UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, DC  20549


                                 FORM 8-K

                              CURRENT REPORT
    Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934


  Date of Report (Date of earliest event reported)   September 22, 1999
                                                   -----------------------

                         FIRST NORTHERN CAPITAL CORP.
            -------------------------------------------------------
            (Exact name of registrant as specified in its charter)


        WISCONSIN                  0-27982                  39-1830142
- ----------------------------   -------------------    ---------------------
(State or other jurisdiction    (Commission File         (IRS Employer
  of incorporation)                  Number)            Identification no.)


                           201 N. Monroe Avenue
                           Green Bay,  WI  54301
         Mailing Address:  PO Box 23100, Green Bay,  WI  54305-3100
    --------------------------------------------------------------------
       (Address of principal executive offices)          (Zip Code)


       Registrant's telephone number, including area code (920) 437-7101

<PAGE>

ITEM 4.	Changes in  Registrant's Certifying Accountant.

On September 9, 1999, the Audit Committee of the Board of Directors of First
Northern Capital Corp. (the "Registrant") recommended to the Board of Directors
the replacement of Ernst & Young LLP with Wipfli Ullrich Bertelson LLP as the
Registrant's independent certified public accountants for the year ended
December 31, 1999.  On September 16, 1999, the Board of Directors of the
Registrant accepted and approved the Audit Committee's recommendation.  Ernst
& Young LLP was notified of its dismissal, and Wipfli Ullrich Bertelson LLP
of its engagement, on September 22, 1999.

During the Registrant's two most recent fiscal years and through September 22,
1999, there were no disagreements with Ernst & Young LLP on any matter of
accounting principles or practices, financial statement disclosure, or auditing
scope or procedure, which disagreements, if not resolved to the satisfaction
of Ernst & Young LLP, would have caused that firm to make reference to the
subject matter of the disagreement in connection with its report.

Ernst & Young LLP's report on the Registrant's financial statements for the
past two years contained no adverse opinion or disclaimer of opinion and was
not qualified or modified as to uncertainty, audit scope, or accounting
principles.

During the Registrant's two most recent fiscal years and through September 22,
1999, there were no "reportable events" (as described in Regulation S-K
Item 304 (a) (1) (v)).

The Registrant has provided Ernst & Young LLP with a copy of the disclosures
contained herein and has requested that Ernst & Young LLP furnish it with a
letter addressed to the Securities and Exchange Commission stating whether it
agrees with the statements made by the Registrant herein and, if not, stating
the respects in which is does not agree.  A copy of Ernst & Young LLP's letter
dated September 29, 1999 is filed as Exhibit 16 to this Form 8-K.

<PAGE>


ITEM 7:	Financial Statements and Exhibits

(c) Exhibits.  See "Exhibit Index" on the last page of this report, which is
               incorporated herein by reference.


<PAGE>


                                 SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                     First Northern Capital Corp.


DATE:  September 29, 1999            BY:     /s/ Rick B. Colberg
                                         -----------------------------
                                         Rick B. Colberg
                                         Vice President and Chief Financial
                                         Officer

<PAGE>

                          FIRST NORTHERN CAPITAL CORP.

                                  Exhibit Index
                                       to
                              Form 8-K Current Report
                   Date of Event Reported: September 22, 1999


                                                                   Filed
Exhibit           Description                                     Herewith
- -------        ------------------                               ------------
  16      Letter of Ernst & Young LLP to the Securities
          and Exchange Commission                                     X
[{"type": "8-K", "sequence": "1", "secsgml_size_bytes": 4704}]
{"company-data": {"conformed-name": "FIRST NORTHERN CAPITAL CORP", "cik": "0001002213", "assigned-sic": "6036", "irs-number": "391830142", "state-of-incorporation": "WI", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-27982", "film-number": "99719479"}, "business-address": {"street1": "201 N MONROE AVE", "street2": "PO BOX 23100", "city": "GREEN BAY", "state": "WI", "zip": "54305", "phone": "4144377101"}, "mail-address": {"street1": "201 N MONROE AVE", "street2": "PO BOX 23100", "city": "GREEN BAY", "state": "WI", "zip": "54305"}}
UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, DC  20549

                                 FORM 8-K

                              CURRENT REPORT
    Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934

  Date of Report (Date of earliest event reported)   September 22, 1999
                                                   -----------------------

                         FIRST NORTHERN CAPITAL CORP.
            -------------------------------------------------------
            (Exact name of registrant as specified in its charter)

        WISCONSIN                  0-27982                  39-1830142
- ----------------------------   -------------------    ---------------------
(State or other jurisdiction    (Commission File         (IRS Employer
  of incorporation)                  Number)            Identification no.)

                           201 N. Monroe Avenue
                           Green Bay,  WI  54301
         Mailing Address:  PO Box 23100, Green Bay,  WI  54305-3100
    --------------------------------------------------------------------
       (Address of principal executive offices)          (Zip Code)

       Registrant's telephone number, including area code (920) 437-7101
ITEM 4.	Changes in  Registrant's Certifying Accountant.

On September 9, 1999, the Audit Committee of the Board of Directors of First
Northern Capital Corp. (the "Registrant") recommended to the Board of Directors
the replacement of Ernst & Young LLP with Wipfli Ullrich Bertelson LLP as the
Registrant's independent certified public accountants for the year ended
December 31, 1999.  On September 16, 1999, the Board of Directors of the
Registrant accepted and approved the Audit Committee's recommendation.  Ernst
& Young LLP was notified of its dismissal, and Wipfli Ullrich Bertelson LLP
of its engagement, on September 22, 1999.

During the Registrant's two most recent fiscal years and through September 22,
1999, there were no disagreements with Ernst & Young LLP on any matter of
accounting principles or practices, financial statement disclosure, or auditing
scope or procedure, which disagreements, if not resolved to the satisfaction
of Ernst & Young LLP, would have caused that firm to make reference to the
subject matter of the disagreement in connection with its report.

Ernst & Young LLP's report on the Registrant's financial statements for the
past two years contained no adverse opinion or disclaimer of opinion and was
not qualified or modified as to uncertainty, audit scope, or accounting
principles.

During the Registrant's two most recent fiscal years and through September 22,
1999, there were no "reportable events" (as described in Regulation S-K
Item 304 (a) (1) (v)).

The Registrant has provided Ernst & Young LLP with a copy of the disclosures
contained herein and has requested that Ernst & Young LLP furnish it with a
letter addressed to the Securities and Exchange Commission stating whether it
agrees with the statements made by the Registrant herein and, if not, stating
the respects in which is does not agree.  A copy of Ernst & Young LLP's letter
dated September 29, 1999 is filed as Exhibit 16 to this Form 8-K.
ITEM 7:	Financial Statements and Exhibits

(c) Exhibits.  See "Exhibit Index" on the last page of this report, which is
               incorporated herein by reference.
SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                     First Northern Capital Corp.

DATE:  September 29, 1999            BY:     /s/ Rick B. Colberg
                                         -----------------------------
                                         Rick B. Colberg
                                         Vice President and Chief Financial
                                         Officer
FIRST NORTHERN CAPITAL CORP.

                                  Exhibit Index
                                       to
                              Form 8-K Current Report
                   Date of Event Reported: September 22, 1999

                                                                   Filed
Exhibit           Description                                     Herewith
- -------        ------------------                               ------------
  16      Letter of Ernst & Young LLP to the Securities
          and Exchange Commission                                     X