SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C. 20549

                         AMENDMENT NO. 1
                               TO
                            FORM 10-Q
       (Exhibit 27.1 was omitted from the initial filing)

  [X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934
          For quarterly period ended September 30, 1999

  [ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934


         For transition period __________ to __________
                 Commission File Number: 0-24724

                  HEARTLAND FINANCIAL USA, INC.
     (Exact name of Registrant as specified in its charter)

                            Delaware
 (State or other jurisdiction of incorporation or organization)

                           42-1405748
             (I.R.S. employer identification number)

           1398 Central Avenue, Dubuque, Iowa    52001
        (Address of principal executive offices Zip Code)

                         (319)  589-2100
      (Registrant's telephone number, including area code)

     Indicate by check mark whether the Registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the Registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X  No

     Indicate the number of shares outstanding of each of the
classes of Registrant's common stock as of the latest practicable
date:  As of November 12, 1999, the Registrant had outstanding
9,584,783 shares of common stock, $1.00 par value per share.

                  HEARTLAND FINANCIAL USA, INC.
          Amendment No. 1 to Form 10-Q Quarterly Report

                        Table of Contents


                             Part II

Item 6.   Exhibits and Reports on Form 8-K


          Form 10-Q Signature Page

                             PART II

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

Exhibits
27.1  Financial Data Schedule

Reports on Form 8-K
On August 26, 1999, the Company filed a Form 8-K under Item 5
regarding the pending acquisition of National Bancshares, Inc., a
New Mexico corporation.


                           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 there unto duly authorized.

                  HEARTLAND FINANCIAL USA, INC.
                          (Registrant)



                                   Principal Executive Officer

                                   /s/ Lynn B. Fuller
                                   -----------------------
                                   By: Lynn B. Fuller
                                   President

                                   Principal Financial and
                                   Accounting Officer

                                   /s/ John K. Schmidt
                                   -----------------------
                                   By: John K. Schmidt
                                   Executive Vice President
                                   and Chief Financial Officer

                                   Dated:  November 15, 1999