Registration No. 333-_________


    As filed with the Securities and Exchange Commission on November 3, 2009


                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                              ___________________

                                    FORM S-8

                             REGISTRATION STATEMENT
                                     UNDER
                           THE SECURITIES ACT OF 1933



                First Federal of Northern Michigan Bancorp, Inc.
             (Exact Name of Registrant as Specified in its Charter)


            Maryland                                    32-0135202
(State or Other Jurisdiction of             (I.R.S. Employer Identification No.)
Incorporation or Organization)



                             100 South Second Avenue
                             Alpena, Michigan 49707
                    (Address of Principal Executive Offices)

                 First Federal of Northern Michigan Employees'
                    Savings & Profit Sharing Plan and Trust
                            (Full Title of the Plan)


                                   Copies to:



Mr. Michael W. Mahler                       Robert B. Pomerenk, Esquire
Chief Executive Officer                     Luse Gorman Pomerenk & Schick, P.C.
First Federal of Northern                   5335 Wisconsin Ave., N.W., Suite 780
Michigan Bancorp, Inc.                      Washington, DC 20015-2035
100 South Second Avenue                     (202) 274-2000
Alpena, Michigan 49707
(989) 356-9041
(Name, Address and Telephone Number
 of Agent for Service)


Indicate by check mark whether the registrant is a large  accelerated  filer, an
accelerated filer, a non-accelerated  filer, or a smaller reporting company. See
the definitions of "large accelerated  filer,"  "accelerated filer" and "smaller
reporting  company" in Rule 12b-2 of the  Securities  Exchange  Act of 1934,  as
amended. (Check one):

Large accelerated filer [ ]  Accelerated filer [ ]    Non-accelerated filer  [ ]
Smaller reporting company  [X]
                  (Do not check if a smaller reporting company)

                               __________________

If any of the  securities  being  registered on this Form are to be offered on a
delayed or continuous  basis  pursuant to Rule 415 under the  Securities  Act of
1933 check the following box. [X]


<PAGE>
<TABLE>
<CAPTION>

                         CALCULATION OF REGISTRATION FEE

===================================================================================================================

         Title of                                     Proposed               Proposed
        Securities                Amount               Maximum                Maximum               Amount of
          to be                   to be            Offering Price            Aggregate            Registration
        Registered            Registered(1)           Per Share           Offering Price               Fee
--------------------------------------------------------------------------------------------------------------------

<S>                                 <C>               <C>                     <C>                     <C>
Participation Interests             (1)                  __                     __                     (2)
--------------------------------------------------------------------------------------------------------------------
</TABLE>
-----------------------
(1)  Pursuant to Rule 416(c) under the Securities Act of 1933, this registration
     statement covers an indeterminate amount of interests to be offered or sold
     pursuant to the employee benefit plan described herein.
(2)  Pursuant to Rule 457(h)(3) no registration fee is required to be paid.

                               __________________

     This   Registration   Statement  shall  become  effective  upon  filing  in
accordance  with Section 8(a) of the  Securities  Act of 1933 and 17 C.F.R.  ss.
230.462.

                                       2

<PAGE>


PART I.

Items 1 and 2. Plan  Information  and Registrant  Information  and Employee Plan
               Annual Information

     This Registration Statement relates to the registration of an indeterminate
number of  participation  interests  in the First  Federal of Northern  Michigan
Employees'  Savings & Profit  Sharing  Plan and Trust  (the  "Plan").  Documents
containing the information required by Part I of the Registration Statement have
been or will be sent or given to  participants  in the Plan,  as specified  Rule
428(b)(1)   promulgated  by  the  Securities   and  Exchange   Commission   (the
"Commission")  under the  Securities  Act of 1933,  as amended (the  "Securities
Act").

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

Item 3. Incorporation of Documents by Reference

     The  following   documents   previously  or  concurrently  filed  with  the
Commission are hereby incorporated by reference in this Registration Statement:

     a) The Company's Prospectus (Commission File No. 333-121178) filed with the
Commission  on February 22, 2005  pursuant to Rule  424(b)(3) of the  Securities
Act;

     b) The Company's Annual Report on Form 10-K for the year ended December 31,
2008 (File No. 000-31957), filed with the Commission on March 31, 2009, pursuant
to Section 13(a) of the Securities Exchange Act of 1934, as amended;

     c) All other  reports  filed by the Company  pursuant  to Section  13(a) or
15(d) of the Securities  Exchange Act of 1934, as amended,  since the end of the
year covered by the Annual Report on Form 10-K referred to in (a) above; and

     d)  The  description  of  the  Company's  common  stock  contained  in  the
Registration  Statement on Form 8-A filed with the  Commission on March 22, 2005
(File No. 000-31957).

     e) The  Company's  Form 11-K for the Plan for the year ended  December  31,
2008 (File No. 000-31957),  filed with the Commission on June 29, 2009, pursuant
to Section 15(d) of the Securities Exchange Act of 1934, as amended.

     All  documents  subsequently  filed  by the  Company  with  the  Commission
pursuant to Sections 13(a),  13(c), 14, or 15(d) of the Securities  Exchange Act
of 1934,  as  amended,  after  the date  hereof,  and  prior to the  filing of a
post-effective amendment which indicates that all securities offered hereby have
been sold or which  deregisters all securities then remaining  unsold,  shall be
deemed  incorporated by reference into this  Registration  Statement and to be a
part  thereof  from the date of the  filing  of such  documents.  Any  statement
contained  in the  documents  incorporated,  or  deemed to be  incorporated,  by
reference  herein or therein  shall be deemed to be modified or  superseded  for
purposes of this Registration  Statement and the prospectus to the extent that a
statement  contained  herein  or  therein  or in any  other  subsequently  filed
document which also is, or is deemed to be,  incorporated by reference herein or
therein modifies or supersedes such statement. Any such statement so modified or
superseded  shall  not be  deemed,  except  as so  modified  or  superseded,  to
constitute a part of this Registration Statement and the prospectus.

     All information appearing in this Registration Statement and the prospectus
is qualified in its entirety by the detailed  information,  including  financial
statements,  appearing  in the  documents  incorporated  herein  or  therein  by
reference.

Item 4. Description of Securities

     Not applicable.

                                       3
<Page>
Item 5. Interests of Named Experts and Counsel

     None.

Item 6. Indemnification of Directors and Officers

     Articles 12 and 13 of the  Articles of  Incorporation  of First  Federal of
Northern Michigan Bancorp,  Inc. (the  "Corporation"),  set forth  circumstances
under which directors,  officers, employees and agents of the Corporation may be
insured or indemnified against liability which they incur in their capacities as
such.

     ARTICLE 12. Indemnification, etc. of Directors and Officers.

     A.  Indemnification.  The  Corporation  shall indemnify (1) its current and
former directors and officers, whether serving the Corporation or at its request
any other entity, to the fullest extent required or permitted by the MGCL now or
hereafter in force,  including the  advancement of expenses under the procedures
and to the fullest extent  permitted by law, and (2) other  employees and agents
to such extent as shall be authorized by the Board of Directors and permitted by
law;  provided,  however,  that,  except as  provided  in Section B hereof  with
respect to  proceedings to enforce rights to  indemnification,  the  Corporation
shall  indemnify any such  indemnitee in connection  with a proceeding  (or part
thereof)  initiated by such indemnitee only if such proceeding (or part thereof)
was authorized by the Board of Directors of the Corporation.

     B. Procedure.  If a claim under Section A of this Article 12 is not paid in
full by the  Corporation  within 60 days after a written claim has been received
by the  Corporation,  except  in the  case  of a  claim  for an  advancement  of
expenses,  in which case the applicable  period shall be 20 days, the indemnitee
may at any time  thereafter  bring suit against the  Corporation  to recover the
unpaid amount of the claim.  If successful in whole or in part in any such suit,
or in a suit brought by the  Corporation  to recover an  advancement of expenses
pursuant to the terms of an undertaking,  the indemnitee  shall also be entitled
to be reimbursed  the expense of prosecuting or defending such suit. It shall be
a defense to any action for advancement of expenses that the Corporation has not
received  both (i) an  undertaking  as required by law to repay such advances in
the event it shall ultimately be determined that the standard of conduct has not
been met and (ii) a written  affirmation  by the  indemnitee  of his good  faith
belief  that the  standard  of  conduct  necessary  for  indemnification  by the
Corporation has been met. In (i) any suit brought by the indemnitee to enforce a
right to indemnification  hereunder (but not in a suit brought by the indemnitee
to enforce a right to an  advancement  of expenses) it shall be a defense  that,
and (ii) any suit by the  Corporation  to recover  an  advancement  of  expenses
pursuant to the terms of an  undertaking  the  Corporation  shall be entitled to
recover such expenses upon a final adjudication that, the indemnitee has not met
the applicable  standard for  indemnification set forth in the MGCL. Neither the
failure of the Corporation (including its Board of Directors,  independent legal
counsel,  or its  stockholders)  to  have  made  a  determination  prior  to the
commencement  of such suit that  indemnification  of the indemnitee is proper in
the  circumstances  because the indemnitee  has met the  applicable  standard of
conduct set forth in the MGCL, nor an actual  determination  by the  Corporation
(including  its  Board  of  Directors,   independent   legal  counsel,   or  its
stockholders)  that the  indemnitee  has not met  such  applicable  standard  of
conduct,  shall  create  a  presumption  that  the  indemnitee  has  not met the
applicable  standard  of conduct  or, in the case of such a suit  brought by the
indemnitee,  be a defense to such suit. In any suit brought by the indemnitee to
enforce a right to indemnification  or to an advancement of expenses  hereunder,
or by the  Corporation  to recover an  advancement  of expenses  pursuant to the
terms of an  undertaking,  the  burden of  proving  that the  indemnitee  is not
entitled to be  indemnified,  or to such  advancement  of  expenses,  under this
Article 12 or otherwise shall be on the Corporation.

     C. Non-Exclusivity. The rights to indemnification and to the advancement of
expenses  conferred in this Article 12 shall not be exclusive of any other right
which  any  Person  may have or  hereafter  acquire  under  any  statute,  these
Articles,  the Corporation's Bylaws, any agreement,  any vote of stockholders or
the Board of Directors, or otherwise.

     D. Insurance.  The Corporation may maintain  insurance,  at its expense, to
protect itself and any director,  officer,  employee or agent of the Corporation
or another corporation,  partnership,  joint venture,  trust or other enterprise
against any expense,  liability or loss,  whether or not the  Corporation  would
have the power to indemnify such Person against such expense,  liability or loss
under the MGCL.

                                       4

<page>

     E. Miscellaneous. The Corporation shall not be liable for any payment under
this Article 12 in connection  with a claim made by any indemnitee to the extent
such  indemnitee  has otherwise  actually  received  payment under any insurance
policy,   agreement,  or  otherwise,  of  the  amounts  otherwise  indemnifiable
hereunder.  The rights to  indemnification  and to the  advancement  of expenses
conferred  in Sections A and B of this  Article 12 shall be contract  rights and
such rights shall  continue as to an indemnitee  who has ceased to be a director
or officer and shall inure to the benefit of the indemnitee's  heirs,  executors
and administrators.

     Any repeal or modification of this Article 12 shall not in any way diminish
any rights to  indemnification  or  advancement  of expenses of such director or
officer or the obligations of the Corporation  arising hereunder with respect to
events occurring, or claims made, while this Article 12 is in force.

     ARTICLE  13.  Limitation  of  Liability.  An  officer  or  director  of the
Corporation, as such, shall not be liable to the Corporation or its stockholders
for money  damages,  except (A) to the extent  that it is proved that the Person
actually  received an improper benefit or profit in money,  property or services
for the amount of the benefit or profit in money,  property or services actually
received;  (B) to the extent that a judgment or other final adjudication adverse
to the Person is entered in a  proceeding  based on a finding in the  proceeding
that the  Person's  action,  or  failure  to act,  was the  result of active and
deliberate dishonesty and was material to the cause of action adjudicated in the
proceeding;  or (C) to the extent otherwise provided by the MGCL. If the MGCL is
amended to further  eliminate  or limit the  Personal  liability of officers and
directors, then the liability of officers and directors of the Corporation shall
be  eliminated  or limited to the fullest  extent  permitted by the MGCL,  as so
amended.

     Any repeal or modification of the foregoing  paragraph by the  stockholders
of the  Corporation  shall not  adversely  affect any right or  protection  of a
director  or officer of the  Corporation  existing at the time of such repeal or
modification.

Item 7. Exemption From Registration Claimed.

     Not applicable.

Item 8. List of Exhibits.
<TABLE>
<CAPTION>

Regulation S-K                                                         Reference to Prior Filing or
Exhibit Number                      Document                           Exhibit No. Attached Hereto

<S>      <C>
         4        Form of Common Stock Certificate                              *

         5        Opinion of Luse Gorman Pomerenk & Schick, P.C.                Attached as Exhibit 5

         23.1     Consent of Luse Gorman Pomerenk & Schick, P.C.                Contained in Exhibit 5

         23.2     Consent of Independent Registered Public Accounting Firm      Attached as Exhibit 23.2

         24       Power of Attorney                                             Contained on Signature Page

         99       Prospectus Supplement                                         **
</TABLE>
_________________________
*    Incorporated  by  reference to Exhibit 4 to the  Registration  Statement on
     Form SB-2 (File No.  333-121178)  originally filed by the Company under the
     Securities  Act of 1933,  with the Commission on December 10, 2004, and all
     amendments or reports filed for the purpose of updating such description.
**   Incorporated by reference to the Prospectus Supplement (Commission File No.
     333-121178)  filed  by the  Company  under  the  Securities  Act  with  the
     Commission on February 22, 2005.

Item 9. Undertakings

     The undersigned registrant hereby undertakes:

                                       5
<page>

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

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

     3. To remove from  registration by means of a post-effective  amendment any
of the securities being registered which remain unsold at the termination of the
Plan;

     4. That, for purposes of determining any liability under the Securities Act
of 1933, each filing of the Company's annual report pursuant to Section 13(a) or
15(d) of the Securities  Exchange Act of 1934 that is  incorporated by reference
in the Registration Statement shall be deemed to be a new Registration Statement
relating to the securities offered therein,  and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof; and

     5. Insofar as indemnification  for liabilities arising under the Securities
Act of 1933 may be permitted to directors,  officers and controlling  persons of
the Company pursuant to the foregoing provisions,  or otherwise, the Company has
been advised that in the opinion of the Securities and Exchange  Commission such
indemnification  is  against  public  policy  as  expressed  in the  Act and is,
therefore,  unenforceable. In the event that a claim for indemnification against
such liabilities  (other than the payment by the Company of expenses incurred or
paid  by a  director,  officer  or  controlling  person  of the  Company  in the
successful  defense of any  action,  suit or  proceeding)  is  asserted  by such
director,  officer or controlling person in connection with the securities being
registered,  the Company  will,  unless in the opinion of its counsel the matter
has been  settled by  controlling  precedent,  submit to a court of  appropriate
jurisdiction the question whether such  indemnification  by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.


                                       6


<PAGE>



                                   SIGNATURES

     The Registrant. Pursuant to the requirements of the Securities Act of 1933,
the registrant certifies that it has reasonable grounds to believe that it meets
all of the  requirements  for  filing  on  Form  S-8 and has  duly  caused  this
Registration  Statement  on  Form  S-8  to  be  signed  on  its  behalf  by  the
undersigned,  thereunto  duly  authorized,  in the  city  of  Alpena,  state  of
Michigan, on this 20th day of October, 2009.


                                              FIRST FEDERAL OF NORTHERN MICHIGAN
                                              BANCORP, INC.



                                         By: /s/ Michael W. Mahler
                                             Michael W. Mahler
                                             Chief Executive Officer
                                             (Duly Authorized Representative)

                                POWER OF ATTORNEY

     We, the  undersigned  directors  and officers of First  Federal of Northern
Michigan Bancorp,  Inc. (the "Company") hereby severally  constitute and appoint
Michael W. Mahler,  as our true and lawful attorney and agent, to do any and all
things in our names in the  capacities  indicated  below  which said  Michael W.
Mahler may deem  necessary or advisable to enable the Company to comply with the
Securities  Act of 1933,  and any rules,  regulations  and  requirements  of the
Securities  and Exchange  Commission,  in connection  with the  registration  of
participation  interests under the First Federal of Northern Michigan Employees'
Savings & Profit Sharing Plan and Trust, including specifically, but not limited
to, power and authority to sign for us in our names in the capacities  indicated
below  the  registration   statement  and  any  and  all  amendments  (including
post-effective  amendments) thereto;  and we hereby approve,  ratify and confirm
all that said Michael W. Mahler shall do or cause to be done by virtue thereof.

     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
Registration  Statement on Form S-8 has been signed by the following  persons in
the capacities and on the date indicated.

<TABLE>
<CAPTION>

<S>                                        <C>                                     <C>
Signatures                                  Title                                       Date
----------                                  ------                                      -----


/s/ Michael W. Mahler                       Director and                                October 20, 2009
------------------------------------        Chief Executive Officer
Michael W. Mahler                           (Principal Executive Officer)



/s/ Amy E. Essex                            Chief Financial Officer,                    October 20, 2009
------------------------------------        Treasurer and Corporate Secretary
Amy E. Essex                                (Principal Financial and Accounting
                                             Officer)


/s/ Martin A. Thomson                       Chairman                                    October 20, 2009
------------------------------------
Martin A. Thomson
</TABLE>


<page>

<TABLE>
<CAPTION>

<S>                                         <C>                                         <C>
/s/ Gary VanMassenhove                      Director                                    October 20, 2009
------------------------------------
Gary VanMassenhove



/s/ James C. Rapin                          Director                                    October 20, 2009
------------------------------------
James C. Rapin



/s/ Keith Wallace                           Director                                    October 20, 2009
------------------------------------
Keith Wallace



/s/ Thomas R. Townsend                      Director                                    October 20, 2009
------------------------------------
Thomas R. Townsend


</TABLE>


<PAGE>


     The Plan.  Pursuant to the  requirements of the Securities Act of 1933, the
trustees  (or other  persons  who  administer  the Plan) have duly  caused  this
registration statement to be signed on its behalf by the undersigned,  thereunto
duly authorized, in the city of Alpena, state of Michigan, on October 20, 2009.



                                         First Federal of Northern Michigan
                                         Employees' Savings & Profit Sharing
                                         Plan and Trust


                                         By: /s/ Joseph W. Gentry II
                                         Title:   Vice President Human Resources
                                                  Plan Administrator

<PAGE>



                                  EXHIBIT INDEX
<TABLE>
<CAPTION>

Regulation S-K                                                         Reference to Prior Filing or
Exhibit Number                      Document                           Exhibit No. Attached Hereto
---------------                     --------                           ---------------------------

<S>      <C>                                                                  <C>
         4        Form of Common Stock Certificate                              *

         5        Opinion of Luse Gorman Pomerenk & Schick, P.C.                Attached as Exhibit 5

         23.1     Consent of Luse Gorman Pomerenk & Schick, P.C.                Contained in Exhibit 5

         23.2     Consent of Independent Registered Public Accounting Firm      Attached as Exhibit 23.2

         24       Power of Attorney                                             Contained on Signature Page

         99       Prospectus Supplement                                         **
</TABLE>
 ____________________
*    Incorporated  by  reference to Exhibit 4 to the  Registration  Statement on
     Form SB-2 (File No.  333-121178)  originally filed by the Company under the
     Securities  Act of 1933,  with the Commission on December 10, 2004, and all
     amendments or reports filed for the purpose of updating such description.
**   Incorporated by reference to the Prospectus Supplement (Commission File No.
     333-121178)  filed  by the  Company  under  the  Securities  Act  with  the
     Commission on February 22, 2005.
[{"type": "S-8", "sequence": "1", "filename": "forms8_102009.txt", "description": "FORM S-8", "secsgml_size_bytes": 25932}]
{"company-data": {"conformed-name": "First Federal of Northern Michigan Bancorp, Inc.", "cik": "0001128227", "assigned-sic": "6021", "irs-number": "383567362", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-162801", "film-number": "091150681"}, "business-address": {"street1": "100 SOUTH SECOND AVENUE", "city": "ALPNEA", "state": "MI", "zip": "49707", "phone": "(989) 356-9041"}, "mail-address": {"street1": "100 SOUTH SECOND AVENUE", "city": "ALPENA", "state": "MI", "zip": "49707"}, "former-company": {"former-conformed-name": "ALPENA BANCSHARES INC", "date-changed": "20001114"}}
Registration No. 333-_________

    As filed with the Securities and Exchange Commission on November 3, 2009

                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                              ___________________

                                    FORM S-8

                             REGISTRATION STATEMENT
                                     UNDER
                           THE SECURITIES ACT OF 1933

                First Federal of Northern Michigan Bancorp, Inc.
             (Exact Name of Registrant as Specified in its Charter)

            Maryland                                    32-0135202
(State or Other Jurisdiction of             (I.R.S. Employer Identification No.)
Incorporation or Organization)

                             100 South Second Avenue
                             Alpena, Michigan 49707
                    (Address of Principal Executive Offices)

                 First Federal of Northern Michigan Employees'
                    Savings & Profit Sharing Plan and Trust
                            (Full Title of the Plan)

                                   Copies to:

Mr. Michael W. Mahler                       Robert B. Pomerenk, Esquire
Chief Executive Officer                     Luse Gorman Pomerenk & Schick, P.C.
First Federal of Northern                   5335 Wisconsin Ave., N.W., Suite 780
Michigan Bancorp, Inc.                      Washington, DC 20015-2035
100 South Second Avenue                     (202) 274-2000
Alpena, Michigan 49707
(989) 356-9041
(Name, Address and Telephone Number
 of Agent for Service)

Indicate by check mark whether the registrant is a large  accelerated  filer, an
accelerated filer, a non-accelerated  filer, or a smaller reporting company. See
the definitions of "large accelerated  filer,"  "accelerated filer" and "smaller
reporting  company" in Rule 12b-2 of the  Securities  Exchange  Act of 1934,  as
amended. (Check one):

Large accelerated filer [ ]  Accelerated filer [ ]    Non-accelerated filer  [ ]
Smaller reporting company  [X]
                  (Do not check if a smaller reporting company)

                               __________________

If any of the  securities  being  registered on this Form are to be offered on a
delayed or continuous  basis  pursuant to Rule 415 under the  Securities  Act of
1933 check the following box. [X]
CALCULATION OF REGISTRATION FEE

===================================================================================================================

         Title of                                     Proposed               Proposed
        Securities                Amount               Maximum                Maximum               Amount of
          to be                   to be            Offering Price            Aggregate            Registration
        Registered            Registered(1)           Per Share           Offering Price               Fee
--------------------------------------------------------------------------------------------------------------------
Participation Interests             (1)                  __                     __                     (2)
--------------------------------------------------------------------------------------------------------------------
-----------------------
(1)  Pursuant to Rule 416(c) under the Securities Act of 1933, this registration
     statement covers an indeterminate amount of interests to be offered or sold
     pursuant to the employee benefit plan described herein.
(2)  Pursuant to Rule 457(h)(3) no registration fee is required to be paid.

                               __________________

     This   Registration   Statement  shall  become  effective  upon  filing  in
accordance  with Section 8(a) of the  Securities  Act of 1933 and 17 C.F.R.  ss.
230.462.

                                       2
PART I.

Items 1 and 2. Plan  Information  and Registrant  Information  and Employee Plan
               Annual Information

     This Registration Statement relates to the registration of an indeterminate
number of  participation  interests  in the First  Federal of Northern  Michigan
Employees'  Savings & Profit  Sharing  Plan and Trust  (the  "Plan").  Documents
containing the information required by Part I of the Registration Statement have
been or will be sent or given to  participants  in the Plan,  as specified  Rule
428(b)(1)   promulgated  by  the  Securities   and  Exchange   Commission   (the
"Commission")  under the  Securities  Act of 1933,  as amended (the  "Securities
Act").

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

Item 3. Incorporation of Documents by Reference

     The  following   documents   previously  or  concurrently  filed  with  the
Commission are hereby incorporated by reference in this Registration Statement:

     a) The Company's Prospectus (Commission File No. 333-121178) filed with the
Commission  on February 22, 2005  pursuant to Rule  424(b)(3) of the  Securities
Act;

     b) The Company's Annual Report on Form 10-K for the year ended December 31,
2008 (File No. 000-31957), filed with the Commission on March 31, 2009, pursuant
to Section 13(a) of the Securities Exchange Act of 1934, as amended;

     c) All other  reports  filed by the Company  pursuant  to Section  13(a) or
15(d) of the Securities  Exchange Act of 1934, as amended,  since the end of the
year covered by the Annual Report on Form 10-K referred to in (a) above; and

     d)  The  description  of  the  Company's  common  stock  contained  in  the
Registration  Statement on Form 8-A filed with the  Commission on March 22, 2005
(File No. 000-31957).

     e) The  Company's  Form 11-K for the Plan for the year ended  December  31,
2008 (File No. 000-31957),  filed with the Commission on June 29, 2009, pursuant
to Section 15(d) of the Securities Exchange Act of 1934, as amended.

     All  documents  subsequently  filed  by the  Company  with  the  Commission
pursuant to Sections 13(a),  13(c), 14, or 15(d) of the Securities  Exchange Act
of 1934,  as  amended,  after  the date  hereof,  and  prior to the  filing of a
post-effective amendment which indicates that all securities offered hereby have
been sold or which  deregisters all securities then remaining  unsold,  shall be
deemed  incorporated by reference into this  Registration  Statement and to be a
part  thereof  from the date of the  filing  of such  documents.  Any  statement
contained  in the  documents  incorporated,  or  deemed to be  incorporated,  by
reference  herein or therein  shall be deemed to be modified or  superseded  for
purposes of this Registration  Statement and the prospectus to the extent that a
statement  contained  herein  or  therein  or in any  other  subsequently  filed
document which also is, or is deemed to be,  incorporated by reference herein or
therein modifies or supersedes such statement. Any such statement so modified or
superseded  shall  not be  deemed,  except  as so  modified  or  superseded,  to
constitute a part of this Registration Statement and the prospectus.

     All information appearing in this Registration Statement and the prospectus
is qualified in its entirety by the detailed  information,  including  financial
statements,  appearing  in the  documents  incorporated  herein  or  therein  by
reference.

Item 4. Description of Securities

     Not applicable.

                                       3
Item 5. Interests of Named Experts and Counsel

     None.

Item 6. Indemnification of Directors and Officers

     Articles 12 and 13 of the  Articles of  Incorporation  of First  Federal of
Northern Michigan Bancorp,  Inc. (the  "Corporation"),  set forth  circumstances
under which directors,  officers, employees and agents of the Corporation may be
insured or indemnified against liability which they incur in their capacities as
such.

     ARTICLE 12. Indemnification, etc. of Directors and Officers.

     A.  Indemnification.  The  Corporation  shall indemnify (1) its current and
former directors and officers, whether serving the Corporation or at its request
any other entity, to the fullest extent required or permitted by the MGCL now or
hereafter in force,  including the  advancement of expenses under the procedures
and to the fullest extent  permitted by law, and (2) other  employees and agents
to such extent as shall be authorized by the Board of Directors and permitted by
law;  provided,  however,  that,  except as  provided  in Section B hereof  with
respect to  proceedings to enforce rights to  indemnification,  the  Corporation
shall  indemnify any such  indemnitee in connection  with a proceeding  (or part
thereof)  initiated by such indemnitee only if such proceeding (or part thereof)
was authorized by the Board of Directors of the Corporation.

     B. Procedure.  If a claim under Section A of this Article 12 is not paid in
full by the  Corporation  within 60 days after a written claim has been received
by the  Corporation,  except  in the  case  of a  claim  for an  advancement  of
expenses,  in which case the applicable  period shall be 20 days, the indemnitee
may at any time  thereafter  bring suit against the  Corporation  to recover the
unpaid amount of the claim.  If successful in whole or in part in any such suit,
or in a suit brought by the  Corporation  to recover an  advancement of expenses
pursuant to the terms of an undertaking,  the indemnitee  shall also be entitled
to be reimbursed  the expense of prosecuting or defending such suit. It shall be
a defense to any action for advancement of expenses that the Corporation has not
received  both (i) an  undertaking  as required by law to repay such advances in
the event it shall ultimately be determined that the standard of conduct has not
been met and (ii) a written  affirmation  by the  indemnitee  of his good  faith
belief  that the  standard  of  conduct  necessary  for  indemnification  by the
Corporation has been met. In (i) any suit brought by the indemnitee to enforce a
right to indemnification  hereunder (but not in a suit brought by the indemnitee
to enforce a right to an  advancement  of expenses) it shall be a defense  that,
and (ii) any suit by the  Corporation  to recover  an  advancement  of  expenses
pursuant to the terms of an  undertaking  the  Corporation  shall be entitled to
recover such expenses upon a final adjudication that, the indemnitee has not met
the applicable  standard for  indemnification set forth in the MGCL. Neither the
failure of the Corporation (including its Board of Directors,  independent legal
counsel,  or its  stockholders)  to  have  made  a  determination  prior  to the
commencement  of such suit that  indemnification  of the indemnitee is proper in
the  circumstances  because the indemnitee  has met the  applicable  standard of
conduct set forth in the MGCL, nor an actual  determination  by the  Corporation
(including  its  Board  of  Directors,   independent   legal  counsel,   or  its
stockholders)  that the  indemnitee  has not met  such  applicable  standard  of
conduct,  shall  create  a  presumption  that  the  indemnitee  has  not met the
applicable  standard  of conduct  or, in the case of such a suit  brought by the
indemnitee,  be a defense to such suit. In any suit brought by the indemnitee to
enforce a right to indemnification  or to an advancement of expenses  hereunder,
or by the  Corporation  to recover an  advancement  of expenses  pursuant to the
terms of an  undertaking,  the  burden of  proving  that the  indemnitee  is not
entitled to be  indemnified,  or to such  advancement  of  expenses,  under this
Article 12 or otherwise shall be on the Corporation.

     C. Non-Exclusivity. The rights to indemnification and to the advancement of
expenses  conferred in this Article 12 shall not be exclusive of any other right
which  any  Person  may have or  hereafter  acquire  under  any  statute,  these
Articles,  the Corporation's Bylaws, any agreement,  any vote of stockholders or
the Board of Directors, or otherwise.

     D. Insurance.  The Corporation may maintain  insurance,  at its expense, to
protect itself and any director,  officer,  employee or agent of the Corporation
or another corporation,  partnership,  joint venture,  trust or other enterprise
against any expense,  liability or loss,  whether or not the  Corporation  would
have the power to indemnify such Person against such expense,  liability or loss
under the MGCL.

                                       4
E. Miscellaneous. The Corporation shall not be liable for any payment under
this Article 12 in connection  with a claim made by any indemnitee to the extent
such  indemnitee  has otherwise  actually  received  payment under any insurance
policy,   agreement,  or  otherwise,  of  the  amounts  otherwise  indemnifiable
hereunder.  The rights to  indemnification  and to the  advancement  of expenses
conferred  in Sections A and B of this  Article 12 shall be contract  rights and
such rights shall  continue as to an indemnitee  who has ceased to be a director
or officer and shall inure to the benefit of the indemnitee's  heirs,  executors
and administrators.

     Any repeal or modification of this Article 12 shall not in any way diminish
any rights to  indemnification  or  advancement  of expenses of such director or
officer or the obligations of the Corporation  arising hereunder with respect to
events occurring, or claims made, while this Article 12 is in force.

     ARTICLE  13.  Limitation  of  Liability.  An  officer  or  director  of the
Corporation, as such, shall not be liable to the Corporation or its stockholders
for money  damages,  except (A) to the extent  that it is proved that the Person
actually  received an improper benefit or profit in money,  property or services
for the amount of the benefit or profit in money,  property or services actually
received;  (B) to the extent that a judgment or other final adjudication adverse
to the Person is entered in a  proceeding  based on a finding in the  proceeding
that the  Person's  action,  or  failure  to act,  was the  result of active and
deliberate dishonesty and was material to the cause of action adjudicated in the
proceeding;  or (C) to the extent otherwise provided by the MGCL. If the MGCL is
amended to further  eliminate  or limit the  Personal  liability of officers and
directors, then the liability of officers and directors of the Corporation shall
be  eliminated  or limited to the fullest  extent  permitted by the MGCL,  as so
amended.

     Any repeal or modification of the foregoing  paragraph by the  stockholders
of the  Corporation  shall not  adversely  affect any right or  protection  of a
director  or officer of the  Corporation  existing at the time of such repeal or
modification.

Item 7. Exemption From Registration Claimed.

     Not applicable.

Item 8. List of Exhibits.
Regulation S-K                                                         Reference to Prior Filing or
Exhibit Number                      Document                           Exhibit No. Attached Hereto
4        Form of Common Stock Certificate                              *

         5        Opinion of Luse Gorman Pomerenk & Schick, P.C.                Attached as Exhibit 5

         23.1     Consent of Luse Gorman Pomerenk & Schick, P.C.                Contained in Exhibit 5

         23.2     Consent of Independent Registered Public Accounting Firm      Attached as Exhibit 23.2

         24       Power of Attorney                                             Contained on Signature Page

         99       Prospectus Supplement                                         **
_________________________
*    Incorporated  by  reference to Exhibit 4 to the  Registration  Statement on
     Form SB-2 (File No.  333-121178)  originally filed by the Company under the
     Securities  Act of 1933,  with the Commission on December 10, 2004, and all
     amendments or reports filed for the purpose of updating such description.
**   Incorporated by reference to the Prospectus Supplement (Commission File No.
     333-121178)  filed  by the  Company  under  the  Securities  Act  with  the
     Commission on February 22, 2005.

Item 9. Undertakings

     The undersigned registrant hereby undertakes:

                                       5
1. To file,  during any period in which  offers or sales are being made,  a
post-effective  amendment to this Registration Statement to include any material
information with respect to the plan of distribution not previously disclosed in
this  Registration  Statement or any material change to such information in this
Registration Statement;

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

     3. To remove from  registration by means of a post-effective  amendment any
of the securities being registered which remain unsold at the termination of the
Plan;

     4. That, for purposes of determining any liability under the Securities Act
of 1933, each filing of the Company's annual report pursuant to Section 13(a) or
15(d) of the Securities  Exchange Act of 1934 that is  incorporated by reference
in the Registration Statement shall be deemed to be a new Registration Statement
relating to the securities offered therein,  and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof; and

     5. Insofar as indemnification  for liabilities arising under the Securities
Act of 1933 may be permitted to directors,  officers and controlling  persons of
the Company pursuant to the foregoing provisions,  or otherwise, the Company has
been advised that in the opinion of the Securities and Exchange  Commission such
indemnification  is  against  public  policy  as  expressed  in the  Act and is,
therefore,  unenforceable. In the event that a claim for indemnification against
such liabilities  (other than the payment by the Company of expenses incurred or
paid  by a  director,  officer  or  controlling  person  of the  Company  in the
successful  defense of any  action,  suit or  proceeding)  is  asserted  by such
director,  officer or controlling person in connection with the securities being
registered,  the Company  will,  unless in the opinion of its counsel the matter
has been  settled by  controlling  precedent,  submit to a court of  appropriate
jurisdiction the question whether such  indemnification  by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.

                                       6
SIGNATURES

     The Registrant. Pursuant to the requirements of the Securities Act of 1933,
the registrant certifies that it has reasonable grounds to believe that it meets
all of the  requirements  for  filing  on  Form  S-8 and has  duly  caused  this
Registration  Statement  on  Form  S-8  to  be  signed  on  its  behalf  by  the
undersigned,  thereunto  duly  authorized,  in the  city  of  Alpena,  state  of
Michigan, on this 20th day of October, 2009.

                                              FIRST FEDERAL OF NORTHERN MICHIGAN
                                              BANCORP, INC.

                                         By: /s/ Michael W. Mahler
                                             Michael W. Mahler
                                             Chief Executive Officer
                                             (Duly Authorized Representative)

                                POWER OF ATTORNEY

     We, the  undersigned  directors  and officers of First  Federal of Northern
Michigan Bancorp,  Inc. (the "Company") hereby severally  constitute and appoint
Michael W. Mahler,  as our true and lawful attorney and agent, to do any and all
things in our names in the  capacities  indicated  below  which said  Michael W.
Mahler may deem  necessary or advisable to enable the Company to comply with the
Securities  Act of 1933,  and any rules,  regulations  and  requirements  of the
Securities  and Exchange  Commission,  in connection  with the  registration  of
participation  interests under the First Federal of Northern Michigan Employees'
Savings & Profit Sharing Plan and Trust, including specifically, but not limited
to, power and authority to sign for us in our names in the capacities  indicated
below  the  registration   statement  and  any  and  all  amendments  (including
post-effective  amendments) thereto;  and we hereby approve,  ratify and confirm
all that said Michael W. Mahler shall do or cause to be done by virtue thereof.

     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
Registration  Statement on Form S-8 has been signed by the following  persons in
the capacities and on the date indicated.
Signatures                                  Title                                       Date
----------                                  ------                                      -----

/s/ Michael W. Mahler                       Director and                                October 20, 2009
------------------------------------        Chief Executive Officer
Michael W. Mahler                           (Principal Executive Officer)

/s/ Amy E. Essex                            Chief Financial Officer,                    October 20, 2009
------------------------------------        Treasurer and Corporate Secretary
Amy E. Essex                                (Principal Financial and Accounting
                                             Officer)

/s/ Martin A. Thomson                       Chairman                                    October 20, 2009
------------------------------------
Martin A. Thomson
/s/ Gary VanMassenhove                      Director                                    October 20, 2009
------------------------------------
Gary VanMassenhove

/s/ James C. Rapin                          Director                                    October 20, 2009
------------------------------------
James C. Rapin

/s/ Keith Wallace                           Director                                    October 20, 2009
------------------------------------
Keith Wallace

/s/ Thomas R. Townsend                      Director                                    October 20, 2009
------------------------------------
Thomas R. Townsend
The Plan.  Pursuant to the  requirements of the Securities Act of 1933, the
trustees  (or other  persons  who  administer  the Plan) have duly  caused  this
registration statement to be signed on its behalf by the undersigned,  thereunto
duly authorized, in the city of Alpena, state of Michigan, on October 20, 2009.

                                         First Federal of Northern Michigan
                                         Employees' Savings & Profit Sharing
                                         Plan and Trust

                                         By: /s/ Joseph W. Gentry II
                                         Title:   Vice President Human Resources
                                                  Plan Administrator
EXHIBIT INDEX
Regulation S-K                                                         Reference to Prior Filing or
Exhibit Number                      Document                           Exhibit No. Attached Hereto
---------------                     --------                           ---------------------------
4        Form of Common Stock Certificate                              *

         5        Opinion of Luse Gorman Pomerenk & Schick, P.C.                Attached as Exhibit 5

         23.1     Consent of Luse Gorman Pomerenk & Schick, P.C.                Contained in Exhibit 5

         23.2     Consent of Independent Registered Public Accounting Firm      Attached as Exhibit 23.2

         24       Power of Attorney                                             Contained on Signature Page

         99       Prospectus Supplement                                         **
____________________
*    Incorporated  by  reference to Exhibit 4 to the  Registration  Statement on
     Form SB-2 (File No.  333-121178)  originally filed by the Company under the
     Securities  Act of 1933,  with the Commission on December 10, 2004, and all
     amendments or reports filed for the purpose of updating such description.
**   Incorporated by reference to the Prospectus Supplement (Commission File No.
     333-121178)  filed  by the  Company  under  the  Securities  Act  with  the
     Commission on February 22, 2005.