8-K

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


                                    FORM 8-K


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


        Date of Report (Date of earliest event reported): March 14, 2005


                           CENTRAL FEDERAL CORPORATION
                           ---------------------------
             (Exact name of registrant as specified in its charter)

                                                       
              Delaware                     0-25045                     34-1877137
              --------                     -------                     ----------
(State or other jurisdiction of          (Commission                 (IRS Employer
 incorporation)                          File Number)           Identification Number)


    2923 Smith Road, Fairlawn, Ohio             44333                 (330) 666-7979
    -------------------------------             -----                 --------------
(Address of principal executive offices)     (Zip Code)      (Registrant's Telephone Number)



                ------------------------------------------------
          (former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act
    (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
    (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
    Act (17 CFR 240.13e-4(c))





ITEM 8.01.  OTHER EVENTS

On March 14, 2005, the registrant issued a press release announcing stockholder
passage of the 1-for-325 reverse stock split. The Board of Directors is expected
to make a decision within two weeks about whether to proceed with the reverse
stock split. A copy of the press release is included as Exhibit 99 to this
report.


ITEM 9.01.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

(c) Exhibits

         99  Press release issued on March 14, 2005





                                   SIGNATURES


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

                                      Central Federal Corporation

 Date:  March 14, 2005         By:    /s/ Therese Ann Liutkus
                                      -----------------------------------
                                      Therese Ann Liutkus, CPA
                                      Treasurer and Chief Financial Officer

EX-99

                                                                      Exhibit 99
PRESS RELEASE


FOR IMMEDIATE RELEASE

DATE:      March 14, 2005
COMPANY:   Central Federal Corporation
           2923 Smith Road
           Fairlawn, Ohio  44333
CONTACT:   Mark S. Allio
           Vice Chairman, President and CEO

PHONE:     330.576.1334                   FAX:       330.666.7959

CENTRAL FEDERAL CORPORATION ANNOUNCES STOCKHOLDER
PASSAGE OF REVERSE STOCK SPLIT

Fairlawn, Ohio - March 14, 2005 - Central Federal Corporation (Nasdaq: GCFC)
announced stockholders passed a 1-for-325 reverse stock split at a special
meeting of stockholders held today. The Company had announced in October 2004
that it would ask stockholders to approve a reverse stock split in an effort to
ease the economic and management burden of complying with the Sarbanes-Oxley Act
of 2002 and federal securities laws. The Board of Directors established a
reverse stock split ratio of 1-to-500 shares and set $14.50 per share as a fair
price to compensate stockholders who held fewer than 500 shares on the effective
date and who would no longer remain stockholders of the Company after the
effective date. As discussed in the Company's February 2, 2005 press release,
significant numbers of individuals had purchased share lots in quantities of 499
or fewer shares. The dramatic increase in shares held by stockholders who owned
fewer than 500 shares had increased substantially the cost of the Company's
effecting its going private transaction.

As discussed in the Company's February 11, 2005 press release, the Board of
Directors revised the ratio of the reverse stock split to 1-to-325 in an effort
to reduce the aggregate cost of repurchasing shares. Moreover, the Board also
reserved the right to abandon the transaction following stockholder approval in
the interest of the Company and its shareholders if the cost of the transaction
is expected to exceed $2 million. The Board is expected to make a decision
within two weeks about whether to proceed with the reverse stock split
transaction.


ABOUT CENTRAL FEDERAL CORPORATION AND CFBANK

Central Federal Corporation (Nasdaq: GCFC), the holding company for CFBank, was
organized as a Delaware corporation in September 1998 in connection with the
bank's conversion from a mutual to stock organization, which was completed




on December 30, 1998. CFBank is a community-oriented financial services company
founded in 1892. Its home office is in Fairlawn, Ohio. It operates two
additional offices in Columbiana County, Ohio, and one in Columbus, Ohio.
Reserve Mortgage Services, Inc., an Ohio corporation, became a wholly owned
subsidiary of CFBank in October 2004.

This release contains certain forward-looking statements within the meaning of
Section 21E of the Securities Exchange Act of 1934, as amended. We intend these
forward-looking statements to be subject to the safe harbor created by that
provision. These forward-looking statements involve risks and uncertainties and
include, but are not limited to, statements regarding future events and our
plans, goals and objectives. Our actual results may differ materially from these
statements. Although we believe the assumptions underlying the forward-looking
statements are reasonable, any of the assumptions could prove to be inaccurate.
Therefore, we can give no assurances that the results contemplated in these
forward-looking statements will be realized. The inclusion of this
forward-looking information should not be regarded as a representation by our
Company or by any person that the future events, plans or expectations
contemplated by our Company will be achieved. Furthermore, past performance in
operations and share price is not necessarily predictive of future performance.