INDEPENDENT AUDITORS' REPORT


Board of Directors
Mid Continent Bancshares, Inc.
El Dorado, Kansas

We  have  audited  the  consolidated   financial  statements  of  Mid  Continent
Bancshares,  Inc. and  subsidiary as of September 30, 1995 and 1996 and for each
of the three years in the period ended  September 30, 1996,  and have issued our
report thereon dated November 12, 1996; such consolidated  financial  statements
and report are  included  in your 1996  Annual  Report to  Stockholders  and are
incorporated  herein by  reference.  Our  audits  also  included  the  financial
statement schedule of Mid Continent Bancshares,  Inc. and subsidiary,  listed in
Item 14(a)2.  This financial  statement  schedule is the  responsibility  of the
Company's  management.  Our responsibility is to express an opinion based on our
audits. In our opinion,  such financial statement  schedule,  when considered in
relation  to the  basic  consolidated  financial  statements  taken  as a whole,
presents fairly in all material respects the information set forth therein.




/s/Deloitte & Touche LLP
Kansas City, Missouri
December 12, 1996