Registration No. 333-______

      As filed with the Securities and Exchange Commission on May 17, 2007

                       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)

                               Martin A. Thomson
                             Chief Executive Officer
                             100 South Second Avenue
                             Alpena, Michigan 49707
                    (Name and Address of Agent for Service)

                First Federal of Northern Michigan Bancorp, Inc.
             2006 Stock-Based Incentive Plan(Full Title of the Plan)
             -------------------------------------------------------

                                   Copies to:

        Martin A. Thomson                      Robert B. Pomerenk, Esquire
     Chief Executive Officer                     Steven Lanter, Esquire
First Federal of Northern Michigan         Luse Gorman Pomerenk & Schick, P.C.
         Bancorp, Inc.                    5335 Wisconsin Ave., N.W., Suite 400
      100 South Second Avenue                   Washington, D.C.  20015
      Alpena, Michigan  49707                       (202) 274-2000
        (989) 356-9041
   (Name, Address and Telephone
   Number of Agent for Service)


<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>
Common stock, par value
$0.01 per share                  47,700 (2)           $9.10 (6)               $427,700                  $14
--------------------------------------------------------------------------------------------------------------------

Common stock, par value
$0.01 per share                  87,680 (3)           $9.65 (5)             $1,673,175                  $52
--------------------------------------------------------------------------------------------------------------------

Common stock, par value
$0.01 per share                 107,360 (4)           $9.10 (6)               $976,976                  $30
--------------------------------------------------------------------------------------------------------------------

TOTALS                            242,740                                   $3,077,851                  $96
--------------------------------------------------------------------------------------------------------------------

-----------------------
(1)  Together with an indeterminate number of additional shares that may be
     necessary to adjust the number of shares reserved for issuance pursuant to
     the First Federal of Northern Michigan Bancorp, Inc. 2006 Stock-Based
     Incentive Plan (the "Stock Incentive Plan") as a result of a stock split,
     stock dividend or similar adjustment of the outstanding common stock of
     First Federal of Northern Michigan Bancorp, Inc. (the "Company") pursuant
     to 17 C.F.R. Section 230.416(a).
(2)  Represents the number of shares of common stock awarded as restricted stock
     but not vested under the Stock Benefit Plan. (3) Represents the number of
     shares of common stock currently reserved for issuance for options granted
     pursuant to the Stock
     Benefit Plan
(4)  Represents the number of shares of common stock reserved for issuance under
     the Stock Benefit Plan for any future grants of restricted stock or stock
     options.
(5)  Determined  pursuant to 17 C.F.R.  Section  230.457(h)(1) and 17 C.F.R.
     Section 230.457(c).
(6)  Determined pursuant to 17 C.F.R. Section 230.457(h)(1).

                          ---------------------------

     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.
</TABLE>


<PAGE>


PART I.

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

         The documents containing the information specified in Parts I and II of
Form  S-8  have  been or will be sent or  given  to  participants  in the  Stock
Incentive Plan as specified by 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 Annual  Report on Form  10-KSB of the Company for the year ended
December 31, 2006 (Commission File No. 000-31957),  filed with the Commission on
April 2, 2007  pursuant to Section 13(a) of the  Securities  and Exchange Act of
1934, as amended (the "Exchange Act");

         b) All other reports filed by the Company  pursuant to Section 13(a) or
15(d) of the Exchange Act since the end of the year covered by the Annual Report
on Form 10-KSB referred to in (a) above; and

         c) The  description  of the  Company's  common  stock  contained in the
Registration Statement on Form 8-A filed with the SEC on March 22, 2005

         All  documents  subsequently  filed by the Company with the  Commission
pursuant to Sections 13(a),  13(c),  14, or 15(d) of the Exchange Act, 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.

Item 5.  Interests of Named Experts and Counsel

         None.

<PAGE>
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.

         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

<PAGE>

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>                                                           <C>
         4        Form of Common Stock Certificate                              *

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

         10       First Federal of Northern Michigan Bancorp, Inc.
                  2006 Stock-Based Incentive Plan                               **

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

         23.2     Consent of Plante & Moran, PLLC                               Attached as Exhibit 23.2

         24       Power of Attorney                                             Contained on Signature Page

-------------------------
*     Incorporated by reference to Exhibit 4 to the Registration Statement on
      Form SB-2 (Commission 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 Appendix A to the proxy statement for the
      Company's 2006 Annual Meeting of Shareholders (Commission File No.
      000-31957), filed by the Company under the Securities Exchange Act of
      1934, on April 10, 2006.
</TABLE>
<PAGE>
Item 9.  Undertakings

         The undersigned Registrant hereby undertakes:

         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.



<PAGE>



                                   SIGNATURES

     The Registrant. Pursuant to the requirements of the Securities Act of 1933,
the Company  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 16th day of May, 2007.

                                     FIRST FEDERAL OF NORTHERN MICHIGAN
                                     BANCORP, INC.


                                 By: /s/ Martin A. Thomson
                                     -------------------------------------
                                     Martin A. Thomson, 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
Martin A. Thomson,  as our true and lawful attorney and agent, to do any and all
things in our names in the  capacities  indicated  below  which  said  Martin A.
Thomson 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
shares of common  stock to be granted  and  shares of common  stock to be issued
upon the  exercise  of stock  options to be granted  under the First  Federal of
Northern  Michigan  Bancorp,  Inc. 2006  Stock-Based  Incentive Plan,  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 Martin A. Thomson 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>

Signatures                                  Title                                       Date


<S>                                 <C>                                                 <C>
/s/ Martin A. Thomson               Chief Executive Officer                             May 16, 2007
---------------------------
Martin A. Thomson                  (Principal Executive Officer)


/s/ Amy E. Essex                    Chief Financial Officer                             May 16, 2007
---------------------------
Amy E. Essex                        (Principal Financial and Accounting Officer)


/s/ James C. Rapin                  Chairman of the Board                               May 16, 2007
---------------------------
James C. Rapin


/s/ Thomas R. Townsend              Director                                            May 16, 2007
---------------------------
Thomas R. Townsend


/s/ Gary C. VanMassenhove           Director                                            May 16, 2007
-------------------------
Gary C. VanMassenhove


/s/ Keith D. Wallace                Director                                            May 16, 2007
---------------------------
Keith D. Wallace

</TABLE>

<PAGE>



                                  EXHIBIT INDEX


Exhibit Number      Description
--------------      -----------

     4              Form of Common Stock Certificate  (incorporated by reference
                    to  Exhibit  4 to the  Registration  Statement  on Form SB-2
                    (Commission  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).

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

     10             First  Federal  of  Northern  Michigan  Bancorp,  Inc.  2006
                    Stock-Based  Incentive  Plan  (incorporated  by reference to
                    Appendix A to the proxy  statement  for the  Company's  2006
                    Annual  Meeting  of   Shareholders   (Commission   File  No.
                    000-31957),  filed  by  the  Company  under  the  Securities
                    Exchange Act of 1934, on April 10, 2006).

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

     23.2           Consent of Plante & Moran, PLLC

     24             Power of Attorney  (contained in the signature  page to this
                    Registration Statement).
[{"type": "S-8", "sequence": "1", "filename": "forms8_equity-051607.txt", "secsgml_size_bytes": 25300}]
{"company-data": {"conformed-name": "First Federal of Northern Michigan Bancorp, Inc.", "cik": "0001128227", "assigned-sic": "6021", "irs-number": "383567362"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-143038", "film-number": "07860196"}, "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 May 17, 2007

                       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)

                               Martin A. Thomson
                             Chief Executive Officer
                             100 South Second Avenue
                             Alpena, Michigan 49707
                    (Name and Address of Agent for Service)

                First Federal of Northern Michigan Bancorp, Inc.
             2006 Stock-Based Incentive Plan(Full Title of the Plan)
             -------------------------------------------------------

                                   Copies to:

        Martin A. Thomson                      Robert B. Pomerenk, Esquire
     Chief Executive Officer                     Steven Lanter, Esquire
First Federal of Northern Michigan         Luse Gorman Pomerenk & Schick, P.C.
         Bancorp, Inc.                    5335 Wisconsin Ave., N.W., Suite 400
      100 South Second Avenue                   Washington, D.C.  20015
      Alpena, Michigan  49707                       (202) 274-2000
        (989) 356-9041
   (Name, Address and Telephone
   Number of Agent for Service)
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
--------------------------------------------------------------------------------------------------------------------
Common stock, par value
$0.01 per share                  47,700 (2)           $9.10 (6)               $427,700                  $14
--------------------------------------------------------------------------------------------------------------------

Common stock, par value
$0.01 per share                  87,680 (3)           $9.65 (5)             $1,673,175                  $52
--------------------------------------------------------------------------------------------------------------------

Common stock, par value
$0.01 per share                 107,360 (4)           $9.10 (6)               $976,976                  $30
--------------------------------------------------------------------------------------------------------------------

TOTALS                            242,740                                   $3,077,851                  $96
--------------------------------------------------------------------------------------------------------------------

-----------------------
(1)  Together with an indeterminate number of additional shares that may be
     necessary to adjust the number of shares reserved for issuance pursuant to
     the First Federal of Northern Michigan Bancorp, Inc. 2006 Stock-Based
     Incentive Plan (the "Stock Incentive Plan") as a result of a stock split,
     stock dividend or similar adjustment of the outstanding common stock of
     First Federal of Northern Michigan Bancorp, Inc. (the "Company") pursuant
     to 17 C.F.R. Section 230.416(a).
(2)  Represents the number of shares of common stock awarded as restricted stock
     but not vested under the Stock Benefit Plan. (3) Represents the number of
     shares of common stock currently reserved for issuance for options granted
     pursuant to the Stock
     Benefit Plan
(4)  Represents the number of shares of common stock reserved for issuance under
     the Stock Benefit Plan for any future grants of restricted stock or stock
     options.
(5)  Determined  pursuant to 17 C.F.R.  Section  230.457(h)(1) and 17 C.F.R.
     Section 230.457(c).
(6)  Determined pursuant to 17 C.F.R. Section 230.457(h)(1).

                          ---------------------------

     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.
PART I.

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

         The documents containing the information specified in Parts I and II of
Form  S-8  have  been or will be sent or  given  to  participants  in the  Stock
Incentive Plan as specified by 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 Annual  Report on Form  10-KSB of the Company for the year ended
December 31, 2006 (Commission File No. 000-31957),  filed with the Commission on
April 2, 2007  pursuant to Section 13(a) of the  Securities  and Exchange Act of
1934, as amended (the "Exchange Act");

         b) All other reports filed by the Company  pursuant to Section 13(a) or
15(d) of the Exchange Act since the end of the year covered by the Annual Report
on Form 10-KSB referred to in (a) above; and

         c) The  description  of the  Company's  common  stock  contained in the
Registration Statement on Form 8-A filed with the SEC on March 22, 2005

         All  documents  subsequently  filed by the Company with the  Commission
pursuant to Sections 13(a),  13(c),  14, or 15(d) of the Exchange Act, 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.

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.

         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

         10       First Federal of Northern Michigan Bancorp, Inc.
                  2006 Stock-Based Incentive Plan                               **

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

         23.2     Consent of Plante & Moran, PLLC                               Attached as Exhibit 23.2

         24       Power of Attorney                                             Contained on Signature Page

-------------------------
*     Incorporated by reference to Exhibit 4 to the Registration Statement on
      Form SB-2 (Commission 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 Appendix A to the proxy statement for the
      Company's 2006 Annual Meeting of Shareholders (Commission File No.
      000-31957), filed by the Company under the Securities Exchange Act of
      1934, on April 10, 2006.
Item 9.  Undertakings

         The undersigned Registrant hereby undertakes:

         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.
SIGNATURES

     The Registrant. Pursuant to the requirements of the Securities Act of 1933,
the Company  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 16th day of May, 2007.

                                     FIRST FEDERAL OF NORTHERN MICHIGAN
                                     BANCORP, INC.

                                 By: /s/ Martin A. Thomson
                                     -------------------------------------
                                     Martin A. Thomson, 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
Martin A. Thomson,  as our true and lawful attorney and agent, to do any and all
things in our names in the  capacities  indicated  below  which  said  Martin A.
Thomson 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
shares of common  stock to be granted  and  shares of common  stock to be issued
upon the  exercise  of stock  options to be granted  under the First  Federal of
Northern  Michigan  Bancorp,  Inc. 2006  Stock-Based  Incentive Plan,  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 Martin A. Thomson 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/ Martin A. Thomson               Chief Executive Officer                             May 16, 2007
---------------------------
Martin A. Thomson                  (Principal Executive Officer)

/s/ Amy E. Essex                    Chief Financial Officer                             May 16, 2007
---------------------------
Amy E. Essex                        (Principal Financial and Accounting Officer)

/s/ James C. Rapin                  Chairman of the Board                               May 16, 2007
---------------------------
James C. Rapin

/s/ Thomas R. Townsend              Director                                            May 16, 2007
---------------------------
Thomas R. Townsend

/s/ Gary C. VanMassenhove           Director                                            May 16, 2007
-------------------------
Gary C. VanMassenhove

/s/ Keith D. Wallace                Director                                            May 16, 2007
---------------------------
Keith D. Wallace
EXHIBIT INDEX

Exhibit Number      Description
--------------      -----------

     4              Form of Common Stock Certificate  (incorporated by reference
                    to  Exhibit  4 to the  Registration  Statement  on Form SB-2
                    (Commission  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).

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

     10             First  Federal  of  Northern  Michigan  Bancorp,  Inc.  2006
                    Stock-Based  Incentive  Plan  (incorporated  by reference to
                    Appendix A to the proxy  statement  for the  Company's  2006
                    Annual  Meeting  of   Shareholders   (Commission   File  No.
                    000-31957),  filed  by  the  Company  under  the  Securities
                    Exchange Act of 1934, on April 10, 2006).

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

     23.2           Consent of Plante & Moran, PLLC

     24             Power of Attorney  (contained in the signature  page to this
                    Registration Statement).