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): November 7, 2011

FIRST DEFIANCE FINANCIAL CORP.

(Exact name of registrant as specified in its charter)

OHIO	0-26850	34-1803915
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer I.D. No.)

601 Clinton Street, Defiance, Ohio 43512

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (419) 782-5015

Not Applicable

(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 (see General Instruction A.2. below):

¨ 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))

Section 7 – Regulation FD.

Item 7.01 Regulation FD Disclosure.

On November 7, 2011, First Defiance Financial Corp. (“FDEF”) issued a press release announcing that is has received permission from regulators to pay a cash dividend of $0.05 per common share payable December 1, 2011 to shareholders of record at the close of business on November 15, 2011.

Section 9 – Financial Statements and Exhibits.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description
99	Press Release dated November 7, 2011

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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 thereunto duly authorized.

FIRST DEFIANCE FINANCIAL CORP.
By:	/s/    Donald P. Hileman
	Donald P. Hileman
	Chief Financial Officer

Date: November 7, 2011

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EX-99

Exhibit 99

Contact: William J. Small Chairman, President and CEO First Defiance Financial Corp. 601 Clinton Street Defiance, OH 43512 (419) 782-5015 Email: fdef@first-fed.com

FOR RELEASE NOVEMBER 7, 2011

First Defiance Financial Corp. Pays Quarterly Dividend

Dividend will be payable December 1, 2011

Defiance, OH (November 7, 2011) – First Defiance Financial Corp. (NASDAQ: FDEF) announced today that its Board of Directors has received permission from regulators to pay a cash dividend of $0.05 per common share payable December 1, 2011 to shareholders of record at the close of business on November 15, 2011. The dividend represents an annual yield of 1.4 percent based on First Defiance common stock closing price on November 4th, 2011.

“Our Board felt it was the correct time to request the dividend payment,” said William J. Small, Chairman, President and CEO of First Defiance Financial Corp. “The decision was made after careful consideration and review of our financial performance over the past two years and our ability to strengthen our capital position during these challenging times. First Defiance has consistently remained profitable in an unstable economic environment, and we are optimistic about the future of the Company. As we have stated in the past, it is our intention to pay dividends to our shareholders, but we must be prudent in our dividend policy and react to changes in the economic and regulatory environment”.

First Defiance Financial Corp. is the holding company for First Federal Bank of the Midwest and First Insurance Group of the Midwest, Inc. First Federal Bank is a community bank serving northwest Ohio, southeast Michigan and northeast Indiana where it currently operates 33 banking centers. First Insurance Group is a full line insurance agency with six offices in northwest Ohio.

First Defiance has approximately 9,725,634 common shares outstanding.

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