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:  November 12, 2009

(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 2.02Results of Operations and Financial Condition.

(a)First Regional Bancorp issued a press release on November 12, 2009 announcing financial results for the quarter and nine months ended September 30, 2009.  The press release is furnished as Exhibit 99 and is hereby incorporated by reference in its entirety.

Item 9.01Financial Statements and Exhibits

(d)Exhibits

99Press Release of First Regional Bancorp, dated November 12, 2009, announcing financial results for the quarter and nine months ended September 30, 2009.

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.

# # #

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.

Statements made herein are made as of the date hereof only.  The Company shall have no obligation to update information and forward-looking statements presented herein.

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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:  November 18, 2009

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

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Exhibit Index

99Press Release of First Regional Bancorp, dated November 12, 2009, announcing financial results for the quarter ended September 30, 2009.

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EX-99

Exhibit 99

News Release

First Regional	1801 Century Park East
Bancorp	Century City, California 90067
	Telephone (310) 552-1776
	Facsimile (310) 552-1772

IMMEDIATE RELEASE

FIRST REGIONAL BANCORP REPORTS OPERATING RESULTS FOR THIRD QUARTER AND FIRST NINE MONTHS OF 2009

CENTURY CITY, CALIFORNIA (November 12, 2009)—First Regional Bancorp (Nasdaq-GSM:  FRGB) today announced financial results for the third quarter and nine months ended September 30, 2009.  The Company reported a net loss for the quarter ended September 30, 2009 of $1.6 million, equal to 13 cents per diluted share, compared to net income for the third quarter of 2008 of $1.2 million, equal to 9 cents per diluted share.

Following the findings of a recent regulatory examination of the Company’s First Regional Bank subsidiary, the Company determined that it will restate its Quarterly Report on Form 10-Q for the period ended June 30, 2009. By restating, the Company will ensure consistency between the revised Form 10-Q and First Regional Bank’s June 30, 2009 quarterly Call Report, which was re-filed to reflect the examination findings.  As a result, the second-quarter net loss increased to $110.8 million, or $9.36 per share.  For the first nine months of 2009, the Company recorded a net loss of $115.6 million, or $9.77 per diluted share, versus a net loss of $12.6 million, equal to $1.07 per diluted share, for the same period in 2008.

Changes to the second quarter include a $69.9 million increase in the allowance for loan losses to reflect an adjustment to the factors utilized in calculating the allowance for loan losses as of June 30, 2009. These include recent trends in delinquent, classified and non-performing loans in the Bank’s loan portfolio, as well as changes in property values in the market areas served by the Bank. The revised report also reflects the write-down of certain loans, and the $20.7 million expense of establishing a valuation allowance for deferred tax assets.  The joint examination commenced on July 13, 2009 and concluded on September 24, 2009 using a June 30, 2009 control date.

In the third quarter, the Company continued its program of reducing assets in order to focus more closely on its core banking relationships, and at September 30, 2009 total assets were $2.188 billion, compared to $2.418 billion one year earlier. Total deposits declined to $1.858 billion from $2.045 billion a year earlier, while net loans fell to $1.930 billion from $2.248 billion at September 30, 2008.

Reflecting the current severe economic conditions, and the results of the recently-completed joint examination of First Regional Bank, for the nine months ended September 30, 2009 First Regional has made  $109.0 million in provisions to its allowance for loan losses and charged off a total of $112.8 million in loans. These transactions brought the loan loss allowance to $57.8 million, or 2.91% of gross loans, at September 30, 2009. Nonperforming assets as of the same date totaled $384.3 million, or 18.65% of gross loans plus other real estate owned, compared to $33.1 million at September 30, 2008.

H. Anthony Gartshore, President and Chief Executive Officer, commented: “The current economic environment has severely impacted businesses and financial institutions, and First Regional certainly is no

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exception.  We are confident, however, that we have the determination, the resources, and the experience necessary to meet these profound challenges.

“While the vast majority of our loan portfolio continues to be well-secured and to perform as agreed, we remain focused on our long-standing practice of confronting challenges fully, directly, and realistically.  Notably, most of our nonperforming assets are secured by real estate, and thus our risk of loss is mitigated by the value of the underlying collateral even in today’s distressed market.  We continued to make steady progress in reducing our inventory of nonperforming assets in the third quarter.  Nonetheless, additional loan loss provisions will be made if warranted based on our ongoing analysis of First Regional’s loan portfolio performance and economic conditions in general.”

Mr. Gartshore continued: “First Regional’s long-standing emphasis on capital strength has been a key factor throughout the current economic environment.  Recent operating losses, however, including those of our revised second quarter, have reduced some of First Regional Bank’s capital ratios below the “well capitalized” standards, and below the levels which the bank has committed to its regulators to maintain.  Accordingly, we are working diligently, and exploring a variety of approaches, to restore First Regional’s capital strength to the standards to which we have long adhered.  To that end, we applaud the prompt congressional passage of a bill to amend the tax treatment of net operating loss carry-backs.  Thanks to this bill, First Regional will be able to recover a substantial portion of its recently-established valuation allowance for deferred tax assets, further strengthening our capital position.”

He concluded: “One of our core strengths is the ability to provide our clients with the high-quality service and the efficient, cost-effective operation they have come to expect, along with today’s increased FDIC-insured safety.

“Throughout its 30-year history, First Regional has demonstrated the ability to navigate challenging economic times.  Today’s environment continues to require stringent measures, but we are committed to taking the actions necessary, however difficult, to support current operations and prepare the way for progress and profitable growth as the economy stabilizes and begins to recover.”

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.

# # #

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.

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CONSOLIDATED STATEMENTS OF CONDITION (UNAUDITED)

	(000’s omitted)
As of September 30,	2009			2008
ASSETS:
Cash and due from banks	$	27,124		$	24,886
Federal funds sold	20,695			8,815
Cash and cash equivalents	47,819			33,701
Investment securities, available for sale	27,188			24,331
Interest-bearing deposits in financial institutions	14,313			2,004
Federal Home Loan Bank stock - at cost	7,990			11,781
Loans - net of allowance	1,929,812			2,247,934
Premises and equipment, net of depreciation	4,281			5,052
Other real estate owned	73,156			4,605
Accrued interest receivable and other assets	83,460			88,557
Total assets	$	2,188,019		$	2,417,965
LIABILITIES AND CAPITAL:
Demand deposits	$	387,862		$	369,283
Savings deposits	52,300			58,774
Money market deposits	491,797			700,453
Time deposits	926,128			916,179
Total deposits	1,858,087			2,044,689
Funds purchased	0			0
Federal Home Loan Bank advances	170,000			90,000
Subordinated debentures	100,517			100,517
Accrued interest payable and other liabilities	23,924			22,004
Total liabilities	2,152,528			2,257,210
Stated capital	45,467			44,882
Retained earnings (deficit)	(10,761		)	115,881
Net unrealized gains (losses) on available-for-sale securities, net of taxes	785			(8		)
Total shareholders’ equity	35,491			160,755
Total liabilities and shareholders’ equity	$	2,188,019		$	2,417,965
Book value per share outstanding	$	3.00		$	13.59
Total shares outstanding	11,836,016			11,829,654

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CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

	(000’s omitted)					(000’s omitted)
	Three Months Ended					Nine Months Ended
	September 30					September 30
	2009			2008		2009			2008
Interest on loans	$	22,954		$	37,136	$	75,250		$	113,389
Interest on federal funds sold	18			105		78			278
Interest on deposits in financial institutions	13			13		39			136
Interest on investment securities	327			329		968			1,005
Total interest income	23,312			37,583		76,335			114,808
Interest on deposits	8,117			11,884		28,930			32,388
Interest on subordinated debentures	639			1,210		2,416			4,050
Interest on FHLB advances	83			750		165			4,086
Interest on other borrowings	0			1		0			33
Total interest expense	8,839			13,845		31,511			40,557
Net interest income	14,473			23,738		44,824			74,251
Provision for loan losses	462			10,418		108,967			65,951
Net interest income after provision for loan losses	14,011			13,320		(64,143		)	8,300
Other operating income	2,416			2,393		6,695			10,045
Salaries and related benefits	7,994			7,815		25,046			25,788
Occupancy expenses	1,016			993		3,038			2,916
Other operating expenses	8,998			5,134		25,457			12,637
Total other operating expenses	18,008			13,942		53,541			41,341
Income (loss) before provision (benefit) for income taxes	(1,581		)	1,771		(110,989		)	(22,996		)
Provision for income taxes (benefit)	0			589		4,611			(10,400		)
Net income (loss)	$	(1,581	)	$	1,182	$	(115,600	)	$	(12,596	)

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CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

	(000’s omitted)					(000’s omitted)
	Three Months Ended					Nine Months Ended
	September 30					September 30
	2009			2008		2009			2008
Net income (loss) per share
Basic	$	(0.13	)	$	0.10	$	(9.77	)	$	(1.07	)
Diluted	$	(0.13	)	$	0.09	$	(9.77	)	$	(1.07	)
Average shares outstanding	11,836,016			11,821,961		11,835,776			11,812,896
Diluted average shares	11,836,016			12,759,009		11,835,776			11,812,896
Average equity	$	29,435		$	162,179	$	100,495		$	170,264
Average assets	$	2,196,798		$	2,435,671	$	2,362,176		$	2,361,678
Return on average equity (%)	(21.31		)	2.90		(153.80		)	(9.88		)
Return on average assets (%)	(0.29		)	0.19		(6.54		)	(0.71		)
Efficiency ratio (%)	106.63			53.35		103.92			49.04
Number of employees	284			296
Assets per employee (000s)	$	7,704		$	8,169
CREDIT QUALITY
Beginning reserve for loan losses (000s)	$	61,403		$	44,152	$	61,336		$	22,771
Loan loss provisions	462			10,418		108,967			65,951
Loan recoveries	136			0		216			18
Loan chargeoffs	4,097			0		112,836			34,244
Net change in allowance for unfunded loan commitments	(106		)	104		115			178
Ending reserve for loan losses (000s)	$	57,798		$	54,674	$	57,798		$	54,674
Loans Past Due 30-89 days	$	85,599		$	20,614
Loans Past Due 90 Days or More	$	748		$	0
Nonaccrual Loans	310,420			28,497
Other Real Estate Owned	73,156			4,605
Nonperforming Assets	$	384,324		$	33,102
Nonperforming Assets / Gross Loans + OREO (%)	18.65			1.43
Reserve for Loan Losses / Nonperforming Assets (%)	15.04			165.17
Reserve for Loan Losses / Gross Loans (%)	2.91			2.37

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The following is a schedule of the primary components of First Regional Bank’s loan portfolio as of September 30, 2009.

	Disbursed Balance as of September 30, 2009		Percentage of Total
Commercial Real Estate Loans
Construction
Condominium	$	195,826,000	9.84	%
Apartment	53,642,000		2.70	%
Single Family Residence	56,874,000		2.86	%
Office	8,326,000		0.42	%
Retail	63,359,000		3.18	%
Commercial/Industrial	0		0.00	%
Mixed Use	22,328,000		1.12	%
Other (Hotel/Motel)	6,187,000		0.31	%
Total	406,542,000		20.43	%
Mini Perm/Bridge
Condominium	48,630,000		2.44	%
Apartment	464,216,000		23.32	%
Single Family Residence	28,274,000		1.42	%
Office	84,132,000		4.23	%
Retail	161,583,000		8.12	%
Commercial/Industrial	32,268,000		1.62	%
Mixed Use	123,747,000		6.22	%
Other (Hotel/Motel)	223,252,000		11.22	%
Total	1,166,102,000		58.59	%
Land Loans by County
California Counties
Los Angeles	101,418,000		5.09	%
Orange	28,030,000		1.41	%
Riverside	6,462,000		0.32	%
San Bernardino	4,691,000		0.24	%
San Diego	6,386,000		0.32	%
Other	8,498,000		0.43	%
California Total	155,485,000		7.81	%
Other States	21,814,000		1.10	%
Total Land Loans	177,299,000		8.91	%
Government Guaranteed Loans	741,000		0.04	%
Total Real Estate Loans	1,750,684,000		87.96	%
Commercial Non-Real Estate Secured Loans	239,625,000		12.04	%
Total Loans	1,990,309,000		100.00	%
Less - Allowance for loan losses	57,798,000
- Deferred loan fees	2,699,000
Net loans	$	1,929,812,000

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	(000s omitted)
	For the Three Months Ended September 30,
	2009					2008
	Average				Average	Average				Average
	Balance		Interest		Yield/Cost (%)	Balance		Interest		Yield/Cost (%)
Gross loans	$	2,071,899	$	22,954	4.40	$	2,328,298	$	37,136	6.35
Funds sold	27,742		18		0.26	21,434		105		1.95
Interest-bearing deposits in financial institutions	14,223		13		0.36	2,002		13		2.58
Investment securities	25,936		327		5.00	24,583		329		5.32
Total earning assets	$	2,139,800	$	23,312	4.32	$	2,376,317	$	37,583	6.29
Deposits	$	1,968,574	$	8,117	1.64	$	2,066,357	$	11,884	2.29
Federal Home Loan Bank advances	106,359		83		0.31	130,380		750		2.29
Subordinated debentures	100,517		639		2.52	100,517		1,210		4.79
Funds purchased	53		0		0.00	230		1		1.73
Total bearing liabilities	$	2,175,503	$	8,839	1.61	$	2,297,484	$	13,845	2.40
Net interest spread (1)					2.71					3.89
Net interest margin (2)					2.68					3.97

(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.

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	(000s omitted)
	For the Nine Months Ended September 30,
	2009						2008
	Average					Average	Average				Average
	Balance			Interest		Yield/Cost (%)	Balance		Interest		Yield/Cost (%)
Gross Loans	$	2,224,890		$	75,250	4.52	$	2,249,687	$	113,389	6.73
Funds Sold	44,544			78		0.23	17,182		278		2.16
Interest-bearing deposits in financial institutions	8,891			39		0.59	4,737		136		3.84
Investment Securities	25,530			968		5.07	24,698		1,005		5.44
Total Earning Assets	$	2,303,855		$	76,335	4.43	$	2,296,304	$	114,808	6.68
Deposits	$	2,091,830		$	28,930	1.85	$	1,883,262	$	32,388	2.30
Federal Home Loan Bank Advances	67,629			165		0.33	213,544		4,086		2.56
Subordinated Debentures	100,517			2,416		3.21	100,517		4,050		5.38
Funds purchased	30			0		0.00	1,489		33		2.96
Total Bearing Liabilities	$		2,260,006	$	31,511	1.86	$	2,198,812	$	40,557	2.46
Net Interest Spread (1)						2.57					4.22
Net Interest Margin (2)						2.60					4.32

(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.

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