UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON D.C. 20549

                                    FORM 8-K

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

                         Date of Report: March 31, 2001

                     FIRST CHESAPEAKE FINANCIAL CORPORATION
             (Exact name of registrant as specified in its charter)

         Virginia                      0-21912                   54-1624428
(State of Incorporation)       (Commission File Number)       (I.R.S. Employer
                                                             Identification No.)
                              12 East Oregon Avenue
                             Philadelphia, PA 19148
                    (Address of Principal Executive Offices)

                       (215) 755-5691 Fax: (215) 836-4485
          (Registrant's telephone and fax number, including area code)
<PAGE>

Item 2. Acquisition or Disposition of Assets

         On January 31, 2001,  National Archives,  Inc., a 60% subsidiary of the
Company,  completed the sale of  essentially  all of its assets to Iron Mountain
Records  Management,  Inc. (the  "Purchaser")  under an Asset  Purchase and Sale
Agreement  (the  "Agreement")  dated as of  December  1,  2000.  Assets  consist
primarily of accounts  receivable,  long term contracts with customers,  certain
computer   hardware  and  software,   customer   deposits  and   non-competition
agreements.  Cash on hand and certain  fixed assets  consisting  of shelving and
racking for inventory were excluded from the transaction.  In addition, National
Archives,  Inc. and Mark Mendelson, an officer and director of the Company, each
entered in Noncompetition and Confidentiality Agreements with the Purchaser.

         The sale price was $195,000, subject to adjustment if certain financial
benchmarks as outlined in the Agreement are not attained.  The price was paid in
cash in two payments which were delivered to the Company on December 4, 2000 and
January 31, 2001.

         Effective  December 1, 2000,  the Purchaser  entered into a seven month
lease agreement for National Archives' Philadelphia,  PA warehouse premises with
Oregon Avenue  Associates,  Inc., a company  wholly-owned by Mark Mendelson,  an
officer and Director of the Company.


<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 hereunto duly authorized.

                                 FIRST CHESAPEAKE FINANCIAL CORPORATION
                                                Registrant

                                 By:  /s/ Mark Mendelson
                                     -------------------------------
                                      Mark Mendelson, Chairman,
                                      Chairman and Chief Executive Officer

                                 By:  /s/ Mark E. Glatz
                                     -------------------------------
                                      Mark E. Glatz
                                      Director and Chief Financial Officer
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UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON D.C. 20549

                                    FORM 8-K

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

                         Date of Report: March 31, 2001

                     FIRST CHESAPEAKE FINANCIAL CORPORATION
             (Exact name of registrant as specified in its charter)

         Virginia                      0-21912                   54-1624428
(State of Incorporation)       (Commission File Number)       (I.R.S. Employer
                                                             Identification No.)
                              12 East Oregon Avenue
                             Philadelphia, PA 19148
                    (Address of Principal Executive Offices)

                       (215) 755-5691 Fax: (215) 836-4485
          (Registrant's telephone and fax number, including area code)
Item 2. Acquisition or Disposition of Assets

         On January 31, 2001,  National Archives,  Inc., a 60% subsidiary of the
Company,  completed the sale of  essentially  all of its assets to Iron Mountain
Records  Management,  Inc. (the  "Purchaser")  under an Asset  Purchase and Sale
Agreement  (the  "Agreement")  dated as of  December  1,  2000.  Assets  consist
primarily of accounts  receivable,  long term contracts with customers,  certain
computer   hardware  and  software,   customer   deposits  and   non-competition
agreements.  Cash on hand and certain  fixed assets  consisting  of shelving and
racking for inventory were excluded from the transaction.  In addition, National
Archives,  Inc. and Mark Mendelson, an officer and director of the Company, each
entered in Noncompetition and Confidentiality Agreements with the Purchaser.

         The sale price was $195,000, subject to adjustment if certain financial
benchmarks as outlined in the Agreement are not attained.  The price was paid in
cash in two payments which were delivered to the Company on December 4, 2000 and
January 31, 2001.

         Effective  December 1, 2000,  the Purchaser  entered into a seven month
lease agreement for National Archives' Philadelphia,  PA warehouse premises with
Oregon Avenue  Associates,  Inc., a company  wholly-owned by Mark Mendelson,  an
officer and Director of the Company.
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 hereunto duly authorized.

                                 FIRST CHESAPEAKE FINANCIAL CORPORATION
                                                Registrant

                                 By:  /s/ Mark Mendelson
                                     -------------------------------
                                      Mark Mendelson, Chairman,
                                      Chairman and Chief Executive Officer

                                 By:  /s/ Mark E. Glatz
                                     -------------------------------
                                      Mark E. Glatz
                                      Director and Chief Financial Officer