applicable.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

             Not applicable.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY
             HOLDERS

             Not applicable.

ITEM 5.  OTHER INFORMATION.

             Not applicable.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

               (a)  Exhibits

                    None

               (b)  Reports on form 8-k

                    Form 8-k dated June 3, 1996 reporting that
                    the Corporation granted incentive stock
                    options.

21
        <PAGE>
<PAGE>
                           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 thereunto duly authorized.



                         FIRST COMMONWEALTH FINANCIAL CORPORATION
                            (Registrant)



DATED:  AUGUST 12, 1996      /S/ Joseph E. O'Dell                
                             Joseph E. O'Dell, President and
                             Chief Executive Officer


DATED:  AUGUST 12, 1996      /S/ John J. Dolan                   
                             John J. Dolan, Sr. Vice President,
                             Comptroller, and Chief Financial
                             Officer

22
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FORM 10-Q

                    SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C  20549

( X ) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934

               For the quarterly period ended June 30, 1996

                                    OR

(   ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934

               For the transition period from       to      

Commission File Number                        0-11242                      

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

        Pennsylvania                                        25-1428528     
(State or other jurisdiction of                          (I.R.S. Employer
 incorporation or organization)                         Identification No.)

      22 North Sixth Street                            Indiana, PA  15701  
(Address of principal executive offices)                         (Zip Code)

                             412-349-7220                                  
         (Registrant's telephone number, including area code)

                                  N/A                                      
(Former name, former address and former fiscal year, if changed since last
 report.)

Indicate a check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.

Yes   X    No      .

Number of shares outstanding of issuer's common stock, $1.00 Par Value as
of August 12, 1996 was 22,229,200.
FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

                      PART I - FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS

          Included in Part I of this report:                  PAGE

          First Commonwealth Financial Corporation and 
            Subsidiaries Consolidated Balance Sheets . . . . .  3
            Consolidated Statements of Income. . . . . . . . .  4
            Consolidated Statements of Changes in  
              Shareholders' Equity . . . . . . . . . . . . . .  5
            Consolidated Statements of Cash Flows. . . . . . .  6
               
            Notes to Consolidated Financial Statements . . . .  7

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
          CONDITION AND RESULTS OF OPERATIONS  . . . . . . . . 10

  

                        PART II - OTHER INFORMATION

Other Information . . . . . . . . .  . . . . . . . . . . . . . 21

Signatures . . . . . . . . . . . . . . . . . . . . Signature Page
FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES
             CONSOLIDATED BALANCE SHEETS (UNAUDITED)
                     (Dollars in thousands)

                                                 June 30,     December 31,
                                                  1996            1995    

ASSETS
     Cash and due from banks on demand....    $   75,008       $   62,381
     Interest-bearing deposits with banks.         7,024            8,288
     Federal funds sold ..................           -0-            4,800
     Securities available for sale, at
      market..............................       252,778          244,193

     Securities held to maturity, at cost,
       (market value $490,479 in 1996 and
       $503,568 in 1995)..................       499,825          504,509

     Loans................................     1,633,175        1,531,174
       Unearned income....................       (39,663)         (43,632)
       Allowance for possible credit losses      (18,866)         (18,152)
          Net loans.......................     1,574,646        1,469,390

     Property and equipment...............        30,857           29,435
     Other real estate owned..............         1,495            1,408
     Other assets.........................        43,474           39,903

          TOTAL ASSETS....................    $2,485,107       $2,364,307

LIABILITIES 

     Deposits (all domestic):
       Noninterest-bearing................    $  217,292       $  200,939
       Interest-bearing...................     1,836,657        1,761,821
          Total deposits..................     2,053,949        1,962,760

     Short-term borrowings................       149,173          120,774
     Other liabilities....................        22,741           23,236
     Long-term debt.......................         4,725            5,261 

          Total liabilities...............     2,230,588        2,112,031 

SHAREHOLDER'S EQUITY
     Preferred stock, $1 par value per
       share, 3,000,000 shares authorized
       and unissued.......................           -0-              -0-
     Common stock $1 par value per share,
       100,000,000 shares authorized;
       22,436,628 shares issued; 22,244,980 
       and 22,371,626 shares outstanding in 
       1996 and 1995 respectively.........        22,437           22,437
     Additional paid-in capital...........        76,969           77,226
     Retained earnings....................       163,566          157,576
     Unrealized gain (loss) on securities
       available for sale, net of taxes...        (1,088)             511 
     Treasury stock (191,648 shares at 
       June 30, 1996 and 65,002 at 
       December 31, 1995, at cost)........        (3,356)            (929)
     Unearned ESOP shares.................        (4,009)          (4,545)

       Total shareholders' equity.........       254,519          252,276

          TOTAL LIABILITIES AND
            SHAREHOLDERS' EQUITY..........    $2,485,107       $2,364,307

The accompanying notes are an integral part of these consolidated financial
statements.  

3
FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES
          CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
          (Dollars in thousands except per share data)

                                       For the Quarter     For the 6 Months 
                                        Ended June 30,      Ended June 30, 
                                       1996      1995       1996      1995
                                                         
Interest Income
  Interest and fees on loans.......  $33,622    $31,799    $66,719   $62,512
  Interest and dividends on investments:
    Taxable interest...............    9,717     10,831     19,567    21,840
    Interest exempt from Federal
     income taxes..................      899        704      1,697     1,459
    Dividends......................      319        244        650       482
  Interest on Federal funds sold...       22        137         82       170
  Interest on bank deposits........      115        104        249       274
     Total Interest Income.........   44,694     43,819     88,964    86,737

Interest Expense
  Interest on deposits.............   19,649     18,155     39,074    34,993
  Interest on short-term borrowings    1,534      2,345      2,850     5,292
  Interest on long-term debt.......       98        165        202       328
     Total Interest Expense........   21,281     20,665     42,126    40,613

Net interest income................   23,413     23,154     46,838    46,124
  Provision for possible loan losses   1,050        837      1,950     1,630

Net interest income after provision
  for possible loan losses.........   22,363     22,317     44,888    44,494

Other Income
  Securities gains (losses)........      (57)      (628)       (49)     (604)
  Trust income.....................      562        566      1,178     1,124
  Service charges on deposits......    1,401      1,410      2,763     2,724
  Other income.....................    1,029        933      1,984     1,578
     Total Other Income............    2,935      2,281      5,876     4,822

Other Expenses
  Salaries and employee benefits...    8,042      7,978     16,228    15,880
  Net occupancy expense............    1,106      1,066      2,296     2,173
  Furniture and equipment expense..    1,154      1,016      2,223     2,016
  FDIC expense.....................       67      1,065        139     2,130
  Other operating expenses.........    5,059      4,580      9,535     8,923
     Total Other Expenses..........   15,428     15,705     30,421    31,122

Income before taxes................    9,870      8,893     20,343    18,194
  Applicable income taxes..........    2,982      2,898      6,342     5,909
Net Income.........................  $ 6,888    $ 5,995    $14,001   $12,285

Average Shares Outstanding.........21,925,789 21,979,014 21,965,323 21,980,854

Per Share Data:

  Net income.......................  $  0.31    $  0.27    $  0.64   $  0.56
  Cash dividends per share.........  $  0.18    $  0.16    $  0.36   $  0.32

The accompanying notes are an integral part of these consolidated financial
statements. 

4
FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (Unaudited) 
                     (Dollars in thousands)
Unrealized    
                                                               Gain (loss)            
                                           Additional          on Securities  Unearned              Total
                                   Common   Paid-in   Retained   Available     ESOP    Treasury  Shareholders'
                                   Stock    Capital   Earnings   For Sale     Shares    Stock       Equity
Balance at December 31, 1994....   $22,437  $77,964   $146,814  $(16,802)    $(5,196)  $   (82)    $225,135

  Net income....................       -0-      -0-     12,285       -0-         -0-       -0-       12,285

  Cash dividends declared.......       -0-      -0-     (7,156)      -0-         -0-       -0-       (7,156)

  Change in market value of       
    securities available for sale, 
    net of tax effect...........       -0-      -0-        -0-    13,379         -0-       -0-       13,379 
  
  Decrease in unearned ESOP shares     -0-      -0-        -0-       -0-          35       -0-           35 

  Discount on dividend reinvestment
    plan purchases..............       -0-     (155)       -0-       -0-         -0-       -0-         (155)

  Treasury stock acquired.......       -0-      -0-        -0-       -0-         -0-    (1,459)      (1,459)
 
  Treasury stock reissued.......       -0-     (397)       -0-       -0-         -0-       698          301

Balance at June 30, 1995........   $22,437  $77,412   $151,943  $ (3,423)    $(5,161)  $  (843)    $242,365

Balance at December 31, 1995....   $22,437  $77,226   $157,576  $    511     $(4,545)  $  (929)    $252,276

  Net income....................       -0-      -0-     14,001       -0-         -0-       -0-       14,001

  Cash dividends declared.......       -0-      -0-     (8,011)      -0-         -0-       -0-       (8,011)
  
  Change in market value of       
    securities available for sale,
    net of tax effect...........       -0-      -0-        -0-    (1,599)        -0-       -0-       (1,599)

  Decrease in unearned ESOP shares     -0-       20        -0-       -0-         536       -0-          556 
 
  Discount on dividend reinvestment 
    plan purchases..............       -0-     (245)       -0-       -0-         -0-       -0-         (245)

  Treasury stock acquired.......       -0-      -0-        -0-       -0-         -0-    (2,943)      (2,943)
  
  Treasury stock reissued.......       -0-      (32)       -0-       -0-         -0-       516          484

Balance at June 30, 1996........   $22,437  $76,969   $163,566  $ (1,088)    $(4,009)  $(3,356)    $254,519
The accompanying notes are an integral part of these consolidated financial
statements.

5
FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES
        CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
                     (Dollars in thousands)

                                                         For the 6 Months
                                                          Ended June 30,  
                                                         1996         1995

Operating Activities
  Net income.......................................    $14,001      $12,285
  Adjustments to reconcile net income to net cash
    provided by operating activities:
     Provision for possible credit losses..........      1,950        1,630
     Depreciation and amortization.................      2,329        2,501
     Net (losses) gains on sales of assets.........       (270)         499 
     Decrease (increase) in interest receivable....       (326)         547 
     Increase in interest payable..................      1,002        2,720
     Decrease in income taxes payable..............       (695)         (14)
     Change in deferred taxes......................        222         (242)
     Other-net.....................................     (2,944)      (3,347)

       Net cash provided by operating activities...     15,269       16,579 

Investing Activities
  Transactions with securities held to maturity:
     Proceeds from Sales...........................        -0-          -0-
     Proceeds from maturities and redemptions......     47,135       21,636
     Purchases.....................................    (42,164)      (7,138)
  Transactions with securities available for sale:
     Proceeds from sales...........................     12,812       76,170
     Proceeds from maturities and redemptions......     32,522       26,302
     Purchases.....................................    (56,824)     (15,105)
  Proceeds from sales of loans and other assets....      8,810        8,499
  Acquisition of affiliate and branch, net of cash
   received........................................      7,836          -0- 
 Changes net of acquisitions:
  Net decrease in time deposits with banks.........      1,265        6,843
  Net increase in loans............................   (115,868)     (49,977)
  Purchases of premises and equipment..............     (3,068)      (1,847)
    Net cash provided (used) by investing 
      activities...................................   (107,544)      65,383 

Financing Activities
  Repayments of long-term debt.....................        -0-           (8)
  Discount on dividend reinvestment plan purchases.       (245)        (155)
  Dividends paid...................................     (8,034)      (7,166)
  Net decrease in Federal funds purchased..........    (31,235)     (47,200)
  Net increase (decrease) in other short-term 
   borrowings......................................     59,635      (36,573)
 Changes net of acquisitions:
  Net increase in deposits.........................     82,885       36,308
  Purchase of treasury stock.......................     (2,943)      (1,459)
  Proceeds from sale of treasury stock.............         39          302 

       Net cash provided (used) by financing 
         activities................................    100,102      (55,951)

       Net increase (decrease) in cash and cash 
         equivalents...............................      7,827       26,011

Cash and cash equivalents at January 1.............     67,181       66,055 

Cash and cash equivalents at June 30...............    $75,008      $92,066 

The accompanying notes are an integral part of these consolidated financial
statements.

6
FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                          June 30, 1996
                           (Unaudited)

NOTE 1   Management Representation

In the opinion of management, the unaudited interim consolidated
financial statements include all adjustments (consisting of only
normal recurring adjustments) necessary for a fair statement of
financial position as of June 30, 1996 and the results of
operations for the three and six month periods ended June 30,
1996 and 1995, and statements of cash flows and changes in
shareholders' equity for the six month periods ended June 30,
1996 and 1995.  The results of the three and six months ended
June 30, 1996 and 1995 are not necessarily indicative of the
results to be expected for the entire year.  The interim
consolidated financial statements should be read in conjunction
with the annual consolidated financial statements of First
Commonwealth Financial Corporation and Subsidiaries, including
the notes thereto.

NOTE 2   Cash Flow Disclosures (dollar amounts in thousands)

                                           1996       1995
Cash paid during the first six
months of the year for:

  Interest                               $41,125    $37,893
  Income Taxes                           $ 6,800    $ 6,051

Noncash investing and financing       
activities:                         
  ESOP borrowings                        $   -0-    $   500  
  ESOP loan reductions                   $   536    $   535
  Gross increase (decrease) in
    market value adjustment to 
    securities available for sale
    pursuant to FAS No. 115              $(2,460)   $20,582  
  Loans transferred to other real
    estate owned and repossessed 
    assets                               $ 1,456    $ 1,844

NOTE 3   New Accounting Pronouncements

The Corporation adopted the Financial Accounting Standards Board
Statement No. 121 "Accounting for the Impairment of Long-Lived
Assets and for Long-Lived Assets to be Disposed of" ("FAS No.
121") effective January 1, 1996.  This statement requires long-
lived assets, such as premises and equipment and intangibles to
be reviewed for impairment whenever events or changes in
circumstances, such as a significant decrease in the market value
of an asset or the extent or manner in which an asset is used
indicate that the carrying amount of an asset may not be
recoverable.  If there is an indication that the carrying amount
of an asset may not be recoverable, future cash flows expected to
result from the use of the asset are estimated.  If the sum of
the expected cash flows is less than the carrying value of the
asset a loss is recognized for the difference between the
carrying value and fair market value of the asset.  Adoption of
this statement did not have a material impact on the
Corporation's financial condition or results of operations.

7
FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                          June 30, 1996
                           (Unaudited)

NOTE 3   New Accounting Pronouncements (Continued)

Effective January 1, 1996 the Corporation adopted the Financial
Accounting Standards Board Statement No. 122 "Accounting for
Mortgage Servicing Rights an amendment of FASB Statement No. 65"
("FAS No. 122").  This statement eliminates the accounting
distinction between rights to service mortgage loans for others
that are acquired through loan origination activities from those
servicing rights acquired through purchase transactions.  When a
mortgage banking enterprise purchases or originates mortgage
loans with a definitive plan to sell or securitize those loans
and retain the mortgage servicing rights, the Corporation must
measure the mortgage servicing rights at cost by allocating the
cost of the mortgage loans between the mortgage servicing rights
and the mortgage loans (without the mortgage servicing rights)
based on their relative fair values at the date of purchase or
origination.  When the mortgage banking enterprise does not have
a definitive plan at the purchase or origination date and later
sells or securitizes the mortgage loans and retains the mortgage
servicing rights, the Corporation must allocate the amortized
cost of the mortgage loans between the mortgage servicing rights
and the mortgage loans (without mortgage servicing rights) based
on their relative fair values at the date of sale.  The amount
capitalized as the right to service mortgage loans is recognized
as a separate asset and amortized in proportion to, and over the
period of, estimated net servicing income (servicing revenue in
excess of servicing cost).  FAS No. 122 also requires mortgage
servicing rights to be periodically evaluated for impairment
based on fair values.  The adoption of FAS No. 122 did not have a
material impact on the Corporation's financial condition or
results of operations.

The Corporation adopted the Financial Accounting Standards Board
Statement No. 123 "Accounting for Stock Based Compensation" ("FAS
No. 123") effective January 1, 1996.  This statement defines a
method of measuring stock based compensation, such as stock
options granted, at an estimated fair value.  FAS No. 123 also
permits the continued measurement of stock based compensation
under provisions of the Accounting Practice Board Opinion No. 25
"Accounting for Stock Issued to Employees" ("APB 25"). 
Corporations electing to measure stock based compensation under
APB 25 are required to disclose, in a footnote to the financial
statements, net income and earnings per share determined as if
the fair value methodology of FAS No. 123 was implemented.  The
Corporation granted 195,048 stock options during the second
quarter of 1996 and will provide footnote disclosures required by
FAS No. 123 in the Corporation's annual financial statements, as
interim disclosures are not required.  The adoption of FAS No.
123 did not have a material impact on the Corporation's financial
condition or results of operations.

8
FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                          June 30, 1996
                           (Unaudited)

NOTE 4   Business Combination

Effective April 1, 1996 the Corporation acquired all of the
outstanding common stock of BSI Financial Services Inc.("BSI"),
headquartered in Titusville, PA for cash and stock consideration
aggregating $1.2 million.  BSI provides mortgage banking, loan
servicing and collection services to the Corporation's subsidiary
banks as well as unaffiliated organizations.  The acquisition was
accounted for as a purchase transaction, whereby the identifiable
tangible and intangible assets and liabilities of BSI were
recorded at their fair values at the acquisition date.  Under the
purchase method of accounting, the results of operations of BSI
from the date of acquisition are included in the Corporation's
financial statements.

9
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                    AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

First Six Months of 1996 as Compared to the First Six Months of
1995

Net income in the six months of 1996 was $14.0 million, an
increase of $1.7 million over the 1995 level of $12.3 million. 
Earnings per share was $0.64 for the six months of 1996
reflecting an increase of $0.08 over the 1995 level of $0.56. 
Return on average assets was 1.18% and return on average equity
was 10.99% during the 1996 period, compared to 1.06% and 10.56%,
respectively during the same period of 1995.  

Net interest income, the most significant component of earnings,
is the amount by which interest generated from earning assets
exceeds interest expense on liabilities.  Net interest income was
$46.8 million for the six months of 1996 compared to $46.1
million for 1995.  Both interest income and interest expense for
1996 increased over 1995 levels, reflecting increased volumes for
both interest-earning assets and interest-bearing liabilities. 
Net interest margin (net interest income, on a tax-equivalent
basis, as a percentage of average earning assets) for the 1996
period was 4.25%, reflecting a decrease of 6 basis points (0.06%)
from 4.31% reported in 1995.

Interest and fees on loans increased $4.2 million, while interest
income on investments decreased $1.9 million when compared to the
corresponding period of 1995, primarily as a result of volume
increases in loans and decreases in investments.  Yields on
investments remained stable for the 1996 period reflecting a
decline of 2 basis points (0.02%) over 1995 yields.  Loan yields
began to be impacted by the maturity of long-term loans bearing
interest rates which were higher than current market rates,
combined with the short-term impact of low introductory rates
offered on innovative new loan products.

Interest on deposits increased $4.1 million for the 1996 period
compared to 1995, reflecting both increases due to volume and
increases due to rate.  Total cost of deposits increased 17 basis
points (0.17%) over the 1995 period as a result of increases in
all categories of certificates of deposit, but most notably those
with maturities ranging from 24 to 35 months.  Interest expense
on short-term borrowings decreased $2.4 million compared to the
1995 period, primarily as a result of a de-leveraging strategy
during the second quarter of 1995, combined with the
Corporation's ability to fund loan growth from deposits.  Average
loans for the six months of 1996 increased $127 million over 1995
levels while average deposits increased by $111 million when
compared to 1995 averages.

Average interest-earning assets were 95.6% of average total
assets in the 1996 period and 95.0% during the 1995 time frame. 
Average interest-bearing liabilities decreased as a percentage of
average total assets to 80.3% for the 1996 period compared to
81.2% during the related 1995 period.

10
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
              AND RESULTS OF OPERATIONS (CONTINUED)

First Six Months of 1996 as Compared to the First Six Months of
1995 (Continued)

The provision for possible credit losses was $2.0 million for the
six month period of 1996 compared to $1.6 million during the 1995
period.  Net charge-offs against the allowance for possible
credit losses were $1.2 million in the 1996 period and $1.7
million in the 1995 period.  The 1996 decline in net charge-offs
occurred primarily in commercial loans not secured by real estate
which declined by $541 thousand compared to 1995.  See the
"Credit Review" section for an analysis of the quality of the
loan portfolio.

Below is an analysis of the consolidated allowance for possible
credit losses for the six month periods ended June 30, 1996 and
1995.
                                    1996              1995 

Balance January 1,                 $18,152           $17,337
Loans charged off: 
  Commercial, financial and 
   agricultural                        146               725
  Real estate-construction             -0-               -0-
  Real estate-commercial               -0-               155 
  Real estate-residential               47               180
  Loans to individuals               1,348             1,030
  Lease financing receivables           24                26   

      Total loans charged off        1,565             2,116

Recoveries of previously
 charged off loans:
  Commercial, financial and 
   agricultural                         46                84
  Real estate-construction             -0-               -0-
  Real estate-commercial                20                16
  Real estate-residential               15                31
  Loans to individuals                 247               244
  Lease financing receivables            1                91 
 
      Total recoveries                 329               466

      Net charge offs                1,236             1,650

Provision charged to operations      1,950             1,630

Balance June 30,                   $18,866           $17,317

11
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
              AND RESULTS OF OPERATIONS (CONTINUED)

First Six Months of 1996 as Compared to the First Six Months of
1995 (Continued)

Other operating income increased $1.1 million in 1996 to $5.9
million.  Net securities losses were $49 thousand during the 1996
period compared to securities losses of $604 thousand during the
1995 related period.  The securities losses during 1995 resulted
from the sale of $76.2 million of securities, primarily U.S.
Treasury securities classified as "available for sale" having an
average yield of 4.91% and an average remaining life of about 17
months.  The proceeds were used to pay off short-term borrowings
costing 6.00%.  This transaction resulted in a net improvement in
net interest income over the remaining life of the securities in
excess of the net loss on the sale.  Other income was $2.0
million in the 1996 period, an increase of $406 thousand over the
$1.6 million reported in 1995.  The most notable components of
the increase in other income were gains on sale of loans
totalling $162 thousand and the inclusion of BSI results
beginning April 1, 1996.  BSI loan origination, collection and
servicing revenue increased other income by $176 thousand for the
1996 period when compared to 1995.

Noninterest expense was $30.4 million in the six months of 1996
which reflected a decrease of $701 thousand over the 1995 period. 
Total noninterest expense was 2.56% of average assets during the
1996 period compared to 2.69% for the 1995 related time frame. 
The major component of this decrease was the deposit insurance
assessment from the Federal Deposit Insurance Corporation
("FDIC") which decreased by $2.0 million in 1996 to $139 thousand
from $2.1 million reported in 1995.  The 1996 amount represents
the minimum FDIC assessment for the Corporation's commercial bank
subsidiary combined with a regular assessment against thrift
deposits of the Corporation.  The additional one-time assessment
against the Corporation's thrift deposits, which was anticipated
as a result of the Savings and Loan Insurance Fund remaining
underfunded, has not yet been enacted.

Employee costs were $16.2 million in 1996, representing 1.36% of
average assets on an annualized basis compared to $15.9 million
and 1.37% of average assets on an annualized basis for 1995.  A
shift in full time equivalent employees during 1996 occurred from
back office positions to customer contact positions, most notably
staffing levels of the Corporation's "Convenience Banking
Center".  This center is open for extended hours during the week
and on weekends to provide customers with a wide array of
financial services through the use of telephone banking. 
Employee benefit costs in the 1996 period also reflect an
increase in the employers matching contribution for the
Corporation's 401(k) plan to 80% of the amount contributed by the
employee up from 60% in 1995.  Employee benefit cost increases
for 1996 were partially offset by a reduction in hospitalization
costs as a result of the Corporation's conversion to a managed
health care plan effective in January which reduced costs by $143
when compared to 1995.

12
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
              AND RESULTS OF OPERATIONS (CONTINUED)

First Six Months of 1996 as Compared to the First Six Months of
1995 (Continued)

Other operating expenses increased $612 thousand in 1996 to $9.5
million.  Telephone cost increases of $175 thousand reflected
usage increases for both voice and data lines partially offset by
rate decreases.  Aggressive marketing of innovative new products
and services resulted in an increase of $193 thousand in
advertising expenses for the six months of 1996.  The merger of
the Corporation's eight commercial bank subsidiaries during the
fourth quarter of 1995 has begun to impact several expense
categories in the current period.

Income tax expense was $6.3 million during the six months of 1996
compared to $5.9 million during the 1995 period.  Income before
taxes increased $2.1 million in the 1996 period when compared to
the corresponding period of 1995.  The Corporation's effective
tax rate was 31.2% for the 1996 period and compared to 32.5% for
1995, reflecting an increase in tax-free income.

Three Months ended June 30, 1996 as Compared to the Three Months
Ended June 30, 1995

Net income was $6.9 million for the second quarter of 1996, an
increase of $893 thousand over the same quarter of 1995. 
Earnings per share was $0.31 during the 1996 quarter and can be
compared to $0.27 for the same period of 1995.  Net security
losses were $57 thousand during the 1996 period compared to
securities losses of $628 thousand during the 1995 related
period.  The FDIC deposit insurance assessment described
previously, decreased by $998 thousand for the second quarter of
1996 down from $1.1 million reported for the 1995 quarter.

Interest income increased $874 thousand in the second quarter of
1996 reflecting increased interest income on loans combined with
decreased interest income on investments.  The decrease in
investment income for the 1996 quarter was primarily a result of
volume decreases, as investment yields remained stable with a
reduction of 5 basis points (0.05%) compared to the same period
of 1995.  Loan volumes for the 1996 period resulted in increased
interest income on loans even though loan yields for the 1996
quarter reflected decreases of 36 basis points (0.36%) compared
to the second quarter of 1995.  Average loans outstanding for the
second quarter of 1996 were $148.2 million higher than 1995
averages.  Total cost of funds remained flat for the 1996 quarter
and included deposit cost increases of 7 basis points (0.07%)
combined with a reduction in the short-term borrowing rate of 64
basis points (0.64%) when compared to the second quarter of 1995. 
Net interest margin was 4.20% for the 1996 quarter compared to
4.30% during the 1995 period.

Provision for possible credit losses was $1.1 million for the
three months ended June 30, 1996 and compared to $837 thousand
for the three months ended June 30, 1995.  Net loans charged of
in the second quarter of 1996 were $659 thousand, a reduction of
$188 thousand from net charge-offs of $847 thousand reported for
the corresponding period of 1995.  The increase in the provision
for possible credit losses for the second quarter of 1996 can be
mainly attributed to loan growth.

13
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
              AND RESULTS OF OPERATIONS (CONTINUED)

Three Months ended June 30, 1996 as Compared to the Three Months
Ended June 30, 1995 (Continued)

Occupancy and furniture and equipment cost increases for the 1996
quarter totalling $178 thousand can primarily be attributed to
the preparation of facilities to be used for centralization of
various functional areas of the Corporation such as loan
operations, accounting, human resources and marketing.  These
functional areas of the Corporation are being redesigned to more
efficiently support the new organizational structure resulting
from the merger of eight commercial bank subsidiaries into a
single operating unit during 1995.  Other operating expenses for
the second quarter of 1996 reflected increases in advertising,
stationery and supplies and printing aggregating $363 thousand
compared to the second quarter of 1995.  Income taxes increased
$84 thousand for the second quarter of 1996 primarily as a result
of an increase in income which was partially offset by an
increase in the level of tax free income over 1995 levels.  The
Corporation's effective tax rate was 30.2% for the 1996 period
and compared to 32.6% for the 1995 period.

LIQUIDITY

Liquidity is a measure of the Corporation's ability to
efficiently meet normal cash flow requirements of both borrowers
and depositors.  In the ordinary course of business, funds are
generated from deposits (primary source), and maturity or
repayment of earning assets, such as securities and loans.  As an
additional secondary source, short-term liquidity needs may be
provided through the use of overnight Federal funds purchased,
borrowings through the use of lines available for repurchase
agreements, and borrowings from the Federal Reserve Bank. 
Additionally, the banking subsidiaries are members of the Federal
Home Loan Bank and may borrow up to ten percent of their total
assets at any one time.  The sale of earning assets may also
provide an additional source of liquidity.

Net loans increased $105.3 million in the first six months of
1996 as specialized loan products and target marketing strategies
generated results.  Residential mortgages increased by $60.4
million during the six months of 1996 while municipal loans and
commercial loans increased by $13.6 and $16.1 million
respectively.  Loan growth for the period was funded primarily by
deposit growth.  Total deposits grew $91.2 million and reflected
increases in time deposits of $53.3 million combined with
increases in demand deposits and savings of $16.4 million and
$21.6 million respectively.  Growth in time deposits occurred
primarily in maturity ranges of 12 to 23 months and 36 to 59
months.

14
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
              AND RESULTS OF OPERATIONS (CONTINUED)

LIQUIDITY (Continued)

Marketable securities that the Corporation holds in its
investment portfolio are an additional source of liquidity. 
These securities are classified as "securities available for
sale" and while the Corporation does not have specific intentions
to sell these securities they have been designated as "available
for sale" because they may be sold for the purpose of obtaining 
future liquidity, for management of interest rate risk or as part
of the implementation of tax management strategies.  As of 
June 30, 1996 securities available for sale had an amortized cost
of $254.1 million and an approximate fair value of $252.8
million.  The difference between the amortized cost and
approximate fair value of securities available for sale is not of
major concern to management as the Corporation does not
anticipate a need to liquidate the investments until maturity.

Interest Sensitivity

The objective of interest rate sensitivity management is to
maintain an appropriate balance between the stable growth of
income and the risks associated with maximizing income through
interest sensitivity imbalances.  While no single number can
accurately describe the impact of changes in interest rates on
net interest income, interest rate sensitivity positions, or
"gaps", when measured over a variety of time periods, may be
helpful.

An asset or liability is considered to be interest-sensitive if
the rate it yields or bears is subject to change within a
predetermined time period.  If interest-sensitive assets ("ISA")
exceed interest-sensitive liabilities ("ISL") during the
prescribed time period, a positive gap results.  Conversely, when
ISL exceeds ISA during a time period, a negative gap results.

A positive gap tends to indicate that earnings will be impacted
favorably if interest rates rise during the period and negatively
when interest rates fall during the time period.  A negative gap
tends to indicate that earnings will be affected inversely to
interest rate changes.  In other words, as interest rates fall, a
negative gap should tend to produce a positive effect on earnings
and when interest rates rise, a negative gap should tend to
affect earnings negatively.

The primary components of ISA include adjustable rate loans and
investments, loan repayments, investment maturities and money
market investments.  The primary components of ISL include
maturing certificates of deposit, money market deposits, savings
deposits, NOW accounts and short-term borrowings.

15
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
              AND RESULTS OF OPERATIONS (CONTINUED)

Interest Sensitivity (Continued)

The following table lists the amounts and ratios of assets and
liabilities with rates or yields subject to change within the
periods indicated as of June 30, 1996 and December 31, 1995.

                                         June 30, 1996                
                             0-90       91-180    181-365   Cumulative
                             Days        Days      Days     0-365 Days

Loans.................... $ 690,894   $ 95,299   $154,497   $  940,690
Investments..............    47,919     17,147     50,926      115,992
Other interest-earning    
 assets..................    12,783      2,222      4,908       19,913

  Total interest-sensitive
   assets................   751,596    114,668    210,331    1,076,595

Certificates of deposits.   218,652    121,389    267,550      607,591
Other deposits...........   701,838        -0-        -0-      701,838
Borrowings...............   134,011      5,715     12,892      152,618
  Total interest-sensitive
   liabilities........... 1,054,501    127,104    280,442    1,462,047
  GAP.................... $(302,905)  $(12,436)  $(70,111)  $ (385,452)

ISA/ISL..................      0.71       0.90       0.75         0.74
Gap/Total assets.........     12.19%      0.50%      2.82%       15.51%

                                        December 31, 1995                
                             0-90       91-180    181-365   Cumulative
                             Days        Days      Days     0-365 Days

Loans.................... $ 515,833   $ 82,754   $167,780   $  766,367
Investments..............    18,351     33,319     42,960       94,630
Other interest-earning    
 assets..................    91,408      6,698      6,272      104,378

  Total interest-sensitive
   assets................   625,592    122,771    217,012      965,375

Certificates of deposits.   223,659    130,053    257,833      611,545
Other deposits...........   680,303        -0-        -0-      680,303
Borrowings...............   102,527     10,164      6,838      119,529
  Total interest-sensitive
   liabilities........... 1,006,489    140,217    264,671    1,411,377
  GAP....................$ (380,897)  $(17,446)  $(47,659)  $ (446,002)

ISA/ISL..................      0.62       0.88       0.82         0.68
Gap/Total assets.........     16.11%      0.74%      2.02%       18.86%

The Corporation has not experienced the kind of earnings
volatility indicated from the gap analysis.  This is because
assets and liabilities with similar contractual repricing
characteristics may not reprice at the same time or to the same
degree.

16
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
              AND RESULTS OF OPERATIONS (CONTINUED)

Interest Sensitivity (continued)

Therefore, to more precisely measure the impact of interest rate
changes on the Corporation's net interest income, management
simulates the potential effects of changing interest rates
through computer modeling.  The Corporation is then better able
to implement strategies which would include an acceleration of a
deposit rate reduction or lag in a deposit rate increase.  The
repricing strategies for loans would be inversely related.

The analysis at June 30, 1996, indicated that a 300 basis point
(3.00%) movement in interest rates in either direction over the
next twelve months would not have a significant impact on the
Corporation's anticipated net interest income over that time
frame. 

CREDIT REVIEW

The following table identifies amounts of loan losses and
nonperforming loans.  Past due loans are those which were
contractually past due 90 days or more as to interest or
principal payments but were well secured and in the process of
collection.  Renegotiated loans are those which terms had been
renegotiated to provide a reduction or deferral of principal or
interest as a result of the deteriorating financial position of
the borrower and are in compliance with the restructured terms. 
Loans on a nonaccrual basis include impaired loans (see
description below).
                                                   At June 30,    
                                               1996           1995
                                             (amounts in thousands)

Nonperforming Loans:
Loans on nonaccrual basis                   $    7,920     $    7,522
Past due loans                                  10,467          5,251
Renegotiated loans                                 286            626
     Total nonperforming loans              $   18,673     $   13,399

Other real estate owned                     $    1,495     $    2,519

Loans outstanding at end of period          $1,593,512     $1,417,707

Average loans outstanding (year-to-date)    $1,527,493     $1,399,246

Nonperforming loans as percent of 
  total loans                                     1.17%          0.95%

Provision for possible credit losses        $    1,950     $    1,630

Net charge-offs                             $    1,236     $    1,650

Net charge-offs as percent of
  average loans                                   0.08%          0.12%

Provision for possible credit losses as
  percent of net charge-offs                    157.77%         98.79%

Allowance for possible credit losses as 
  percent of average loans outstanding            1.24%          1.24%

Allowance for possible credit losses as
  percent of nonperforming loans                101.03%        129.24%

17
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
              AND RESULTS OF OPERATIONS (CONTINUED)

CREDIT REVIEW (Continued)

Other than those described above, there are no material credits
that management has serious doubts as to the borrower's ability
to comply with the present loan prepayment terms.  Additionally,
the portfolio is well diversified and as of June 30, 1996, there
were no significant concentrations of credit.

Nonperforming loans at June 30, 1996 increased $5.3 million over
1995 levels primarily as a result of increases in past due
commercial and residential loans secured by real estate. 
Although the ratio of the allowance for possible credit losses as
a percent of nonperforming loans is lower than the Corporation's
peers at June 30, 1996, other factors should be considered such
as historical loan losses, and nonperforming loan levels.  These
were favorable when compared to peer group levels over the past
five years.  The provision for possible credit losses for the six
months of 1996 exceeds that reported for 1995 while net charge-
offs have declined, resulting in an increase in the provision for
possible credit losses as a percent of net charge-offs. 
Management believes that the allowance for possible credit losses
and nonperforming loans remain safely within acceptable levels
during 1996.

The Corporation considers a loan to be impaired when, based on
current information and events, it is probable that the
Corporation will be unable to collect principal or interest due
according to the contractual terms of the loan.  Loan impairment
is measured based on the present value of expected cash flows
discounted at the loan's effective interest rate or, as a
practical expedient, at the loan's observable market price or the
fair value of the collateral if the loan is collateral dependent. 
Payments received on impaired loans are applied against the
recorded investment in the loan.  For loans other than those that
the Corporation expects repayment through liquidation of the
collateral, when the remaining recorded investment in the
impaired loan is less than or equal to the present value of the
expected cash flows, income is recorded on a cash basis.

As of June 30, 1996, the Corporation had a recorded investment in
impaired loans of $8.2 million which included loans on a
nonaccrual basis and renegotiated loans.  The average balance of
impaired loans for the six month period was $8.3 million.  An
allocation of the allowance for possible credit losses in the
amount of $1.1 million relates to $4.8 million of the impaired
loans.  Impaired loans totalling $3.4 million have no allocation
of the allowance, in accordance with the Financial Accounting
Standards Board Statement No. 118 "Accounting by Creditors for
Impairment of a Loan Income Recognition and Disclosures."  Income
earned on impaired loans during the first six months of 1996 was
$53 thousand.

18
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
              AND RESULTS OF OPERATIONS (CONTINUED)

CAPITAL RESOURCES

Equity capital increased $2.2 million in the first six months of
1996.  Dividends declared reduced equity by $8.0 million over the
1996 period while earnings retention was $6.0 million,
representing an earnings retention rate of 42.8%.  The retained
net income remains in permanent capital to fund future growth and
expansion.  Payments by the Corporation's Employee Stock
Ownership Plan (the "ESOP") to reduce debt it incurred to acquire
the Corporation's common stock for future distribution as
employee compensation, net of fair value adjustments to Unearned
ESOP shares, increased equity by $556 thousand.  Amounts paid to
fund the discount on reinvested dividends and optional cash
payments reduced equity by $245 thousand.   The market value
adjustment to securities available for sale reduced equity by
$1.6 million.  The cost of purchasing treasury shares net of the
reissuance of treasury shares, decreased equity by $2.5 million.

A capital base can be considered adequate when it enables the
Corporation to intermediate funds responsibly and provide related
services, while protecting against future uncertainties.  The
evaluation of capital adequacy depends on a variety of factors,
including asset quality, liquidity, earnings history and
prospects, internal controls and management caliber.  In
consideration of these factors, management's primary emphasis
with respect to the Corporation's capital position is to maintain
an adequate and stable ratio of equity to assets.

The Federal Reserve Board issued risk-based capital adequacy
guidelines which are designed principally as a measure of credit
risk.  These guidelines require:  (1) at least 50% of a banking
organization's total capital be common and other "core" equity
capital ("Tier I Capital"); (2) assets and off-balance-sheet
items must be weighted according to risk; (3) the total capital
to risk-weighted assets ratio be at least 8%; and (4) a minimum
leverage ratio of Tier I capital to average total assets.  The
minimum leverage ratio is not specifically defined, but is
generally expected to be 3-5 percent for all but the most highly
rated banks, as determined by a regulatory rating system.  

19
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                    AND RESULTS OF OPERATIONS

CAPITAL RESOURCES (Continued)

The table below presents the Corporation's capital position at
June 30, 1996:

                                                        Percent
                                      Amount          of Adjusted
                                  (in thousands)         Assets

Tier I Capital                       $242,564            15.2%
Risk-Based Requirement                 63,654             4.0

Total Capital                         261,573            16.4
Risk-Based Requirement                127,309             8.0

Minimum Leverage Capital              242,564            10.0
Minimum Leverage Requirement           96,690             4.0

At June 30, 1996 the Corporation and its banking subsidiaries are
considered well capitalized as defined by the Federal Deposit
Insurance Corporation Improvement Act of 1991.

20
FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
                   PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

             There were no material legal proceedings to which
             the Corporation or its subsidiaries are a party, or
             of which any of their property is the subject,
             except proceedings which arise in the normal course
             of business and, in the opinion of management, will
             not have a material adverse effect on the
             consolidated operations or financial position of the
             Corporation and its subsidiaries.

ITEM 2.  CHANGES IN SECURITIES

             Not applicable.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

             Not applicable.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY
             HOLDERS

             Not applicable.

ITEM 5.  OTHER INFORMATION.

             Not applicable.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

               (a)  Exhibits

                    None

               (b)  Reports on form 8-k

                    Form 8-k dated June 3, 1996 reporting that
                    the Corporation granted incentive stock
                    options.

21
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 thereunto duly authorized.

                         FIRST COMMONWEALTH FINANCIAL CORPORATION
                            (Registrant)

DATED:  AUGUST 12, 1996      /S/ Joseph E. O'Dell                
                             Joseph E. O'Dell, President and
                             Chief Executive Officer

DATED:  AUGUST 12, 1996      /S/ John J. Dolan                   
                             John J. Dolan, Sr. Vice President,
                             Comptroller, and Chief Financial
                             Officer

22