<PAGE>
 
                                         FORM 10-Q

                            SECURITIES AND EXCHANGE COMMISSION
 
                                  WASHINGTON, D.C  20549


For the Quarter ended June 30, 1995      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        (I.R.S. Employer Identification No.)
of incorporation or organization)


22 NORTH SIXTH STREET INDIANA, PA                       15701
(Address of principal executive offices)              (Zip Code)

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


Indicate by checkmark 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 XX No   .

Indicate the number of shares outstanding of each of the issuer's classes
of common stock.


           CLASS                             OUTSTANDING AT August 9, 1995
Common Stock, $1 Par Value                          22,379,348 Shares
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                 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  . . . . . . . .  8

  

                        PART II - OTHER INFORMATION

Other Information . . . . . . . . .  . . . . . . . . . . . . . 18

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

                                                June 30,      December 31,
                                                  1995            1994    

ASSETS
     Cash and due from banks..............    $   63,841       $   66,055
     Interest-bearing bank deposits.......         6,843           13,686
     Federal funds sold ..................        28,225              -0-
     Securities available for sale........       375,773          443,189

     Securities held to maturity (market 
       value $353,493 in 1995 and
       $348,074 in 1994)..................       356,025          370,498

     Loans (all domestic).................     1,465,162        1,422,320
       Less unearned income...............        47,455           44,526
       Less reserve for possible loan losses      17,317           17,337
          Net loans.......................     1,400,390        1,360,457

     Property and equipment...............        29,236           29,196
     Other real estate owned..............         2,519            2,269
     Other assets.........................        44,096           49,571

          TOTAL ASSETS....................    $2,306,948       $2,334,921


LIABILITIES 

     Deposits (all domestic):
       Noninterest-bearing................    $  189,138       $  199,172
       Interest-bearing...................     1,728,195        1,681,888
          Total deposits..................     1,917,333        1,881,060

     Short-term borrowings................       117,933          201,706
     Other liabilities....................        21,765           19,424
     Long-term debt.......................         7,552            7,596

          Total liabilities...............     2,064,583        2,109,786

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, issued; 22,376,686 and 
       22,430,728 shares outstanding in 
       1995 and 1994, respectively........        22,437           22,437
     Additional paid-in capital...........        77,412           77,964
     Retained earnings....................       151,943          146,814
     Unrealized gain (loss) on securities
       available for sale.................        (3,423)         (16,802)
     Treasury stock (59,942 shares at 
       June 30, 1995 and 5,900 at 
       December 31, 1994).................          (843)             (82)
     Unearned ESOP shares.................        (5,161)          (5,196)

       Total shareholders' equity.........       242,365          225,135

          TOTAL LIABILITIES AND
            SHAREHOLDERS' EQUITY..........    $2,306,948       $2,334,921



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, 
                                       1995      1994       1995      1994

Interest Income
  Interest and fees on loans.......  $31,799    $26,708    $62,512   $52,260
  Interest and dividends on investments:
    Taxable interest...............   10,831     11,033     21,840    21,996
    Interest exempt from federal
     income taxes..................      704        938      1,459     1,809
    Dividends......................      244        259        482       532
  Interest on federal funds sold...      137         14        170        34
  Interest on bank deposits........      104        139        274       285
     Total Interest Income.........   43,819     39,091     86,737    76,916

Interest Expense
  Interest on deposits.............   18,155     14,795     34,993    29,548
  Interest on short-term borrowings    2,345      1,732      5,292     3,290
  Interest on long-term debt.......      165        130        328       236
     Total Interest Expense........   20,665     16,657     40,613    33,074

Net interest income................   23,154     22,434     46,124    43,842
  Provision for possible loan losses     837        722      1,630     1,410

Net interest income after provision
  for possible loan losses.........   22,317     21,712     44,494    42,432

Other Income
  Security gains (losses)..........     (628)     1,333       (604)    1,799
  Trust income.....................      566        535      1,124     1,188
  Service charges on deposits......    1,410      1,348      2,724     2,605
  Other income.....................      933        734      1,578     1,691
     Total Other Income............    2,281      3,950      4,822     7,283

Other Expenses
  Salaries and employee benefits...    7,978      7,405     15,880    15,070
  Net occupancy expense............    1,066      1,083      2,173     2,221
  Furniture and equipment expense..    1,016        988      2,016     1,959
  FDIC expense.....................    1,065      1,030      2,130     2,059
  Other operating expenses.........    4,580      4,803      8,923     8,991
     Total Other Expenses..........   15,705     15,309     31,122    30,300

Income before taxes................    8,893     10,353     18,194    19,415
  Applicable income taxes..........    2,898      3,553      5,909     6,416
Net Income.........................  $ 5,995    $ 6,800    $12,285   $12,999

Average Shares Outstanding.........21,979,014 22,436,628 21,980,854 22,427,813

Per Share Data:

  Net income.......................  $  0.27    $  0.30    $  0.56   $  0.58
  Cash dividends per share.........  $  0.16    $  0.14    $  0.32   $  0.28

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, 1993....  $22,517  $79,094   $131,380   $  1,584    $(4,449)  $(1,216)    $228,910

  Net income....................      -0-      -0-     12,999        -0-        -0-       -0-       12,999

  Cash dividends declared.......      -0-      -0-     (5,220)       -0-        -0-       -0-       (5,220)

  Cash dividends declared by
    pooled subsidiaries prior to
    merger......................      -0-      -0-     (1,328)       -0-        -0-       -0-       (1,328)
  
  Change in unrealized gain (loss)
    on securities available for
    sale, net of tax effect.....      -0-      -0-        -0-    (10,336)       -0-       -0-      (10,336)
  
  Increase in unearned ESOP shares    -0-      -0-        -0-        -0-       (283)      -0-         (283)
 
  Discount on dividend reinvestment
    plan purchases..............      -0-     (114)       -0-        -0-        -0-       -0-         (114)

  Treasury stock reissued by 
    pooled subsidiary...........      -0-      -0-       (105)       -0-        -0-       218          113

Balance at June 30, 1994........  $22,517  $78,980   $137,726   $ (8,752)   $(4,732)  $  (998)    $224,741





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 unrealized gain (loss)
    on 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

</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, 
                                                         1995         1994

Operating Activities
  Net income.......................................    $12,285      $12,999
  Adjustments to reconcile net income to net cash
    provided by operating activities:  
    Provision for possible loan losses.............      1,630        1,410
    Depreciation and amortization..................      2,501        2,585
    Net losses (gains) on sales of assets..........        499       (1,870)
    Decrease (increase) in interest receivable.....        547         (525)
    Increase in interest payable...................      2,720          253
    Decrease in income taxes payable...............        (14)        (374)
    Change in deferred taxes.......................       (242)        (211)
    Other - net....................................     (3,347)         354

      Net cash provided by operating activities....     16,579       14,621
  
Investing Activities
 Investment securities transactions: 
     Proceeds from sales...........................        -0-        7,009
     Proceeds from maturities and redemptions......     21,636       72,264
     Purchases.....................................     (7,138)     (60,865)
 Transactions with securities available for sale: 
     Proceeds from sales...........................     76,170       39,858
     Proceeds from maturities and redemptions......     26,302       45,481
     Purchases.....................................    (15,105)     (78,812)
 Proceeds from sales of loans and other assets.....      8,499        8,076
 Net decrease (increase) in time deposits with banks     6,843        4,553
 Net decrease (increase) in loans..................    (49,977)     (74,159)
 Purchase of premises and equipment................     (1,847)      (2,066)
   Net cash used by investing activities...........     65,383      (38,661)

Financing Activities
  Repayments of long-term debt.....................         (8)          (7)
  Discount on dividend reinvestment plan purchases.       (155)        (113)
  Dividends paid...................................     (7,166)      (5,127)
  Dividends paid by subsidiary prior to merger.....        -0-       (1,324) 
  Net increase in deposits.........................     36,308       48,473 
  Net decrease in federal funds purchased..........    (47,200)      (5,505)
  Net decrease in other short-term borrowings......    (36,573)     (12,986)
  Purchase of treasury stock.......................     (1,459)         -0-
  Proceeds from sale of treasury stock.............        302          113

       Net cash provided by financing activities...    (55,951)      23,524

       Net increase (decrease) in cash and
         cash equivalents..........................     26,011         (516)

Cash and cash equivalents at January 1.............     66,055       57,367
 
Cash and cash equivalents at June 30...............   $ 92,066      $56,851
 
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, 1995
                                  (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, 1995 and the results of
operations for the three and six month periods ended June 30,
1995 and 1994, and statements of cash flows and changes in
shareholders' equity for the six month periods ended June 30,
1995 and 1994.  The results of the three and six months ended
June 30, 1995 and 1994 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)

Cash paid during the first three months of the year for interest
and income taxes were as follows:           1995       1994

                Interest                  $37,893    $32,821
                Income Taxes              $ 6,051    $ 5,863

The Corporation borrowed $500 and $730 in the first six months of
1995 and 1994, respectively, and concurrently loaned these
amounts to the ESOP Trust on identical terms.  ESOP loan payments
of $535 and $447 were made by the ESOP Trust during the
respective 1995 and 1994 periods, thereby resulting in
outstanding amounts related to unearned ESOP shares of $5,161 at
June 30, 1995 and $4,732 at June 30, 1994.
                                           1995       1994

Loans transferred to Other real estate
  owned and Repossessed assets            $1,844     $   867
Change in Market value adjustment to
  securities available for sale 
  pursuant to FAS 115                    $20,582    $(15,555)

NOTE 3   Business Combination

Effective September 29, 1994 the Corporation acquired all of the
outstanding common shares of Reliable Financial Corporation
("Reliable"), a savings and loan holding company headquartered in
Bridgeville, Pennsylvania.  Each of the 1,410,194 outstanding
shares were exchanged for 1.6 shares of the Corporation's common
stock.  Effective September 27, 1994 the Corporation acquired all
of the outstanding common shares of United National
Bancorporation ("United"), a bank holding company headquartered
in Chambersburg, Pennsylvania.  Each of the 769,147 outstanding
shares were exchanged for two shares of the Corporation's common
stock.  The mergers were accounted for as poolings of interests,
and accordingly, all financial statements were restated as though
the mergers had occurred at the beginning of the earliest period
presented.
7<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

The Corporation acquired United National Bancorporation and its
subsidiaries ("United") and Reliable Financial Corporation and
its subsidiary ("Reliable") effective September 29, 1994 and
September 27, 1994, respectively.  The mergers were accounted for
as poolings of interests and accordingly, all financial
statements have been restated as though the mergers had occurred
at the beginning of the earliest period presented.

First Six Months of 1995 as Compared to the First Six Months of
1994

Net income in the six months of 1995 was $12.3 million, a
decrease of $714 thousand from the 1994 period.  Earnings per
share was $0.56 during the six months of 1995 compared to $0.58
during the 1994 period.  Return on average assets was 1.06% and
return on average equity was 10.56% during the 1995 period,
compared to 1.16% and 11.39%, respectively during the same period
of 1994.  The primary reason for the decrease resulted from
incurring net securities gains during the 1994 period of $1.8
million compared to a net loss of $604 thousand during the 1995
period.  Excluding securities transactions, net income would have
increased 7% and net income per share would have increased 9%
indicating that core earnings increased.

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 is expected to result in a net
improvement in net interest income over the remaining life in
excess of the net loss on the sale.  Since the short-term
borrowings were variable rate, the exact benefit is not
determinable until after the securities would have matured, but
at current interest rates the net benefit is expected to exceed
$250 thousand.  The sale occurred in June, so the benefits were
only minor during the reporting period.  The securities gains
experienced during the 1994 period were primarily marketable
equity securities which represented $1.5 million of the net gain.
Additionally, during the 1994 period U.S. Treasury securities and
U.S. Government agency securities with short-term maturities were
sold and reinvested in similar securities with maturities of 3-5
years.  All of the "held to maturity" securities sold during 1994
were within the exception parameters specified in FAS 115.

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 for
the 1995 period was $46.1 million compared to $43.8 million
during the same time period in 1994.  Interest income, on a tax-
equivalent basis, increased 67 basis points (0.67%) as a
percentage of average earning assets to 8.01% in 1995 from 7.34%
in the 1994 period.  Yields have improved each quarter since the

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

First Six Months of 1995 as Compared to the First Six Months of
1994 (Continued)

quarter ended March 31, 1994, reflecting higher interest rates
over that time period.  The rise in interest rates stabilized
prepayments of the mortgage backed securities portfolio and
portfolio yields.  Since a majority of the cash flows provided by
maturities and repayments of securities were redeployed into loan
growth, the improved investment portfolio yields resulted
primarily from adjustable rate instruments repricing.  The cost
of funds was 4.32% and 3.63% in the six months of 1995 and 1994,
respectively, as deposit costs, the predominant category of
interest-bearing liabilities, increased 50 basis points (0.50%)
to 3.74%.  The increase in rates on short-term deposits were
partially offset by a stable cost of longer term deposits.  As
deposit customers tended to extend maturities when interest rates
declined in the recent past, the cost of these deposits did not
rise as fast as interest rates.  Net interest margin (net
interest income, on a tax-equivalent basis, as a percentage of
average earning assets) was 4.31% of earning assets during 1995,
compared to 4.24% in the 1994 related period.

The sale of the investment securities and repayment of the short-
term debt described above is expected to further improve net
interest income and net interest margin for the remainder of
1995.

Average earning assets were 95.1% of average total assets in the
1995 period and 95.2% during the 1994 time frame.  Average
interest-bearing liabilities increased as a percentage of average
total assets to 81.2% in the six months period of 1995 and the
related 1994 period.

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

First Six Months of 1995 as Compared to the First Six Months of
1994 (Continued)

Provision for possible loan losses was $1.6 million for the six
month period of 1995 compared to $1.4 million in the 1994 period. 
Net charge-offs against the reserve for possible loan losses were
$1.7 million in the 1995 period and $655 thousand in the 1994
period.  Management does not feel that the additional charge-offs
during the 1995 period indicate a trend.  See "Credit Review"
section for an analysis of the quality of the loan portfolio. 
Below is an analysis of the consolidated reserve for possible
loan losses for the six month periods ended June 30, 1995 and
1994.

                                    1995              1994 

Balance January 1,                 $17,337           $16,483
Loans charged off: 
  Commercial, financial and 
   agricultural                        725               369
  Real estate-construction             -0-               -0-
  Real estate-commercial               155                19
  Real estate-residential              180                81
  Loans to individuals               1,030               823
  Lease financing receivables           26                15   

      Total loans charged off        2,116             1,307

Recoveries of previously
 charged off loans:
  Commercial, financial and 
   agricultural                         84               103
  Real estate-construction             -0-               -0-
  Real estate-commercial                16               233
  Real estate-residential               31                24
  Loans to individuals                 244               282
  Lease financing receivables           91                10 
 
      Total recoveries                 466               652

      Net charge offs                1,650               655

Provision charged to operations      1,630             1,410

Balance June 30,                   $17,317           $17,238

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 1995 as Compared to the First Six Months of
1994 (Continued)

Other operating income decreased $2.5 million in 1995 to $4.8
million.  Net securities gains decreased $2.4 million as a result
of the above mentioned sale of securities available for sale.
Trust income declined $64 thousand in the 1995 period primarily
as a result of higher nonrecurring income, such as estate fees,
during the 1994 period.  Service charges on deposits increased
$119 thousand in the 1995 period primarily as deposits increased. 
Other income declined $113 thousand in the 1995 period when
compared to the 1994 total of $1.7 million for the six months of
1994.  The largest component of the decline was a reduction of
gains on the sales of other real estate owned and loans.

Noninterest expense was $31.1 million in the six months of 1995
which reflected an increase of $396 thousand over the 1994
period.  Employee costs were $15.9 million in 1995, an increase
of $810 thousand over the 1994 related period.   Employee costs
(annualized) as a percentage of average assets was 1.37% in the
1995 period compared to 1.34% (annualized) in the 1994 period. 
Net occupancy expense and furniture and equipment expense
remained fairly constant from the 1994 period to the 1995 period. 
Other operating expenses decreased $68 thousand in the six months
of 1995 when compared to the 1994 related period.  Professional
fees were reduced by $450 thousand during the 1995 period because
of the 1994 period contained some merger related expenses.  No
single expense category contributed significantly to increases
during the 1995 period.

Income tax expense was $6.0 million during the six months of 1995
and $6.4 million during the 1994 period.  Income before taxes
decreased $1.2 million in the 1995 period when compared to the
same time period of 1994.  The Corporation's effective tax rate
was 32.5% for the 1995 period and compared to 33.0% for the 1994
period.

Three Months ended June 30, 1995 as Compared to the Three Months
Ended June 30, 1994

Net income was $6.0 million for the second quarter of 1995, which
was compared to $6.8 million in the same quarter of 1994. 
Professional fees were $408 thousand less in the 1995 period when
compared to the 1994 quarter, primarily due to merger related
costs during the 1994 period.  Net securities losses were $628
thousand during the 1995 period compared to $1.3 million net
securities gains during the 1994 related period.  Earnings per
share was $0.27 during the 1995 quarter and $0.30 during the
related quarter of 1994.

Net interest income increased $720 thousand to $23.2 million in
the second quarter of 1995 when compared to the related 1994
quarter.  Interest income increased $4.7 million as average
earning assets increased $60.5 million.  Yields increased 63
basis points (0.63%) as yields on investments and variable rate
loans improved.  The yield on average interest earning assets was
8.03% in the 1995 quarter, and compared to 7.40% in the related
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)

Three Months ended June 30, 1995 as Compared to the Three Months
Ended June 30, 1994 (Continued)

1994 quarter.  Interest expense increased $4.0 million in the
1995 quarter as average interest-bearing liabilities increased
$45.6 million and the cost of funds increased 76 basis points
(0.76%).  The cost of funds increased from 3.63% in the 1994
quarter to 4.39% in the second quarter of 1995.  The increase in
deposit rates occurred primarily in the short-term certificates
of deposit.  Average earning assets grew faster than average
interest-bearing liabilities thereby stabilizing the net interest
margin.  Net interest margin was 4.30% for the 1995 quarter
compared to 4.31% during the 1994 period.

Provision for possible loan losses was $837 thousand in the 1995
quarter or $115 thousand more than the 1994 period.  Net loans
charged off in the second quarter of 1995 were $847 thousand and
can be compared to $427 thousand in the related 1994 quarter. 
The increase in net charge offs is not a major concern of
management since loan quality continues to remain strong.

Noninterest income decreased $1.7 million in the second quarter
of 1995 to $2.3 million.  Net security gains decreased $2.0
million while other income increased $199 thousand in the 1995
quarter when compared to the second quarter of 1994.  The 1995
period included an increase of $98 thousand income from credit
life insurance activities.

Noninterest expense was $15.7 million in the three month period
ended June 30, 1995 compared to $15.3 million in the 1994 period,
reflecting an increase of $396 thousand.  Salaries and employee
benefits increased $573 thousand to $8.0 million in the second
quarter of 1995.  Net occupancy expense and furniture and
equipment expense remained stable in the 1995 quarter when
compared to the 1994 related period.  Other operating expenses
decreased $223 thousand primarily as merger related professional
fees declined.  Income taxes decreased $655 thousand primarily
because the taxable income was reduced.

LIQUIDITY

Liquidity is a measure of the Corporation's ability to meet
normal cash flow requirements of both borrowers and depositors
efficiently.  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 and
borrowings from the Federal Reserve Bank.  Additionally, each of
the subsidiary banks are members of the Federal Home Loan Bank
and may borrow up to ten percent of their total assets at any one
time.

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)

LIQUIDITY (Continued)

Net loans increased $39.9 million in the first six months of
1995.  Consumer demand resulted in $36.4 million of growth in
consumer mortgages and loans to individuals for personal and
household purposes.  Total deposits grew $36.3 million as all
deposit categories increased.  The growth is primarily from core
customer deposit relationships.  Investment securities classified
as "held to maturity" declined $14.5 million while interest-
bearing bank deposits declined $6.8 million and Federal funds
sold increased $28.2 million since December 31, 1994.

An additional source of liquidity are certain marketable
securities that the Corporation holds in its investment
portfolio.  These securities are classified as "securities
available for sale".  While the Corporation does not have
specific intentions to sell these securities, 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
strategies.  As of June 30, 1995 securities available for sale
had an amortized cost of $381.0 million and an approximate value
of $375.8 million.  As long-term interest rates stabilized since
the end of 1994, the market value of securities available for
sale improved.  The difference between the market value and
amortized cost of the securities available for sale is not of
major concern to management since the average life of the entire
portfolio is just over five years.

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")
exceeds 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.

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)

Interest Sensitivity (continued)

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, N.O.W. accounts and short-term borrowings.

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, 1995 and December 31, 1994.

                                         June 30, 1995                 
                             0-90       91-180    181-365   Cumulative
                             Days        Days      Days     0-365 Days

Loans.................... $ 430,456   $ 92,479   $168,243   $  691,178
Investments..............    22,375     25,525     51,186       99,086
Other interest-earning    
 assets..................   132,535      4,773     10,914      148,222

  Total interest-sensitive
   assets................   585,366    122,777    230,343      938,486

Certificates of deposits.   155,652    126,671    271,211      553,534
Other deposits...........   666,628        -0-        -0-      666,628
Borrowings...............   112,931      4,575     12,059      129,565
  Total interest-sensitive
   liabilities...........   935,211    131,246    283,270    1,349,727
  GAP....................  (349,845)    (8,469)   (52,927)    (411,241)

ISA/ISL..................      0.63       0.94       0.81         0.70
Gap/Total assets.........     15.16%      0.37%      2.29%       17.83%

                                       December 31, 1994               
                             0-90       91-180    181-365   Cumulative
                             Days        Days      Days     0-365 Days

Loans.................... $ 423,116   $ 95,292   $182,799   $  701,207
Investments..............    20,298     24,414     55,647      100,359
Other interest-earning    
 assets..................    92,845      6,696      6,707      106,248

  Total interest-sensitive
   assets................   536,259    126,402    245,153      907,814

Certificates of deposits.   166,557    114,482    125,588      406,627
Other deposits...........   687,882        -0-        -0-      687,882
Borrowings...............   174,728     16,554      4,074      195,356
  Total interest-sensitive
   liabilities........... 1,029,167    131,036    129,662    1,289,865
  GAP....................  (492,908)    (4,634)   115,491     (382,051)

ISA/ISL..................      0.52       0.96       1.89         0.70
Gap/Total assets.........     21.11%      0.20%      4.95%       16.36%

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.

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)

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 a lag in a deposit rate increase.  The
repricing strategies for loans would be inversely related.

The analysis at June 30, 1995, 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,    
                                               1995           1994
                                            (amounts in thousands)

Nonperforming Loans:
Loans on nonaccrual basis                   $    7,522     $   12,708
Past due loans                                   5,251          6,358
Renegotiated loans                                 626            900
     Total nonperforming loans              $   13,399     $   19,966

Other real estate owned                     $    2,519     $    2,960

Loans outstanding at end of period          $1,417,707     $1,377,794

Average loans outstanding (year-to-date)    $1,399,246     $1,238,996

Nonperforming loans as percent of 
  total loans                                     0.95%          1.45%

Provision for possible loan losses          $    1,630     $    1,410

Net charge-offs                             $    1,650     $      655

Net charge-offs as percent of
  average loans                                   0.12%          0.05%

Provision for possible loan losses as
  percent of net charge-offs                     98.79%        215.27

Reserve for possible loan losses as 
  percent of average loans outstanding            1.24%          1.39%

Reserve for possible loan losses as
  percent of nonperforming loans                129.24%         86.34%

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)

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, 1995, there
were no significant concentrations of credit.

Although the ratio of the reserve for possible loan losses as a
percentage of nonperforming loans is lower than the Corporation's
peers, 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. 
Management believes that the reserve for possible loan losses and
nonperforming loans remain safely within acceptable levels during
1995.  

The Corporation adopted Financial Accounting Standards Board
Statement No. 114 "Accounting by Creditors for Impairment of a
Loan", as amended by Statement No. 118 "Accounting by Creditors
for Impairment of a Loan Income Recognition and Disclosures",
("FAS No. 118") effective January 1, 1995.  These statements
address the accounting by creditors, such as banks, for the
impairment of certain loans.  It requires that impaired loans
that are within the scope of this statement be 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.  The adoption of
FAS No. 118 did not have a material impact on the Corporation's
financial condition or results of operations.

As of June 30, 1995, the Corporation had a recorded investment in
impaired loans of $5.5 million with an average balance of $6.2
million for the six month period.  An allocation of the reserve
for possible loan losses in the amount of $778 thousand relates
to $3.5 million of the impaired loans.  Impaired loans totalling
$2.0 million have no reserve allocation, in accordance with FAS
No. 118.             

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
expected discounted cash flows, income is recorded on a cash
basis.  Income recorded on impaired loans during the first six
months of 1995 was $12 thousand.

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)

CAPITAL RESOURCES

Equity capital increased $17.2 million in 1995.  Earnings
retention was $5.1 million, representing an earnings retention
rate of 41.8%.  The retained net income remains in permanent
capital to fund future growth and expansion.  Stock purchased by
the Employee Stock Ownership Plan (the "ESOP"), subject to the
debt of the Corporation, reduced equity by $500 thousand while
the loan repayments by the ESOP of debt guaranteed by the
Corporation increased equity by $535 thousand.  Amounts paid to
fund the discount on reinvested dividends reduced equity by $155
thousand.  The market value adjustment to securities available
for sale increased equity by $13.4 million resulting from a
rebound in market values as longer term interest rates decreased
in the first six months of 1995.  Treasury stock in the amount of
$1.5 million, acquired to satisfy outstanding stock option
commitments, reduced equity by a like amount, while reissuance of
Treasury stock to satisfy exercised options added $301 thousand.

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.  As of
June 30, 1995, the Corporation had a Tier I Capital to risk-
weighted assets ratio and total capital to risk-weighted assets
ratio of 16.93% and 18.20%, respectively and a minimum leverage
ratio of 9.97%.

17
<PAGE>
<PAGE>
FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
                          PART II - OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS

             Not applicable.

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

             Not applicable.

18<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 10, 1995      /S/ Joseph E. O'Dell                
                             Joseph E. O'Dell, President and
                             Chief Executive Officer


DATED:  AUGUST 10, 1995      /S/ John J. Dolan                   
                             John J. Dolan, Sr. Vice President,
                             Comptroller, and Chief Financial
                             Officer

19
[{"type": "10-Q", "sequence": "1", "secsgml_size_bytes": 47538}]
FORM 10-Q

                            SECURITIES AND EXCHANGE COMMISSION
 
                                  WASHINGTON, D.C  20549

For the Quarter ended June 30, 1995      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        (I.R.S. Employer Identification No.)
of incorporation or organization)

22 NORTH SIXTH STREET INDIANA, PA                       15701
(Address of principal executive offices)              (Zip Code)

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

Indicate by checkmark 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 XX No   .

Indicate the number of shares outstanding of each of the issuer's classes
of common stock.

           CLASS                             OUTSTANDING AT August 9, 1995
Common Stock, $1 Par Value                          22,379,348 Shares
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  . . . . . . . .  8

  

                        PART II - OTHER INFORMATION

Other Information . . . . . . . . .  . . . . . . . . . . . . . 18

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

                                                June 30,      December 31,
                                                  1995            1994    

ASSETS
     Cash and due from banks..............    $   63,841       $   66,055
     Interest-bearing bank deposits.......         6,843           13,686
     Federal funds sold ..................        28,225              -0-
     Securities available for sale........       375,773          443,189

     Securities held to maturity (market 
       value $353,493 in 1995 and
       $348,074 in 1994)..................       356,025          370,498

     Loans (all domestic).................     1,465,162        1,422,320
       Less unearned income...............        47,455           44,526
       Less reserve for possible loan losses      17,317           17,337
          Net loans.......................     1,400,390        1,360,457

     Property and equipment...............        29,236           29,196
     Other real estate owned..............         2,519            2,269
     Other assets.........................        44,096           49,571

          TOTAL ASSETS....................    $2,306,948       $2,334,921

LIABILITIES 

     Deposits (all domestic):
       Noninterest-bearing................    $  189,138       $  199,172
       Interest-bearing...................     1,728,195        1,681,888
          Total deposits..................     1,917,333        1,881,060

     Short-term borrowings................       117,933          201,706
     Other liabilities....................        21,765           19,424
     Long-term debt.......................         7,552            7,596

          Total liabilities...............     2,064,583        2,109,786

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, issued; 22,376,686 and 
       22,430,728 shares outstanding in 
       1995 and 1994, respectively........        22,437           22,437
     Additional paid-in capital...........        77,412           77,964
     Retained earnings....................       151,943          146,814
     Unrealized gain (loss) on securities
       available for sale.................        (3,423)         (16,802)
     Treasury stock (59,942 shares at 
       June 30, 1995 and 5,900 at 
       December 31, 1994).................          (843)             (82)
     Unearned ESOP shares.................        (5,161)          (5,196)

       Total shareholders' equity.........       242,365          225,135

          TOTAL LIABILITIES AND
            SHAREHOLDERS' EQUITY..........    $2,306,948       $2,334,921

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, 
                                       1995      1994       1995      1994

Interest Income
  Interest and fees on loans.......  $31,799    $26,708    $62,512   $52,260
  Interest and dividends on investments:
    Taxable interest...............   10,831     11,033     21,840    21,996
    Interest exempt from federal
     income taxes..................      704        938      1,459     1,809
    Dividends......................      244        259        482       532
  Interest on federal funds sold...      137         14        170        34
  Interest on bank deposits........      104        139        274       285
     Total Interest Income.........   43,819     39,091     86,737    76,916

Interest Expense
  Interest on deposits.............   18,155     14,795     34,993    29,548
  Interest on short-term borrowings    2,345      1,732      5,292     3,290
  Interest on long-term debt.......      165        130        328       236
     Total Interest Expense........   20,665     16,657     40,613    33,074

Net interest income................   23,154     22,434     46,124    43,842
  Provision for possible loan losses     837        722      1,630     1,410

Net interest income after provision
  for possible loan losses.........   22,317     21,712     44,494    42,432

Other Income
  Security gains (losses)..........     (628)     1,333       (604)    1,799
  Trust income.....................      566        535      1,124     1,188
  Service charges on deposits......    1,410      1,348      2,724     2,605
  Other income.....................      933        734      1,578     1,691
     Total Other Income............    2,281      3,950      4,822     7,283

Other Expenses
  Salaries and employee benefits...    7,978      7,405     15,880    15,070
  Net occupancy expense............    1,066      1,083      2,173     2,221
  Furniture and equipment expense..    1,016        988      2,016     1,959
  FDIC expense.....................    1,065      1,030      2,130     2,059
  Other operating expenses.........    4,580      4,803      8,923     8,991
     Total Other Expenses..........   15,705     15,309     31,122    30,300

Income before taxes................    8,893     10,353     18,194    19,415
  Applicable income taxes..........    2,898      3,553      5,909     6,416
Net Income.........................  $ 5,995    $ 6,800    $12,285   $12,999

Average Shares Outstanding.........21,979,014 22,436,628 21,980,854 22,427,813

Per Share Data:

  Net income.......................  $  0.27    $  0.30    $  0.56   $  0.58
  Cash dividends per share.........  $  0.16    $  0.14    $  0.32   $  0.28

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, 1993....  $22,517  $79,094   $131,380   $  1,584    $(4,449)  $(1,216)    $228,910

  Net income....................      -0-      -0-     12,999        -0-        -0-       -0-       12,999

  Cash dividends declared.......      -0-      -0-     (5,220)       -0-        -0-       -0-       (5,220)

  Cash dividends declared by
    pooled subsidiaries prior to
    merger......................      -0-      -0-     (1,328)       -0-        -0-       -0-       (1,328)
  
  Change in unrealized gain (loss)
    on securities available for
    sale, net of tax effect.....      -0-      -0-        -0-    (10,336)       -0-       -0-      (10,336)
  
  Increase in unearned ESOP shares    -0-      -0-        -0-        -0-       (283)      -0-         (283)
 
  Discount on dividend reinvestment
    plan purchases..............      -0-     (114)       -0-        -0-        -0-       -0-         (114)

  Treasury stock reissued by 
    pooled subsidiary...........      -0-      -0-       (105)       -0-        -0-       218          113

Balance at June 30, 1994........  $22,517  $78,980   $137,726   $ (8,752)   $(4,732)  $  (998)    $224,741

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 unrealized gain (loss)
    on 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
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, 
                                                         1995         1994

Operating Activities
  Net income.......................................    $12,285      $12,999
  Adjustments to reconcile net income to net cash
    provided by operating activities:  
    Provision for possible loan losses.............      1,630        1,410
    Depreciation and amortization..................      2,501        2,585
    Net losses (gains) on sales of assets..........        499       (1,870)
    Decrease (increase) in interest receivable.....        547         (525)
    Increase in interest payable...................      2,720          253
    Decrease in income taxes payable...............        (14)        (374)
    Change in deferred taxes.......................       (242)        (211)
    Other - net....................................     (3,347)         354

      Net cash provided by operating activities....     16,579       14,621
  
Investing Activities
 Investment securities transactions: 
     Proceeds from sales...........................        -0-        7,009
     Proceeds from maturities and redemptions......     21,636       72,264
     Purchases.....................................     (7,138)     (60,865)
 Transactions with securities available for sale: 
     Proceeds from sales...........................     76,170       39,858
     Proceeds from maturities and redemptions......     26,302       45,481
     Purchases.....................................    (15,105)     (78,812)
 Proceeds from sales of loans and other assets.....      8,499        8,076
 Net decrease (increase) in time deposits with banks     6,843        4,553
 Net decrease (increase) in loans..................    (49,977)     (74,159)
 Purchase of premises and equipment................     (1,847)      (2,066)
   Net cash used by investing activities...........     65,383      (38,661)

Financing Activities
  Repayments of long-term debt.....................         (8)          (7)
  Discount on dividend reinvestment plan purchases.       (155)        (113)
  Dividends paid...................................     (7,166)      (5,127)
  Dividends paid by subsidiary prior to merger.....        -0-       (1,324) 
  Net increase in deposits.........................     36,308       48,473 
  Net decrease in federal funds purchased..........    (47,200)      (5,505)
  Net decrease in other short-term borrowings......    (36,573)     (12,986)
  Purchase of treasury stock.......................     (1,459)         -0-
  Proceeds from sale of treasury stock.............        302          113

       Net cash provided by financing activities...    (55,951)      23,524

       Net increase (decrease) in cash and
         cash equivalents..........................     26,011         (516)

Cash and cash equivalents at January 1.............     66,055       57,367
 
Cash and cash equivalents at June 30...............   $ 92,066      $56,851
 
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, 1995
                                  (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, 1995 and the results of
operations for the three and six month periods ended June 30,
1995 and 1994, and statements of cash flows and changes in
shareholders' equity for the six month periods ended June 30,
1995 and 1994.  The results of the three and six months ended
June 30, 1995 and 1994 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)

Cash paid during the first three months of the year for interest
and income taxes were as follows:           1995       1994

                Interest                  $37,893    $32,821
                Income Taxes              $ 6,051    $ 5,863

The Corporation borrowed $500 and $730 in the first six months of
1995 and 1994, respectively, and concurrently loaned these
amounts to the ESOP Trust on identical terms.  ESOP loan payments
of $535 and $447 were made by the ESOP Trust during the
respective 1995 and 1994 periods, thereby resulting in
outstanding amounts related to unearned ESOP shares of $5,161 at
June 30, 1995 and $4,732 at June 30, 1994.
                                           1995       1994

Loans transferred to Other real estate
  owned and Repossessed assets            $1,844     $   867
Change in Market value adjustment to
  securities available for sale 
  pursuant to FAS 115                    $20,582    $(15,555)

NOTE 3   Business Combination

Effective September 29, 1994 the Corporation acquired all of the
outstanding common shares of Reliable Financial Corporation
("Reliable"), a savings and loan holding company headquartered in
Bridgeville, Pennsylvania.  Each of the 1,410,194 outstanding
shares were exchanged for 1.6 shares of the Corporation's common
stock.  Effective September 27, 1994 the Corporation acquired all
of the outstanding common shares of United National
Bancorporation ("United"), a bank holding company headquartered
in Chambersburg, Pennsylvania.  Each of the 769,147 outstanding
shares were exchanged for two shares of the Corporation's common
stock.  The mergers were accounted for as poolings of interests,
and accordingly, all financial statements were restated as though
the mergers had occurred at the beginning of the earliest period
presented.
7
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
          MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                           AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

The Corporation acquired United National Bancorporation and its
subsidiaries ("United") and Reliable Financial Corporation and
its subsidiary ("Reliable") effective September 29, 1994 and
September 27, 1994, respectively.  The mergers were accounted for
as poolings of interests and accordingly, all financial
statements have been restated as though the mergers had occurred
at the beginning of the earliest period presented.

First Six Months of 1995 as Compared to the First Six Months of
1994

Net income in the six months of 1995 was $12.3 million, a
decrease of $714 thousand from the 1994 period.  Earnings per
share was $0.56 during the six months of 1995 compared to $0.58
during the 1994 period.  Return on average assets was 1.06% and
return on average equity was 10.56% during the 1995 period,
compared to 1.16% and 11.39%, respectively during the same period
of 1994.  The primary reason for the decrease resulted from
incurring net securities gains during the 1994 period of $1.8
million compared to a net loss of $604 thousand during the 1995
period.  Excluding securities transactions, net income would have
increased 7% and net income per share would have increased 9%
indicating that core earnings increased.

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 is expected to result in a net
improvement in net interest income over the remaining life in
excess of the net loss on the sale.  Since the short-term
borrowings were variable rate, the exact benefit is not
determinable until after the securities would have matured, but
at current interest rates the net benefit is expected to exceed
$250 thousand.  The sale occurred in June, so the benefits were
only minor during the reporting period.  The securities gains
experienced during the 1994 period were primarily marketable
equity securities which represented $1.5 million of the net gain.
Additionally, during the 1994 period U.S. Treasury securities and
U.S. Government agency securities with short-term maturities were
sold and reinvested in similar securities with maturities of 3-5
years.  All of the "held to maturity" securities sold during 1994
were within the exception parameters specified in FAS 115.

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 for
the 1995 period was $46.1 million compared to $43.8 million
during the same time period in 1994.  Interest income, on a tax-
equivalent basis, increased 67 basis points (0.67%) as a
percentage of average earning assets to 8.01% in 1995 from 7.34%
in the 1994 period.  Yields have improved each quarter since the

8
ITEM 2. FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
          MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                           AND RESULTS OF OPERATIONS

First Six Months of 1995 as Compared to the First Six Months of
1994 (Continued)

quarter ended March 31, 1994, reflecting higher interest rates
over that time period.  The rise in interest rates stabilized
prepayments of the mortgage backed securities portfolio and
portfolio yields.  Since a majority of the cash flows provided by
maturities and repayments of securities were redeployed into loan
growth, the improved investment portfolio yields resulted
primarily from adjustable rate instruments repricing.  The cost
of funds was 4.32% and 3.63% in the six months of 1995 and 1994,
respectively, as deposit costs, the predominant category of
interest-bearing liabilities, increased 50 basis points (0.50%)
to 3.74%.  The increase in rates on short-term deposits were
partially offset by a stable cost of longer term deposits.  As
deposit customers tended to extend maturities when interest rates
declined in the recent past, the cost of these deposits did not
rise as fast as interest rates.  Net interest margin (net
interest income, on a tax-equivalent basis, as a percentage of
average earning assets) was 4.31% of earning assets during 1995,
compared to 4.24% in the 1994 related period.

The sale of the investment securities and repayment of the short-
term debt described above is expected to further improve net
interest income and net interest margin for the remainder of
1995.

Average earning assets were 95.1% of average total assets in the
1995 period and 95.2% during the 1994 time frame.  Average
interest-bearing liabilities increased as a percentage of average
total assets to 81.2% in the six months period of 1995 and the
related 1994 period.

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

First Six Months of 1995 as Compared to the First Six Months of
1994 (Continued)

Provision for possible loan losses was $1.6 million for the six
month period of 1995 compared to $1.4 million in the 1994 period. 
Net charge-offs against the reserve for possible loan losses were
$1.7 million in the 1995 period and $655 thousand in the 1994
period.  Management does not feel that the additional charge-offs
during the 1995 period indicate a trend.  See "Credit Review"
section for an analysis of the quality of the loan portfolio. 
Below is an analysis of the consolidated reserve for possible
loan losses for the six month periods ended June 30, 1995 and
1994.

                                    1995              1994 

Balance January 1,                 $17,337           $16,483
Loans charged off: 
  Commercial, financial and 
   agricultural                        725               369
  Real estate-construction             -0-               -0-
  Real estate-commercial               155                19
  Real estate-residential              180                81
  Loans to individuals               1,030               823
  Lease financing receivables           26                15   

      Total loans charged off        2,116             1,307

Recoveries of previously
 charged off loans:
  Commercial, financial and 
   agricultural                         84               103
  Real estate-construction             -0-               -0-
  Real estate-commercial                16               233
  Real estate-residential               31                24
  Loans to individuals                 244               282
  Lease financing receivables           91                10 
 
      Total recoveries                 466               652

      Net charge offs                1,650               655

Provision charged to operations      1,630             1,410

Balance June 30,                   $17,317           $17,238

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 1995 as Compared to the First Six Months of
1994 (Continued)

Other operating income decreased $2.5 million in 1995 to $4.8
million.  Net securities gains decreased $2.4 million as a result
of the above mentioned sale of securities available for sale.
Trust income declined $64 thousand in the 1995 period primarily
as a result of higher nonrecurring income, such as estate fees,
during the 1994 period.  Service charges on deposits increased
$119 thousand in the 1995 period primarily as deposits increased. 
Other income declined $113 thousand in the 1995 period when
compared to the 1994 total of $1.7 million for the six months of
1994.  The largest component of the decline was a reduction of
gains on the sales of other real estate owned and loans.

Noninterest expense was $31.1 million in the six months of 1995
which reflected an increase of $396 thousand over the 1994
period.  Employee costs were $15.9 million in 1995, an increase
of $810 thousand over the 1994 related period.   Employee costs
(annualized) as a percentage of average assets was 1.37% in the
1995 period compared to 1.34% (annualized) in the 1994 period. 
Net occupancy expense and furniture and equipment expense
remained fairly constant from the 1994 period to the 1995 period. 
Other operating expenses decreased $68 thousand in the six months
of 1995 when compared to the 1994 related period.  Professional
fees were reduced by $450 thousand during the 1995 period because
of the 1994 period contained some merger related expenses.  No
single expense category contributed significantly to increases
during the 1995 period.

Income tax expense was $6.0 million during the six months of 1995
and $6.4 million during the 1994 period.  Income before taxes
decreased $1.2 million in the 1995 period when compared to the
same time period of 1994.  The Corporation's effective tax rate
was 32.5% for the 1995 period and compared to 33.0% for the 1994
period.

Three Months ended June 30, 1995 as Compared to the Three Months
Ended June 30, 1994

Net income was $6.0 million for the second quarter of 1995, which
was compared to $6.8 million in the same quarter of 1994. 
Professional fees were $408 thousand less in the 1995 period when
compared to the 1994 quarter, primarily due to merger related
costs during the 1994 period.  Net securities losses were $628
thousand during the 1995 period compared to $1.3 million net
securities gains during the 1994 related period.  Earnings per
share was $0.27 during the 1995 quarter and $0.30 during the
related quarter of 1994.

Net interest income increased $720 thousand to $23.2 million in
the second quarter of 1995 when compared to the related 1994
quarter.  Interest income increased $4.7 million as average
earning assets increased $60.5 million.  Yields increased 63
basis points (0.63%) as yields on investments and variable rate
loans improved.  The yield on average interest earning assets was
8.03% in the 1995 quarter, and compared to 7.40% in the related
11
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, 1995 as Compared to the Three Months
Ended June 30, 1994 (Continued)

1994 quarter.  Interest expense increased $4.0 million in the
1995 quarter as average interest-bearing liabilities increased
$45.6 million and the cost of funds increased 76 basis points
(0.76%).  The cost of funds increased from 3.63% in the 1994
quarter to 4.39% in the second quarter of 1995.  The increase in
deposit rates occurred primarily in the short-term certificates
of deposit.  Average earning assets grew faster than average
interest-bearing liabilities thereby stabilizing the net interest
margin.  Net interest margin was 4.30% for the 1995 quarter
compared to 4.31% during the 1994 period.

Provision for possible loan losses was $837 thousand in the 1995
quarter or $115 thousand more than the 1994 period.  Net loans
charged off in the second quarter of 1995 were $847 thousand and
can be compared to $427 thousand in the related 1994 quarter. 
The increase in net charge offs is not a major concern of
management since loan quality continues to remain strong.

Noninterest income decreased $1.7 million in the second quarter
of 1995 to $2.3 million.  Net security gains decreased $2.0
million while other income increased $199 thousand in the 1995
quarter when compared to the second quarter of 1994.  The 1995
period included an increase of $98 thousand income from credit
life insurance activities.

Noninterest expense was $15.7 million in the three month period
ended June 30, 1995 compared to $15.3 million in the 1994 period,
reflecting an increase of $396 thousand.  Salaries and employee
benefits increased $573 thousand to $8.0 million in the second
quarter of 1995.  Net occupancy expense and furniture and
equipment expense remained stable in the 1995 quarter when
compared to the 1994 related period.  Other operating expenses
decreased $223 thousand primarily as merger related professional
fees declined.  Income taxes decreased $655 thousand primarily
because the taxable income was reduced.

LIQUIDITY

Liquidity is a measure of the Corporation's ability to meet
normal cash flow requirements of both borrowers and depositors
efficiently.  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 and
borrowings from the Federal Reserve Bank.  Additionally, each of
the subsidiary banks are members of the Federal Home Loan Bank
and may borrow up to ten percent of their total assets at any one
time.

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

LIQUIDITY (Continued)

Net loans increased $39.9 million in the first six months of
1995.  Consumer demand resulted in $36.4 million of growth in
consumer mortgages and loans to individuals for personal and
household purposes.  Total deposits grew $36.3 million as all
deposit categories increased.  The growth is primarily from core
customer deposit relationships.  Investment securities classified
as "held to maturity" declined $14.5 million while interest-
bearing bank deposits declined $6.8 million and Federal funds
sold increased $28.2 million since December 31, 1994.

An additional source of liquidity are certain marketable
securities that the Corporation holds in its investment
portfolio.  These securities are classified as "securities
available for sale".  While the Corporation does not have
specific intentions to sell these securities, 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
strategies.  As of June 30, 1995 securities available for sale
had an amortized cost of $381.0 million and an approximate value
of $375.8 million.  As long-term interest rates stabilized since
the end of 1994, the market value of securities available for
sale improved.  The difference between the market value and
amortized cost of the securities available for sale is not of
major concern to management since the average life of the entire
portfolio is just over five years.

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")
exceeds 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.

13
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 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, N.O.W. accounts and short-term borrowings.

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, 1995 and December 31, 1994.

                                         June 30, 1995                 
                             0-90       91-180    181-365   Cumulative
                             Days        Days      Days     0-365 Days

Loans.................... $ 430,456   $ 92,479   $168,243   $  691,178
Investments..............    22,375     25,525     51,186       99,086
Other interest-earning    
 assets..................   132,535      4,773     10,914      148,222

  Total interest-sensitive
   assets................   585,366    122,777    230,343      938,486

Certificates of deposits.   155,652    126,671    271,211      553,534
Other deposits...........   666,628        -0-        -0-      666,628
Borrowings...............   112,931      4,575     12,059      129,565
  Total interest-sensitive
   liabilities...........   935,211    131,246    283,270    1,349,727
  GAP....................  (349,845)    (8,469)   (52,927)    (411,241)

ISA/ISL..................      0.63       0.94       0.81         0.70
Gap/Total assets.........     15.16%      0.37%      2.29%       17.83%

                                       December 31, 1994               
                             0-90       91-180    181-365   Cumulative
                             Days        Days      Days     0-365 Days

Loans.................... $ 423,116   $ 95,292   $182,799   $  701,207
Investments..............    20,298     24,414     55,647      100,359
Other interest-earning    
 assets..................    92,845      6,696      6,707      106,248

  Total interest-sensitive
   assets................   536,259    126,402    245,153      907,814

Certificates of deposits.   166,557    114,482    125,588      406,627
Other deposits...........   687,882        -0-        -0-      687,882
Borrowings...............   174,728     16,554      4,074      195,356
  Total interest-sensitive
   liabilities........... 1,029,167    131,036    129,662    1,289,865
  GAP....................  (492,908)    (4,634)   115,491     (382,051)

ISA/ISL..................      0.52       0.96       1.89         0.70
Gap/Total assets.........     21.11%      0.20%      4.95%       16.36%

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.

14
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 a lag in a deposit rate increase.  The
repricing strategies for loans would be inversely related.

The analysis at June 30, 1995, 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,    
                                               1995           1994
                                            (amounts in thousands)

Nonperforming Loans:
Loans on nonaccrual basis                   $    7,522     $   12,708
Past due loans                                   5,251          6,358
Renegotiated loans                                 626            900
     Total nonperforming loans              $   13,399     $   19,966

Other real estate owned                     $    2,519     $    2,960

Loans outstanding at end of period          $1,417,707     $1,377,794

Average loans outstanding (year-to-date)    $1,399,246     $1,238,996

Nonperforming loans as percent of 
  total loans                                     0.95%          1.45%

Provision for possible loan losses          $    1,630     $    1,410

Net charge-offs                             $    1,650     $      655

Net charge-offs as percent of
  average loans                                   0.12%          0.05%

Provision for possible loan losses as
  percent of net charge-offs                     98.79%        215.27

Reserve for possible loan losses as 
  percent of average loans outstanding            1.24%          1.39%

Reserve for possible loan losses as
  percent of nonperforming loans                129.24%         86.34%

15
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, 1995, there
were no significant concentrations of credit.

Although the ratio of the reserve for possible loan losses as a
percentage of nonperforming loans is lower than the Corporation's
peers, 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. 
Management believes that the reserve for possible loan losses and
nonperforming loans remain safely within acceptable levels during
1995.  

The Corporation adopted Financial Accounting Standards Board
Statement No. 114 "Accounting by Creditors for Impairment of a
Loan", as amended by Statement No. 118 "Accounting by Creditors
for Impairment of a Loan Income Recognition and Disclosures",
("FAS No. 118") effective January 1, 1995.  These statements
address the accounting by creditors, such as banks, for the
impairment of certain loans.  It requires that impaired loans
that are within the scope of this statement be 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.  The adoption of
FAS No. 118 did not have a material impact on the Corporation's
financial condition or results of operations.

As of June 30, 1995, the Corporation had a recorded investment in
impaired loans of $5.5 million with an average balance of $6.2
million for the six month period.  An allocation of the reserve
for possible loan losses in the amount of $778 thousand relates
to $3.5 million of the impaired loans.  Impaired loans totalling
$2.0 million have no reserve allocation, in accordance with FAS
No. 118.             

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
expected discounted cash flows, income is recorded on a cash
basis.  Income recorded on impaired loans during the first six
months of 1995 was $12 thousand.

16
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 $17.2 million in 1995.  Earnings
retention was $5.1 million, representing an earnings retention
rate of 41.8%.  The retained net income remains in permanent
capital to fund future growth and expansion.  Stock purchased by
the Employee Stock Ownership Plan (the "ESOP"), subject to the
debt of the Corporation, reduced equity by $500 thousand while
the loan repayments by the ESOP of debt guaranteed by the
Corporation increased equity by $535 thousand.  Amounts paid to
fund the discount on reinvested dividends reduced equity by $155
thousand.  The market value adjustment to securities available
for sale increased equity by $13.4 million resulting from a
rebound in market values as longer term interest rates decreased
in the first six months of 1995.  Treasury stock in the amount of
$1.5 million, acquired to satisfy outstanding stock option
commitments, reduced equity by a like amount, while reissuance of
Treasury stock to satisfy exercised options added $301 thousand.

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.  As of
June 30, 1995, the Corporation had a Tier I Capital to risk-
weighted assets ratio and total capital to risk-weighted assets
ratio of 16.93% and 18.20%, respectively and a minimum leverage
ratio of 9.97%.

17
FIRST COMMONWEALTH FINANCIAL CORPORATION AND CONSOLIDATED SUBSIDIARIES
                          PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

             Not applicable.

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

             Not applicable.

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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 10, 1995      /S/ Joseph E. O'Dell                
                             Joseph E. O'Dell, President and
                             Chief Executive Officer

DATED:  AUGUST 10, 1995      /S/ John J. Dolan                   
                             John J. Dolan, Sr. Vice President,
                             Comptroller, and Chief Financial
                             Officer

19