SCHEDULE 14A
(RULE 14a-101)

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES
EXCHANGE ACT OF 1934 (AMENDMENT NO. )

Filed by the Registrant [X]

Filed by a Party other than the Registrant [ ]

Check the appropriate box:

[ ] Preliminary Proxy Statement [ ] Confidential, for Use of the
Commission Only (as permitted by
Rule 14a-6(e)(2))

[X] Definitive Proxy Statement

[ ] Definitive Additional Materials

[ ] Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12

IBT Bancorp, Inc.
- --------------------------------------------------------------------------------
(Name of Registrant as Specified in Its Charter)

IBT, Bancorp, Inc.
- --------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

[X] No fee required.

[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and
0-11.

(1) Title of each class of securities to which transaction applies:

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(2) Aggregate number of securities to which transaction applies:

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(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the
filing fee is calculated and state how it was determined):

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[ ] Fee paid previously with preliminary materials.

[ ] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee
was paid previously. Identify the previous filing by registration
statement number, or the form or schedule and the date of its filing.

(1) Amount previously paid:

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(4) Date filed:

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2
IBT BANCORP, INC.

200 EAST BROADWAY
MOUNT PLEASANT, MICHIGAN 48858

NOTICE OF THE ANNUAL MEETING OF SHAREHOLDERS

To Be Held April 20, 1999

Notice is hereby given that the Annual Meeting of Shareholders of IBT Bancorp,
Inc. will be held on Tuesday, April 20, 1999 at 7:00 p.m. Eastern Standard Time,
at The Holiday Inn, 5665 E. Pickard, Mount Pleasant, Michigan. The meeting is
for the purpose of considering and acting upon the following:

1. The election of three directors.

2. Such other business as may properly come before the meeting,
or any adjournment or adjournments thereof.

The Board of Directors has fixed March 26, 1999 as the record date for
determination of shareholders entitled to notice of, and to vote at, the meeting
or any adjournments thereof.

Your vote is important. Even if you plan to attend the meeting, please date and
sign the enclosed proxy form, indicate your choice with respect to the matters
to be voted upon, and return it promptly in the enclosed envelope. Note that if
stock is held in more than one name, all parties should sign the proxy form.

By order of the Board of Directors

Mary Ann Breuer

Mary Ann Breuer, Secretary
Dated: March 30, 1999

IBT BANCORP, INC.
200 EAST BROADWAY
MOUNT PLEASANT, MICHIGAN 48858

PROXY STATEMENT

GENERAL INFORMATION

This Proxy Statement is furnished in connection with the solicitation of proxies
by the Board of Directors of IBT Bancorp, Inc. (the Corporation) a Michigan bank
holding company, to be voted at the Annual Meeting of Shareholders of the
Corporation to be held on Tuesday, April 20, 1999 at 7:00 p.m. at The Holiday
Inn, 5665 E. Pickard, Mount Pleasant, Michigan, or at any adjournment or
adjournments thereof, for the purposes set forth in the accompanying Notice of
Annual Meeting of Shareholders and in this Proxy Statement.

This Proxy Statement has been mailed on March 30, 1999 to all holders of record
of common stock as of the record date.

VOTING AT THE MEETING

The Board of Directors of the Corporation has fixed the close of business on
March 26, 1999 as the record date for the determination of shareholders entitled
to notice of, and to vote at, the Annual Meeting of Shareholders and any
adjournment thereof. The Corporation has only one class of common stock and no
preferred stock. There are currently 881,885 shares of common stock of the
Corporation outstanding. Each outstanding share entitles the holder thereof to
one vote on each separate matter presented for vote at the meeting. If the
enclosed proxy is executed and returned, it may be revoked at any time before it
is exercised at the meeting. All shareholders are encouraged to date and sign
the enclosed proxy form, indicate your choice with respect to the matters to be
voted upon, and return it to the Corporation.

ELECTION OF DIRECTORS

The Board of Directors is divided into three classes, with the directors in each
class being elected for a term of three years. At the Annual Meeting of
Shareholders, three directors will be elected for terms ending with the annual
meeting of shareholders in 2002.

Except as otherwise specified in the proxy, proxies will be voted for election
of the three nominees named below. If a nominee becomes unable or unwilling to
serve, proxies will be voted for such other person, if any, as shall be
designated by the Board of Directors. However, the Corporation's management now
knows of no reason to anticipate that this will occur. Directors are elected by
a plurality of the votes cast, whether in person or by proxy, by holders of the
Corporation's common stock at the Annual Meeting of Shareholders, provided a
quorum (a majority of the shares entitled to be voted at the Annual Meeting of

Shareholders) is present or represented. Thus, the three nominees for election
as directors who receive the greatest number of votes cast will be elected
directors. Consequently, shares not voted, whether by withholding of authority
or otherwise, have no effect on the election of directors. If a proxy is
returned for such shares or they are represented in person at the Annual Meeting
of Shareholders, they will be counted toward the establishment of a quorum.

Nominees for reelection and other current directors are listed below. Also shown
for each nominee and each other current director is his principal occupation for
the last five or more years, age and length of service as a director of the
Corporation and the Bank.

DIRECTOR NOMINEES

TERM ENDING 2002

DIRECTOR OF DIRECTOR OF
NAME AND PRINCIPAL OCCUPATION CORPORATION ISABELLA BANK
OR EMPLOYMENT AGE SINCE AND TRUST SINCE
- ----------------------------- --- ----------- ---------------

Gerald D. Cassel 64 1988 1980
Certified Public Accountant

Ronald E. Schumacher 61 1988 1984
Partner, A. Schumacher Sons (Farm)

Robert O. Smith 67 1988 1982
Vice President, Isabella Bank
and Trust (Retired)

DIRECTORS NOT STANDING FOR ELECTION WHOSE TERMS END IN 2000

DIRECTOR OF DIRECTOR OF
NAME AND PRINCIPAL OCCUPATION CORPORATION ISABELLA BANK
OR EMPLOYMENT AGE SINCE AND TRUST SINCE
- ----------------------------- --- ----------- ---------------

James Bigard 69 1988 1983
Vice President, James Bigard
Drilling Company

Frederick L. Bradford 64 1988 1974
Dentist

Dean Walldorff 65 1988 1982
Owner, Watercare Systems

DIRECTORS NOT STANDING FOR ELECTION WHOSE TERMS END IN 2001

DIRECTOR OF DIRECTOR OF
NAME AND PRINCIPAL OCCUPATION CORPORATION ISABELLA BANK
OR EMPLOYMENT AGE SINCE AND TRUST SINCE
- ----------------------------- --- ----------- ---------------

James C. Fabiano 55 1988 1979
President and CEO, Fabiano
Brothers Inc. (Beverage Distributor)

David W. Hole 61 1989 1989
President and CEO,
IBT Bancorp and Isabella
Bank and Trust

L. A. Johns 70 1988 1961
Chairman, IBT Bancorp

Each of the directors has been engaged in their stated occupations for more than
five years except L. A. Johns, who retired as President and CEO of the
Corporation as of December 31, 1993. The principal occupation of David W. Hole
is with the subsidiary bank (the Bank) of the Corporation. All officers of the
Corporation serve at the pleasure of the Board of Directors.

DIRECTORS

The Corporation has delegated the responsibilities of the Audit and Compensation
Committees to the Bank.

The Audit Committee of the Bank met five times during 1998. The Committee is
comprised of Directors Bradford, Cassel, Fabiano, Schumacher, and Smith. This
Committee is responsible for the recommendation of an independent accounting
firm to be engaged for external audits, reviewing with the external auditors the
plan and results of the external audit, the establishment and supervision of
internal auditing procedures, reviewing the degree of independence of the
auditors and reviewing the adequacy of internal controls.

The Compensation Committee of the Bank met three times during 1998. The
Committee is comprised of Directors Bigard, Cassel, Caul, Hole, and Walldorff.
This Committee is responsible for reviewing the Bank's salaries and benefits,
recommending the annual salaries to be paid to non executive employees, and
reviewing the written personnel policies. The Bank's Board of Directors is
responsible for establishing the salaries of executive officers and approving
the recommendations of the Compensation Committee pertaining to all other
compensation and policy matters.

The Corporation has a standing Nominating Committee. The Committee consists of
directors Bradford, Smith and Walldorff. Shareholders who wish to recommend
nominees should submit their nominations in writing to the Secretary of the
Corporation. Recommendations for the 2000 Annual Meeting of Shareholders should
be delivered no later than December 1, 1999.

The Board of Directors of the Corporation met seven times during 1998. All
incumbent directors attended 75% or more of the meetings held in 1998.

COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION

The members of the Compensation Committee during 1998 were Directors Bigard,
Cassel, Caul, Hole, and Walldorff. Mr. Hole is the chief executive officer of
the Corporation and the Bank. Mr. Hole does not participate in any of the
procedures which pertain to his compensation or other related matters and is
excused from the meetings at such times.

EXECUTIVE COMPENSATION

The following table sets forth the annual cash compensation and other annual
compensation for the Corporation's President and CEO. There were no other
executive officers of the Corporation whose annual cash compensation exceeded
$100,000 for the period indicated.

SUMMARY COMPENSATION TABLE

Annual Compensation
-------------------
All Other
Name and Principal Position Year Salary Compensation (1)
- --------------------------- ---- --------- ------------

David W. Hole, President and CEO 1998 $ 145,000 $ 23,350
of IBT Bancorp and 1997 $ 133,000 19,190
Isabella Bank and Trust 1996 $ 120,000 18,089

(1) The amount shown represents contributions by the Bank under the Bank's
Employee Stock Ownership Plan ($1,352, $2,860, and $2,578 in 1998,
1997, and 1996 respectively) in which substantially all employees of
the Bank participate, expenses related to a nonqualified supplemental
retirement plan ($13,598, $8,355, and $8,361 in 1998, 1997, and 1996
respectively), and directors' fees deferred under the Directors'
Deferred Compensation Plan ($8,400, $7,975, and $7,150 in 1998, 1997
and 1996 respectively).

The Corporation generally maintains a conservative level of perquisites and
personal benefits. The dollar value of perquisites and personal benefits
provided to the named executive officer does not exceed 10% of his annual
compensation.

THE DEFINED BENEFIT PENSION PLAN

The Corporation sponsors a defined benefit pension plan. This plan was
originally adopted in 1973 and was substantially revised in 1989. Only employees
who have attained the age of 21 and who have worked more than 1000 hours in the
current plan year participate.

Annual contributions are made to the plan as required by accepted actuarial
principles, applicable federal tax law, and expenses of operating and
maintaining the plan. The amount of contributions on behalf of any one
participant cannot be separately or individually computed.

Pension plan benefits are based on an average of a participant's five highest
years of compensation. A participant may earn a benefit for up to 35 years of
accredited service. Earned benefits are 100 percent vested after five years of
service. Benefit payments normally start when a participant reaches age 65. A
participant with more than five years of service may elect to take early
retirement benefits anytime after reaching age 55. Benefits payable under early
retirement are reduced actuarially for each month prior to age 65 in which
benefits begin.

The following table indicates estimated annual benefits payable upon normal
retirement for various compensation levels and years of service. Additional
benefits may be earned due to integration of social security benefits. The
amounts that may be earned are undeterminable until retirement.

Five Year
Average Years of Accredited Service
of Highest
Compensation 5 15 25 35
------------ -------- ---------- --------- ---------

$ 20,000 $ 900 $ 2,700 $ 4,500 $ 6,300
50,000 2,250 6,750 11,250 15,750
75,000 3,375 10,125 16,875 23,625
100,000 4,500 13,500 22,500 31,500
125,000 5,625 16,875 28,125 39,375
150,000 6,750 20,250 33,750 47,750
200,000 7,875 23,625 39,375 56,125

The amounts calculated under the plan's benefit formula assume a monthly payment
for life. A married participant will generally receive an actuarially reduced
monthly payment because the participant's surviving spouse will also receive
monthly payments for life after the participant's death. As of December 31,
1998, David W. Hole had 39 years of credited service under the plan.

REPORT ON EXECUTIVE COMPENSATION

All executive officers of the Corporation are also officers of Isabella Bank and
Trust (the "Bank"). Their service as officers of the Corporation is incidental
to their primary service as an officer of the Bank. The executive officers of
the Corporation, except for those who are entitled to director fees, receive no
compensation directly from the Corporation. The Corporation has delegated the
authority and responsibility for the setting of employee compensation to the
Board of Directors of the Bank. The compensation committee of the Bank is
responsible for recommending all significant benefit plans and non executive
employee compensation to the Board of Directors.

The Board of Directors of the Bank is responsible for determining the annual
compensation of executive officers. The Board's approach to determining the
annual salary of executive officers is to offer competitive salaries in
comparison with market practices. The Board utilizes regional and national
compensation surveys which provide salary ranges for banks of similar size.
Based on these surveys, the Board establishes salary ranges for all job
classifications. Factors used to decide where an executive officer salary should
be within the established range include the historical financial performance,
financial performance outlook, years of service, and job performance. The salary
paid to Mr. Hole was in the 25th to 50th percentile in 1998, 1997 and 1996 of
the comparison group. The Board's primary consideration in where Mr. Hole's
salary fits within the defined range was his years of service as President and
CEO and the Corporation exceeding its financial performance goals.

Respectfully submitted,
James R. Bigard L. A. Johns
Frederick L. Bradford Thomas L. Kleinhardt
Gerald D. Cassel Ronald E. Schumacher
Sandra L. Caul Robert O. Smith
James C. Fabiano William J. Strickler
David W. Hole Dean E. Walldorff

REMUNERATION OF DIRECTORS

The Corporation paid $175 per meeting to its directors during 1998. Directors of
the Bank are paid $300 per board meeting and $175 per committee meeting they
attend. Directors who are officers of the Bank are not paid for attendance at
committee meetings.

The Bank sponsors a deferred compensation plan for directors (the Directors'
Plan). The Directors' Plan was adopted in 1984 and was substantially revised in
1989 and 1996. Under the Directors' Plan, deferred directors' fees are converted
on a quarterly basis into stock units of the Corporation's common stock. The
fees are converted based on the purchase price for a share of the Corporation's
common stock under the Corporation's Dividend Reinvestment Plan.

Pursuant to the terms of the Directors' Plan, directors of the Bank are required
to defer at least 25% of their earned board and committee fees. The amount
deferred under the terms of the plan in 1998 was $117,700, resulting in 1,789
stock units being credited to participant's accounts. As of December 31, 1998,
there were 27,400 stock units credited to participant's accounts. Stock units
credited to a participant's account are eligible for cash and stock dividends as
payable. All amounts deferred are unsecured claims against the Bank's general
assets. The net cost of this benefit to the Bank was $41,300 in 1998.

Distribution from the Directors' Plan occurs when the participant terminates
service with the Bank and/or attains age 65. Distributions may take the form of
shares of Corporation common stock equal to the number of stock units credited
to the participant's account, cash equal to the value of the stock units on the
date of distribution, or a combination of stock and cash. Any Corporation common
stock issued under the Directors' Plan will be considered restricted stock under
the Securities Act of 1933, as amended.

INDEBTEDNESS OF AND TRANSACTIONS WITH MANAGEMENT

Certain directors and officers of the Corporation and members of their families
were loan customers of the Bank, or have been directors or officers of
corporations, or partners of partnerships which have had transactions with the
Bank. In management's opinion, all such transactions are made in the ordinary
course of business and are essentially on the same terms, including collateral
and interest rates, as those prevailing at the same time for similar
transactions with other customers. These transactions do not involve more than a
normal credit risk. Total loans to these customers were $7,167,000 as of
December 31, 1998.

STOCK PERFORMANCE

The graph on the following page compares the cumulative total shareholder return
on Corporation Common Stock for the last five years with the cumulative total
return on (1) the NASDAQ Stock Market Index, which is comprised of all United
States common shares traded on the NASDAQ and (2) the NASDAQ Bank Stock Index,
which is comprised of bank and bank holding company common shares traded on the
NASDAQ over the same period. The graph assumes the value of an investment in the
Corporation and each index was $100 at January 1, 1994 and all dividends are
reinvested.

STOCK PERFORMANCE
FIVE-YEAR TOTAL RETURN

The dollar values for total shareholder return plotted in the graph above are
shown in the table below:

Comparison of Five Year Cumulative
Among IBT Bancorp, NASDAQ Stock Market,
and NASDAQ Bank Stocks

NASDAQ
Year IBT Bancorp NASDAQ Banks

01/01/94 100.0 100.0 100.0
12/31/94 116.8 97.8 99.6
12/31/95 132.8 138.3 148.4
12/31/96 164.5 170.0 195.9
12/31/97 228.7 208.6 328.0
12/31/98 304.4 293.2 324.9

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth information as of March 5, 1999 as to the common
stock of the Corporation owned of record or beneficially by any person who is
known to the Corporation to be the beneficial owner of more than 5% of the
common stock of the Corporation.

Amount and Nature
of Beneficial Ownership
--------------------------------
Sole Voting Shared Voting Percentage of
Name and address of and Investment and Investment Common Stock
Beneficial Owner Powers Powers Outstanding
- ------------------------------ -------------- -------------- -------------

Isabella Bank and Trust 48,691 5.52%
Agent for Trustees of IBT
Bancorp Employees Stock
Ownership Plan
200 E. Broadway
Mt. Pleasant, MI

James J. McGuirk 50,157 5.69%
P.O. Box 222
Mt. Pleasant, MI

The following table sets forth certain information as of March 5, 1999 as to the
common stock of the Corporation owned beneficially by each director and by all
directors and executive officers of the Corporation as a group.

Amount and Nature
of Beneficial Ownership
----------------------------------------
Sole Voting Shared Voting Percentage of
Name and address of and Investment and Investment Common Stock
Owner Powers Powers Outstanding
- ------------------- -------------- -------------- -------------

James Bigard 2,149 --- 0.24%
Frederick L. Bradford 9,421 8,881 2.08%
Gerald D. Cassel* 1,759 --- 0.20%
James C. Fabiano 42,153 --- 4.78%
David W. Hole* 2,765 900 0.42%
L. A. Johns --- 7,692 0.87%
Ronald Schumacher --- 7,419 0.84%
Robert O. Smith 889 2,884 0.43%
Dean Walldorff --- 3,035 0.34%

All Directors and Executive
Officers as a Group 64,587 33,302 11.10%

*Trustees of the ESOP who vote ESOP stock.

AS TO OTHER BUSINESS WHICH MAY COME BEFORE THE MEETING

Management of the Corporation does not intend to bring any other business before
the meeting for action. However, if any other business should be presented for
action, it is the intention of the persons named in the enclosed form of proxy
to vote in accordance with their judgment on such business.

RELATIONSHIP WITH INDEPENDENT ACCOUNTANTS

The Board of Directors has reappointed Rehmann Robson, P.C. as independent
auditors of the Corporation for the year ending December 31, 1998. Rehmann
Robson, P.C. has also been appointed to serve as the Corporation's independent
auditors for the year ending December 31, 1999.

A representative of Rehmann Robson, P.C., is expected to be present at the
Annual Meeting of Shareholders to respond to appropriate questions from
shareholders and to make any comments they believe appropriate.

SHAREHOLDER PROPOSALS

Any proposals which shareholders of the Corporation intend to present at the
next annual meeting of the Corporation must be received before December 1, 1999
to be considered for inclusion in the Corporation's proxy statement and proxy
form for that meeting. Proposals should be made in accordance with Securities
and Exchange Commission Rule 14a-8.

SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the Securities Exchange Act of 1934 requires the Corporation's
directors and certain officers and persons who own more than ten percent of the
Corporation's common stock, to file with the SEC initial reports of ownership
and reports of changes in ownership of the Corporation's common stock. These
officers, directors, and greater than ten percent shareholders are required by
SEC regulation to furnish the Corporation with copies of these reports.

To the Corporation's knowledge, based solely on review of the copies of such
reports furnished to the Corporation, during the fiscal year ended December 31,
1998 all Section 16(a) filing requirements were satisfied, with respect to the
applicable officers, directors, and greater than 10 percent beneficial owners.

OTHER MATTERS

The cost of soliciting proxies will be borne by the Corporation. In addition to
solicitation by mail, officers and other employees of the Corporation may
solicit proxies by telephone or in person, without compensation other than their
regular compensation.

By order of the Board of Directors

Mary Ann Breuer

Mary Ann Breuer, Secretary

IBT BANCORP PROXY
200 East Broadway
Mt. Pleasant, MI 48858

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
The undersigned hereby appoints James R. Bigard, Frederick L. Bradford, and Dean
E. Walldorff as Proxies, each with the power to appoint his/her substitute, and
hereby authorizes them to represent and to vote as designated below, all the
shares of Common Stock of IBT Bancorp held of record by the undersigned on March
26, 1999 at the annual meeting of shareholders to be held April 20, 1999 or any
adjournments thereof.

1) ELECTION OF DIRECTORS:

FOR ALL NOMINEES LISTED BELOW [ ] WITHHOLD AUTHORITY TO VOTE [ ]
EXCEPT AS MARKED TO THE FOR ALL NOMINEES LISTED
CONTRARY BELOW

(INSTRUCTION: To withhold authority to vote for any individual nominee,
circle the nominee's name in the list below.)

Gerald D. Cassel
Ronald E. Schumacher
Robert O. Smith

2) In their discretion, the Proxies are authorized to vote upon such other
business as may properly come before the meeting.

This proxy, when properly executed, will be voted in the manner directed herein
by the undersigned shareholder. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED TO ELECT ALL NOMINEES.

Please sign exactly as name appears below. When shares are held by joint
tenants, both should sign. When signing as attorney, executor, administrator,
trustee or guardian, please give full title as such. If a corporation, please
sign full corporate name by the President or other authorized officer. If a
partnership, please sign in partnership name by authorized person.

Dated:__________________________, 1999 ___________________________________
Please mark, sign, date and return Signature
Proxy card promptly using the
enclosed envelope. ___________________________________
Signature (if held jointly)