March 27, 1997




Board of Directors
Mid-Iowa Financial Corp.
123 West Second Street North
Newton, Iowa 50208

     Re:  Registration Statement on Form S-8
          Mid-Iowa Financial Corp. 1997 Stock Option Plan

Dear Board Members:

     We have acted as special counsel to Mid-Iowa Financial
Corp., a Delaware Corporation (the "Company"), in connection with
the preparation of the Registration Statement on Form S-8 filed
with the Securities and Exchange Commission (the "Registration
Statement") under the Securities Act of 1933, as amended,
relating to 167,599 shares of common stock, par value $.01 per
share (the "Common Stock") of the Company which may be issued
pursuant to the Mid-Iowa Financial Corp. 1997 Stock Option Plan
(the "Plan"), all as more fully described in the Registration
Statement.  You have requested the opinion of this firm with
respect to certain legal aspects of the proposed offering.

     We have examined such documents, records and matters of law
as we have deemed necessary for purposes of this opinion and
based thereon, we are of the opinion that the Common Stock when
issued pursuant to and in accordance with the terms of the Plan
will be legally issued, fully paid, and nonassessable.

     We hereby consent to the filing of this opinion as an
exhibit to the Registration Statement on Form S-8 and to
references to our firm included under the caption "Legal Opinion"
in the Prospectus which is part of the Registration Statement.

                             Very truly yours,

                             Housley Kantarian & Bronstein, P.C.

 
                             By: /s/ Cynthia R. Cross
                                 ------------------------------
                                 Cynthia R. Cross, Esquire