AMENDMENT TO FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR QUARTER ENDED COMMISSION FILE NUMBER JUNE 30, 1998 0-24630 MAHASKA INVESTMENT COMPANY (Exact Name of Registrant as Specified in its Charter) IOWA 42-1003699 (State of Incorporation) (I.R.S. Employer Identification No.) 222 First Avenue East, Oskaloosa, Iowa 52577 Telephone Number (515) 673-8448 Indicate by check mark whether the registrant (1) has filed all reports required by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months and (2) has been subject to such filing requirements for the past 90 days. Yes X No As of August 6, 1998, there were 3,651,842 shares of common stock $5 par value outstanding. This amendment is being sent to include exhibits which are omitted from the June 30, 1998 Form 10Q of Mahaska Investment Company which was filed August 14, 1998. The attached Exhibit 10.5.2 was inadvertently omitted from the Form 10Q filed August 14, 1998. The attached Exhibit 27 - Financial Data Schedule was timely submitted on August 14, 1998 in a separate filing due to difficulties with the electronic filing system. This amendment will unite the Financial Data Schedule with the main text of the Form 10Q. 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. MAHASKA INVESTMENT COMPANY (Registrant) August 18, 1998 /s/ Charles S. Howard Dated Charles S. Howard President August 18, 1998 /s/ David A. Meinert Dated David A. Meinert Executive Vice President and Chief Financial Officer (Principal Accounting Officer) Exhibit 10.5.2 MAHASKA INVESTMENT COMPANY FOURTH AMENDMENT TO CREDIT AGREEMENT Harris Trust and Savings Bank Chicago, Illinois Ladies and Gentlemen: Reference is hereby made to that certain Credit Agreement dated as of January 31, 1996, as amended (the "Credit Agreement"), between the undersigned, Mahaska Investment Company, an Iowa corporation (the "Borrower"), and you (the "Bank"). All capitalized terms used herein without definition shall have the same meanings herein as such terms have in the Credit Agreement. The Borrower has requested that the Bank extend the Termination Date to June 30, 1999, and make certain other amendments to the Credit Agreement, and the Bank is willing to do so under the terms and conditions set forth in this agreement (herein, the "Amendment"). 1. AMENDMENTS. Subject to the satisfaction of the conditions precedent set forth in Section 2 below, the Credit Agreement shall be and hereby is amended as follows: 1.1 The interest rate payable under Section 2.1 of the Credit Agreement shall be reduced and, accordingly, Section 2.1 of the Credit Agreement shall be amended by deleting the phrase "at the rate per annum determined by subtracting (but not below zero) 1/4 of 1% per annum from the Prime Rate as in effect from time to time" appearing in the third and fourth lines thereof and inserting the phrase "at the rate per annum determined by subtracting (but not below zero) 3/8 of 1% per annum from the Prime Rate as in effect from time to time" in lieu thereof. 1.2 The definition of "Termination Date" appearing in Section 4 of the Credit Agreement shall be amended by deleting the date "June 30, 1998" and inserting the date "June 30, 1999" in lieu thereof. 1.3 Section 8.1(k) of the Credit Agreement shall be amended and restated in its entirety to read as follows: "(k) Charles Howard shall at any time and for any reason ceases to be the Chairman, President and Chief Executive Officer of the Borrower or otherwise ceases to be actively involved in the management of the Borrower; or" 2. CONDITIONS PRECEDENT. The effectiveness of this Amendment is subject to the satisfaction of all of the following conditions precedent: (a) The Borrower and the Bank shall have executed and delivered this Amendment. (b) Legal matters incident to the execution and delivery of this Amendment shall be satisfactory to the Bank and its counsel. 3. REPRESENTATIONS. In order to induce the Bank to execute and deliver this Amendment, the Borrower hereby represents to the Bank that as of the date hereof the representations and warranties set forth in Section 5 of the Credit Agreement are and shall be and remain true and correct (except that the representations contained in Section 5.5 shall be deemed to refer to the most recent financial statements of the Borrower delivered to the Bank) and the Borrower is in full compliance with all of the terms and conditions of the Credit Agreement and no Default or Event of Default has occurred and is continuing under the Credit Agreement or shall result after giving effect to this Amendment. 4. MISCELLANEOUS. (a) Except as specifically amended herein, the Credit Agreement shall continue in full force and effect in accordance with its original terms. Reference to this specific Amendment need not be made in the Credit Agreement, the Note, or any other instrument or document executed in connection therewith, or in any certificate, letter or communication issued or made pursuant to or with respect to the Credit Agreement, any reference in any of such items to the Credit Agreement being sufficient to refer to the Credit Agreement as amended hereby. (b) The Borrower agrees to pay on demand all costs and expenses of or incurred by the Bank in connection with the negotiation, preparation, execution and delivery of this Amendment, including the fees and expenses of counsel for the Bank. (c) This Amendment may be executed in any number of counterparts, and by the different parties on different counterpart signature pages, all of which taken together shall constitute one and the same agreement. Any of the parties hereto may execute this Amendment by signing any such counterpart and each of such counterparts shall for all purposes be deemed to be an original. This Amendment shall be governed by the internal laws of the State of Illinois. [Signature Page to Follow] This Fourth Amendment to Credit Agreement is dated effective as of June 30, 1998. MAHASKA INVESTMENT COMPANY By /s/ David A. Meinert Its Executive Vice President& CFO Accepted and agreed to in Chicago, Illinois as of the date and year last above written. HARRIS TRUST AND SAVINGS BANK By /s/ Patrick A. Horne Its Vice President