Exhibit 99.2

                            FIDELITY FEDERAL BANCORP

Dear Stockholders:

      We are sending you this letter as a holder of our common stock in
connection with our offering of subscription rights to acquire our common stock
(the "Rights Offering") as described in the enclosed Prospectus. We have
described the subscription rights and the Rights Offering in the enclosed
Prospectus and evidenced the subscription rights by a Shareholder Rights
Agreement registered in your name. Enclosed are copies of the following
documents:

      1.  The Prospectus;

      2.  The Shareholder Rights Agreement;

      3.  The "Instructions for Use of Fidelity Federal Bancorp Shareholders
          Rights Agreements" (including Guidelines for Certification of Taxpayer
          Identification Number on Substitute Form W-9); and

      4.  A return envelope addressed to Fidelity Federal Bancorp.

      To participate in the Rights Offering, we suggest that you act promptly.

      Neither the Company nor its board of directors is making any
recommendation as to whether or not you should exercise your subscription
rights. You should make your decision based on your own assessment of your best
interests after reading the Prospectus.

      If you have any questions about the Rights Offering, please contact Deb
Fritz, Assistant Vice President, Shareholder Relations, at (812) 424-0921 or
(800) 280-8280.

Very truly yours,



Donald R. Neel
Executive Vice President