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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                  SCHEDULE 13G

                                (AMENDMENT NO.2)*

                    Under the Securities Exchange Act of 1934


                             FIRST FINANCIAL BANCORP
               --------------------------------------------------
                                (Name of Issuer)

                           COMMON STOCK, NO PAR VALUE
          -------------------------------------------------------------
                         (Title of Class of Securities)


                                    320209109
               ---------------------------------------------------
                                 (CUSIP Number)




        *The remainder of this cover page shall be filled out for a reporting
        person's initial filing on this form with respect to the subject class
        of securities, and for any subsequent amendment containing information
        which would alter the disclosures provided in a prior cover page.

        The information required in the remainder of this cover page shall not
        be deemed to be "filed" for the purpose of Section 18 of the Securities
        Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
        that section of the Act but shall be subject to all other provisions of
        the Act (however, see the Notes).









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CUSIP      320209109                                    13G page 2 of 6


---------------------------------------------------------------------------
[1]  Name of Reporting Persons S.S. or I.R.S. Identification Nos.

                     CINCINNATI FINANCIAL CORPORATION 31-0746871
---------------------------------------------------------------------------
[2]  Check the Appropriate Box if a Member of a Group
                     (a) __________
                     (b) __________
---------------------------------------------------------------------------
[3]  SEC Use Only


---------------------------------------------------------------------------
[4]  Citizenship or Place of Organization

                            FAIRFIELD, OHIO
---------------------------------------------------------------------------
Number of                   [5] Sole Voting Power              2,434,506*
Shares                     ------------------------------------------------
                            [6] Shared Voting Power                -0-
Beneficially
Owned By

                            -----------------------------------------------
Each                        [7] Sole Dispositive Power         2,434,506
Reporting
Person                     ------------------------------------------------
With                        [8] Shared Dispositive Power          -0-


---------------------------------------------------------------------------
[9]  Aggregate Amount Beneficially Owned By Each Reporting Person

                                                               2,434,506
---------------------------------------------------------------------------
[10]  Check Box
If the Aggregate Amount in Row [9] Excludes Certain Shares

                                                               N/A
---------------------------------------------------------------------------
[11]  Percent of Class Represented by Amount in Row 9

                                                               5.3%
---------------------------------------------------------------------------
[12]  Type of Reporting Person*

                                                               PH, IC
---------------------------------------------------------------------------



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                                                                 13G Page 3 of 6

Item 1 (a) Name of Issuer:    FIRST FINANCIAL BANCORP



Item 1 (b) Address of issuer's Principal Executive Offices:
                              300 HIGH STREET
                              HAMILTON, OHIO 45012


Item 2 (a)  Name of Person Filing:  CINCINNATI FINANCIAL CORPORATION



Item 2 (b)  Address of Principal Business Office:
                              P.O. BOX 145496
                              CINCINNATI, OHIO  45250-5496

Item 2 (c)  Citizenship:   OHIO



Item 2 (d) Title of Class of Securities:
                              COMMON STOCK, NO PAR VALUE


Item 2 (e) CUSIP Number:
                              320209109


                              Item 3.  Type of Reporting Person

(a) [ ] Broker or Dealer registered under Section 15 of the Act
(b) [ ] Bank as defined in section 3(a) (6) of the Act
(c) [X] Insurance Company as defined in sections 3(a) (19) of the Act
(d) [ ] Investment Company registered under section 8 of the Investment
        Company Act
(e) [ ] Investment Adviser registered under section 203 of the Investment
        Advisers Act of 1940
(f) [ ] Employees Benefit Plan, Pension Fund which is subject to
        the provisions of the Employee Retirement Income Security Act
        of 1947 or Endowment Fund
(g) [X] Parent Holding Company, in accordance with 240.13d-b (ii) (G)
(h) [ ] Group, in accordance with 240.13d-1 (b) (1) (ii) (H)







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                                                                 13G page 4 of 6

                   Item 4   Ownership:


(a)  Amount Beneficially Owned:     2,434,506



(b)  Percent of Class:                    5.3%



(c)  Number of Shares as to which CFC has:



  (i)   sole power to vote or to direct the vote
        ...............................................      2,434,506


  (ii)  shared power to vote or to direct the vote
        ...............................................          -0-


  (iii) sole power to dispose or to direct
        the disposition of.............................      2,434,506


  (iv)  shared power to dispose or to direct
        the disposition of.............................          -0-



                   Item 5. Ownership of Five Percent or less of A Class:

                                       N/A


                   Item 6.  Ownership of More than Five Percent on
                                    Behalf of Another person.

                                       N/A







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                                                                 13G page 5 of 6


  Item 7.      Identification and Classification of the Subsidiary which
               Acquired the Security Being Reported on by the parent Holding
               Company:




This Schedule 13G is being filed by the Cincinnati Financial Corporation for
itself or, if item 3(g) has been checked, as a parent holding company with
respect to the holding of its following subsidiaries:


         [X] Cincinnati Financial Corporation (31-0746871), a parent
             holding company, in accordance with 240.13d-(b) (ii) (G)

         [X] Cincinnati Insurance Company (31-0542366), an insurance
             company as defined in sections 9 (a) (19) of the Act

         [ ] Cincinnati Casualty Company (31-0826946), an insurance
             company as defined in sections 3 (a) (19) of the Act

         [ ] Cincinnati Indemnity Company (31-1241793), an insurance
             company as defined in sections 3 (a) (19) of the Act

         [ ] Cincinnati Life Insurance Company (31-1213778), an insurance
             company as defined in sections 3 (a) (19) of the Act

         [ ] Cincinnati Financial Retirement Plan Trust (31-0746871), an
             employee benefit plan, pension fund which is subject to the
             provisions of the Employee Retirement Income Security Act
             of 1947 or Endowment Fund








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                                                                 13G Page 6 of 6


Item 8.   Identification and Classification of Members of the Group:



Item 9.   Notice of Dissolution of Group:



Item 10.  Certification:

            By signing below I certify that to the best of my knowledge and
            belief, the securities referred to above were acquired in the
            ordinary course of business and were not acquired for the purpose of
            and do not have the effect of changing or influencing the control of
            the issuer of such securities and were not acquired in connection
            with or as a participant in any transaction having such purposes or
            effect.


            Signature

            After reasonable inquiry and to the best of my knowledge and belief,
            I certify that the information set forth in this statement is true,
            complete and correct.

            Date: FEBRUARY 6, 2001


            THE CINCINNATI FINANCIAL CORPORATION


            By /s/Kenneth W. Stecher
               ------------------------
                  KENNETH W. STECHER
                  SECRETARY



            *This stock is held in custody by the Fifth Third Bank