8-K

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:  October 6, 2005

(Date of earliest event reported)

First Regional Bancorp

(Exact name of registrant as specified in its charter)

California	000-10232	95-3582843
(State of	(Commission File Number)	(IRS Employer
incorporation)		Identification No.)

1801 Century Park East, Suite 800

Los Angeles, California  90067

(Address of principal executive offices, including zip code)

(310) 552-1776

(Registrant’s telephone number, including area code)

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:

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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

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

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

Item 2.02  Results of Operations and Financial Condition.

(a)First Regional Bancorp issued a press release on October 6, 2005 announcing its financial results for the quarter ended September 30, 2005.  The press release is furnished as Exhibit 99 and is hereby incorporated by reference in its entirety.  First Regional does not intend for this Item 2.02 or Exhibit 99 to be incorporated by reference into filings under the Securities Exchange Act of 1934.

Item 7.01 Regulation FD Disclosure.

During the three months ended September 30, 2005, the issuer’s subsidiary, First Regional Bank, recorded a charge of $750,000, which charge is reflected in the total of “Other operating expenses” in the Consolidated Statements of Operations (Unaudited) for the three months and nine months ended September 30, 2005.  The charge was recorded to fund a special reserve established in connection with the termination of certain business operations of the Bank’s Merchant Services division.  The reserve represents approximately 50% of an amount, approximately $1.5 million, that the Bank has been carrying as a receivable due from an outside service provider.  While the Bank believes that it is entitled to the entire approximately $1.5 million and that it should eventually recover such funds, the Bank established the reserve due to the uncertain and protracted timing of collection.

Item 9.01  Financial Statements and Exhibits.

(d)Exhibits.

99Press Release of First Regional Bancorp, dated October 6, 2005

2

SIGNATURE

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

Dated:  October 7, 2005

FIRST REGIONAL BANCORP
By:	/s/ Thomas E. McCullough
	Thomas E. McCullough
	Corporate Secretary

3

Exhibit Index

99Press Release of First Regional Bancorp, dated October 6, 2005

4

EX-99

Exhibit 99

News Release

First Regional	1801 Century Park East	Jack A. Sweeney
Bancorp	Century City, California 90067	Board Chairman
	Telephone (310) 552-1776	Chief Executive Officer
	Facsimile (310) 552-1772

IMMEDIATE RELEASE

FIRST REGIONAL POSTS RECORD

THIRD-QUARTER AND NINE MONTH RESULTS

Quarterly Highlights Include:

•Third quarter net income highest in history

•119% year-to-year increase in net income

•Total assets climb 56% to all time high

•Total deposits rise 41% to all time high

•Net loans increase 54% to all time high

•Company raises $20 million in capital through trust preferred securities

CENTURY CITY, CALIFORNIA, OCTOBER 6, 2005—First Regional Bancorp (Nasdaq-NM: FRGB) today reported record third quarter operating results, with three- and nine-month net income advancing by 119% and 174%, respectively, to reach the highest period totals in company history.

For the three months ended September 30, 2005, net income totaled $7.0 million, more than doubling from $3.2 million in the corresponding quarter of 2004, and eclipsing the previous all-time high achieved in this year’s second quarter.  Diluted earnings per share surged to $1.63 per diluted share, more than double the $0.79 per diluted share recorded in the year-earlier period.

Net income for the initial three quarters of 2005 advanced to $18.6 million, equal to $4.34 per diluted share, which compares with $6.8 million, or $1.80 per diluted share, posted in the first nine months of 2004.

The company also announced sharp increases in total assets, total deposits and net loans, all of which reached record levels at the close of the most recent quarter.  Assets advanced 56% to $1.6 billion from $1.1 billion at September 30, 2004.  Net loans climbed to $1.5 billion, an increase of 54% from $973 million at the conclusion of the like quarter in 2004, while deposits rose to $1.3 billion, a 41% increase from $949 million one year earlier.

Jack A. Sweeney, Chairman and Chief Executive Officer, stated: “First Regional’s record operating results speak for themselves.  We continue to execute our proven business strategy, which has led to our excellent performance and, in turn, has resulted in a sharp increase in shareholder value over the past several years.”

Mr. Sweeney continued:  “Clearly, our company’s consistent growth has reflected strong performance in the California real estate sector, a major component of our business and a significant factor in our loan growth.  Further, the series of interest rate increases by the Federal Reserve has had a favorable impact on our results by improving our bank’s net interest margins.  Finally, the sustained growth of our institution has led to economies of scale that improve our efficiency and thus benefit our bottom line.”

1

Mr. Sweeney noted: “Last week, we announced that First Regional successfully concluded a pooled issuance of $20 million in trust preferred securities.  The proceeds of this offering will further fortify our capital base and will support First Regional’s continued growth.”

Mr. Sweeney concluded:  “Looking forward, we remain optimistic about our prospects, but are alert for potential challenges ahead.  While the economy continues to grow steadily, unpredictable events such as rising oil prices, natural disasters like Hurricane Katrina, changes in economic conditions, and the effects of such events on corporate and consumer confidence can influence future performance.  Our management team is mindful of these and other risk factors, and along with our dedicated and capable staff will continue to focus on the disciplined execution of First Regional’s business plan.  We are confident about our course and anticipate reporting a successful 2005.”

First Regional Bancorp is a bank holding company headquartered in Century City, California.  Its subsidiary, First Regional Bank, specializes in providing businesses and professionals with the management expertise of a major bank and the personalized service of an independent.

# # #

2

CONSOLIDATED STATEMENTS OF CONDITION (UNAUDITED)

	(000’s omitted)
As of September 30	2005			2004
ASSETS:
Cash and due from banks	$	102,858		$	67,320
Investment securities	7,870			5,968
Funds sold	0			430
Federally guaranteed loans	6,634			6,924
Other loans, net	1,488,289			966,655
Premises and equipment	3,645			2,580
Other real estate owned	0			0
Other assets	35,438			20,630
Total assets	$	1,644,734		$	1,070,507
LIABILITIES AND CAPITAL:
Demand deposits	$	441,916		$	358,816
Savings deposits	47,667			35,568
Money market deposits	672,852			412,639
Time deposits	178,279			142,035
Total deposits	1,340,714			949,058
Funds purchased	0			0
Federal Home Loan Bank advances	135,000			20,000
Subordinated debentures	61,857			35,559
Other liabilities	10,041			7,490
Total liabilities	1,547,612			1,012,107
Stated capital	48,518			32,662
Retained earnings	48,630			25,737
Net unrealized gains (losses) on available-for-sale securities	(26		)	1
Total capital	97,122			58,400
Total liabilities and capital	$	1,644,734		$	1,070,507
Book value per share outstanding	$	24.08		$	16.96
Total shares outstanding	4,032,518			3,442,655

3

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

	(000’s omitted)				(000’s omitted)
	Three Months Ended September 30				Nine Months Ended September 30
	2005		2004		2005		2004
Interest and fees on loans	$	28,582	$	14,343	$	73,166	$	37,031
Interest on funds sold	19		47		148		110
Interest on securities	63		22		214		51
Revenue from earning assets	28,664		14,412		73,528		37,192
Interest on deposits	4,629		1,532		9,787		3,696
Interest on subordinated debentures	639		477		1,759		1,306
Interest on FHLB advances	1,077		109		2,793		364
Interest on funds purchased	3		0		4		2
Cost of funds	6,348		2,118		14,343		5,368
	22,316		12,294		59,185		31,824
Provision for loan losses	1,505		1,100		4,205		2,902
Net revenue from earning assets	20,811		11,194		54,980		28,922
Other revenue	1,690		1,333		4,746		3,885
Salaries and related benefits	6,437		4,452		17,327		13,693
Occupancy expense	597		427		1,991		1,280
Equipment expense	308		250		788		633
Promotion expense	140		91		374		252
Professional service expense	632		543		1,836		1,578
Customer service expense	355		246		1,043		672
Supply/communication expense	257		237		794		673
Other operating expenses	1,613		829		3,221		2,430
Total operating expenses	10,339		7,075		27,374		21,211
Income before provision for taxes	12,162		5,452		32,352		11,596
Provision for income taxes	5,158		2,260		13,731		4,803
Net income	$	7,004	$	3,192	$	18,621	$	6,793

4

	(000’s omitted)				(000’s omitted)
	Three Months Ended September 30				Nine Months Ended September 30
	2005		2004		2005		2004
Net income per share
Basic	$	1.74	$	0.93	$	4.64	$	2.09
Diluted	$	1.63	$	0.79	$	4.34	$	1.80
Average shares outstanding	4,026,210		3,436,790		4,014,381		3,257,946
Diluted average shares	4,304,677		4,185,222		4,287,438		4,003,958
Average equity	$	93,420	$	57,102	$	86,854	$	49,632
Average assets	$	1,536,143	$	1,026,406	$	1,407,063	$	920,774
Return on average equity (%)	29.74		22.18		28.66		18.30
Return on average assets (%)	1.81		1.23		1.77		0.99
Efficiency ratio (%)	43.07		51.92		42.82		59.40
Number of employees	219		178
Assets per employee (000s)	$	7,510	$	6,014
CREDIT QUALITY
Beginning reserve for loan losses (000s)	$	14,817	$	9,035	$	11,825	$	7,800
Loan loss provisions	1,505		1,100		4,205		2,902
Loan recoveries	0		0		130		113
Loan chargeoffs	0		0		35		515
Net change in allowance for unfunded loan commitments	-47		-51		150		-216
Ending reserve for loan losses (000s)	$	16,275	$	10,084	$	16,275	$	10,084
Nonperforming assets (000s)	$	872	$	49
Nonperforming assets / gross loans (%)	0.06		0.00
Reserve for loan losses / nonperforming assets (%)	1866.40		20579.59
Reserve for loan losses / gross loans (%)	1.08		1.03

5

	(000s omitted)
	For the Three Months Ended September 30,
	2005					2004
	Average				Average	Average				Average
	Balance		Interest		Yield/Cost (%)	Balance		Interest		Yield/Cost (%)
Gross loans	$	1,440,304	$	28,582	7.87	$	947,181	$	14,343	6.01
Funds sold	2,183		19		3.45	13,164		47		1.42
Investment securities	11,428		63		2.19	7,170		22		1.22
Total earning assets	$	1,453,915	$	28,664	7.82	$	967,515	$	14,412	5.91
Deposits	$	1,270,378	$	4,629	1.45	$	900,978	$	1,532	0.67
Federal Home Loan Bank advances	120,761		1,077		3.54	27,935		109		1.55
Subordinated debentures	41,910		639		6.05	35,559		477		5.32
Funds purchased	102		3		11.67	42		0		0.00
Total bearing liabilities	$	1,433,151	$	6,348	1.76	$	964,514	$	2,118	0.87
Net interest spread (1)					6.06					5.04
Net interest margin (2)					6.09					5.04

(1) Net interest spread represents the average yield earned on earning assets less the average cost of bearing liabilities.

(2) Net interest margin represents net interest income divided by average earning assets.

6

	(000s omitted)
	For the Nine Months Ended September 30,
	2005					2004
	Average				Average	Average				Average
	Balance		Interest		Yield/Cost (%)	Balance		Interest		Yield/Cost (%)
Gross Loans	$	1,309,550	$	73,166	7.47	$	847,178	$	37,031	5.84
Funds Sold	7,716		148		2.56	12,710		110		1.16
Investment Securities	12,510		214		2.29	6,347		51		1.07
Total Earning Assets	$	1,329,776	$	73,528	7.39	$	866,235	$	37,192	5.74
Deposits	$	1,148,602	$	9,787	1.14	$	791,837	$	3,696	0.62
Federal Home Loan Bank Advances	122,652		2,793		3.04	41,505		364		1.17
Subordinated Debentures	41,465		1,759		5.67	35,559		1,306		4.91
Funds Purchased	155		4		3.45	422		2		0.63
Total Bearing Liabilities	$	1,312,874	$	14,343	1.46	$	869,323	$	5,368	0.83
Net Interest Spread (1)					5.93					4.91
Net Interest Margin (2)					5.95					4.91

(1) Net interest spread represents the average yield earned on earning assets less the average cost of bearing liabilities.

(2) Net interest margin represents net interest income divided by average earning assets.

This report includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.  All statements, other than statements of historical fact, included herein may constitute forward-looking statements.  Although First Regional believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct.  Important factors that could cause actual results to differ materially from First Regional’s expectations include fluctuations in interest rates, inflation, government regulations, and economic conditions and competition in the geographic and business areas in which First Regional conducts its operations.

7