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 THE REPORT (Date of Earliest Event Reported): February 1, 1999


                          REPUBLIC FIRST BANCORP, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


       PENNSYLVANIA                   0-17007                23-2486815
(STATE OR OTHER JURISDICTION      (COMMISSION FILE        (I.R.S. EMPLOYER
    OF INCORPORATION)                  NUMBER)           IDENTIFICATION NO.)

                    1608 WALNUT STREET, PHILADELPHIA PA 19103
              (ADDRESS AND ZIP CODE OF PRINCIPAL EXECUTIVE OFFICES)


REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE   (215) 735-4422

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

          (FORMER NAME OR FORMER ADDRESS, IF CHANGED FROM LAST REPORT)


                                Page 1 of 5 Pages




Item 5.  Other Events.

         On February 1, 1999, the Registrant  announced that effective  February
16, 1999,  the Board of Directors  has elected  Robert D. Davis as President and
Chief Executive Officer of First Republic Bank, a wholly owned subsidiary of the
Registrant.

         A copy of the press release  announcing this transaction is attached as
Exhibit 99.1.







                                Page 2 of 5 Pages



                                    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 thereunto duly authorized.



                                            REPUBLIC FIRST BANCORP, INC.
                                            (Registrant)


Dated: March 1, 1999                       By:  /s/ George S. Rapp
                                                -------------------------------
                                                George S. Rapp
                                                Executive Vice President



                                Page 3 of 5 Pages

EX-99.1

                                  Exhibit 99.1
                       Press Release date February 1, 1999

                                                          NEWS RELEASE
                                                          FOR RELEASE
                                                          IMMEDIATELY
                                                          Contact: Jere A. Young
                                                          215-735-4422



         Philadelphia,  PA.,  February 1, 1999 - (NASDAQ:FRBK).  Robert D. Davis
was  elected  President  and Chief  Executive  Officer of First  Republic  Bank,
effective  February 16, 1999, it was  announced  here today by Harry D. Modonna,
Esq., Chairman of the Board of First Republic Bank, and Jere A. Young, President
and CEO of the bank's parent company, Republic First Bancorp, Inc. Davis will be
directly  responsible  for all  aspects of the  bank's  overall  operations  and
performance. Immediately prior to being elected as President and Chief Executive
Officer of First  Republic  Bank,  Davis served as regional  President of Mellon
Bank PSFS in the Philadelphia and southern New Jersey region. From 1993 to 1995,
he was Chairman,  President and CEO of Mellon Bank,  Northern  Region.  Prior to
joining Mellon,  Davis served in various senior executive capacities with Marine
Midland   Bank,    N.A.,    Buffalo,    N.Y.,   which   included   Senior   Vice
President-Marketing services group, Senior Vice President and group executive of
new ventures and Administrative  Vice President  directing Marine Midland's Long
Island Region, which included 32 branch offices.

         In making the announcement, Young stated, "After a broad search, we are
delighted to have found someone of Mr. Davis' stature,  experience and knowledge
of our industry to take over the leadership of the  management  team of our bank
and to lead us into the next millennium. Bob Davis

                                Page 4 of 5 Pages




has an extensive  background  and record of success in all aspects of commercial
and retail banking and he is a tremendous addition to our management team."

         Davis currently is on the board of directors and executive committee of
the Boy Scouts of America,  Cradle of Liberty Council.  He previously  served on
the boards of the Greater Philadelphia Urban Affairs Coalition, Schuylkill River
Development  Counsel,  Mellon Bank  Community  Development  Corporation  and the
Filled Cup Association-Community Development Credit Union.

         Married and the father of six children, Davis and his wife, Edwina, are
residents of Malvern, PA.

         First Republic Bank is a full-service,  state-chartered commercial bank
and is a member of the Federal Reserve  System.  Its deposits are insured by the
Federal Deposit Insurance  Corporation (FDIC). The bank offers diverse financial
products  through its eight offices located in Philadelphia,  Ardmore,  Abington
and East Norriton.

         Contact:  Jere A.  Young of  Republic  First  Bancorp,  (215)  735-4422
(FRBK).


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