FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * WALKER ROBERT M   2. Issuer Name and Ticker or Trading Symbol FIRST NORTHERN COMMUNITY BANCORP [FNRN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) EVP/Commercial, Retail & Trust (Last) (First) (Middle) P.O. BOX 547, 195 N. FIRST STREET 3. Date of Earliest Transaction (Month/Day/Year) 05/11/2005 (Street) DIXON, CA 95620 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 05/11/2005   M(1)   9,057 A $ 17.75 18,114 D   Common Stock 05/11/2005   M(1)   1,371 A $ 17.75 2,742 D   Common Stock 05/11/2005   M(1)   39,951 A $ 17.75 79,902 I One of three Trustees of FNBank of Dixon Profit Sharing Plan

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Common Stock

$ 4.53 (2)

05/11/2005

M

682 (2)

01/07/2003

01/07/2009

Common Stock

682

$ 4.53

682

D

Common Stock

$ 4.79 (3)

05/11/2005

M

19,854 (3)

(4)

01/03/2010

Common Stock

19,854

$ 4.79

20,536

D

Common Stock

$ 6.35 (5)

05/11/2005

M

21,406 (5)

(4)

01/02/2011

Common Stock

21,406

$ 6.35

41,942

D

Common Stock

$ 10.4 (6)

05/11/2005

M

12,624 (6)

(4)

01/02/2006

Common Stock

12,624

$ 10.4

54,566

D

Common Stock

$ 9.87 (7)

05/11/2005

M

11,910 (7)

(4)

01/08/2013

Common Stock

11,910

$ 9.87

66,476

D

Common Stock

$ 11.68 (8)

05/11/2005

M

10,102 (8)

(9)

01/20/2014

Common Stock

10,102

$ 11.68

76,588

D

Common Stock

$ 13.66 (10)

05/11/2005

M

9,540 (10)

(9)

01/06/2015

Common Stock

9,540

$ 13.66

86,128

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
WALKER ROBERT M P.O. BOX 547 195 N. FIRST STREET DIXON, CA 95620			EVP/Commercial, Retail & Trust

Signatures

Lynn Campbell, AVP/Corporate Secretary w/POA		05/13/2005
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	On May 11, 2005 the Common Stock of First Northern Community Bancorp Split 2 for 1, resulting in reporting person's shares in each account doubling.
(2)	This option was previously reported as covering 341 shares at an exercise price of $9.06 due to the May 11, 2005 2 for 1 stock split these amounts were adjusted.
(3)	This option was previously reported as covering 9,927 shares at an exercise price of $9.59 due to the May 11, 2005 2 for 1 stock split these amounts were adjusted.
(4)	Stock Options Granted vest 20% upon their grant and 20% annually over 4 years.
(5)	This option was previously reported as covering 10,703 shares at an exercise price of $12.70 due to the May 11, 2005 2 for 1 stock split these amounts were adjusted.
(6)	This option was previously reported as covering 6,312 shares at an exercise price of $20.79 due to the May 11, 2005 2 for 1 stock split these amounts were adjusted.
(7)	This option was previously reported as covering 5,955 shares at an exercise price of $19.74 due to the May 11, 2005 2 for 1 stock split these amounts were adjusted.
(8)	This option was previously reported as covering 5,056 shares at an exercise price of $23.36 due to the May 11, 2005 2 for 1 stock split these amounts were adjusted.
(9)	Stock Options Granted vest 0% upon their grant and 25% annually over 4 years.
(10)	This option was previously reported as covering 4,770 shares at an exercise price of $27.31 due to the May 11, 2005 2 for 1 stock split these amounts were adjusted.

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