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
SEPTEMBER 30, 2001 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 (641) 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 October 31, 2001, there were 3,924,406 shares of common stock $5 par value
outstanding.

PART I -- Item 1. Financial Statements

MAHASKA INVESTMENT COMPANY
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CONDITION

(unaudited)
(dollars in thousands, except for share amounts) September 30, December 31,
2001 2000
------------- ------------

ASSETS
Cash and due from banks ................................................ $ 10,222 $ 10,544
Interest-bearing deposits in banks ..................................... 2,163 3,818
Federal funds sold ..................................................... -- 1,155
------------ -----------
Cash and cash equivalents .......................................... 12,385 15,517
------------ -----------
Investment securities:
Available for sale ................................................. 45,738 60,758
Held to maturity (fair value of $22,971 as of September 31, 2001
and $26,234 as of December 31, 2000) ............................. 22,114 25,921
Loans .................................................................. 321,330 312,081
Allowance for loan losses .............................................. (3,262) (2,933)
------------ -----------
Net loans .......................................................... 318,068 309,148
------------ -----------
Loan pool participations ............................................... 101,438 74,755
Premises and equipment, net ............................................ 8,270 6,890
Accrued interest receivable ............................................ 4,868 5,201
Goodwill and other intangible assets ................................... 10,937 11,725
Other assets ........................................................... 5,086 5,297
------------ -----------
Total assets ..................................................... $ 528,904 $ 515,212
============ ===========

LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits:
Demand ............................................................. $ 24,378 $ 26,031
NOW and Super NOW .................................................. 43,886 43,380
Savings ............................................................ 96,541 88,378
Certificates of deposit ............................................ 215,327 212,355
------------ -----------
Total deposits ................................................... 380,132 370,144
Federal funds purchased ................................................ 1,570 2,345
Federal Home Loan Bank advances ........................................ 78,643 75,050
Notes payable .......................................................... 11,800 13,200
Other liabilities ...................................................... 5,776 5,178
------------ -----------
Total liabilities ................................................ 477,921 465,917
------------ -----------

Shareholders' equity:
Common stock, $5 par value; authorized 20,000,000 shares; issued
4,912,849 shares as of September 30, 2001 and December 31, 2000 24,564 24,564
Capital surplus .................................................... 13,038 13,127
Treasury stock at cost, 988,443 shares as of September 30, 2001,
and 973,535 shares as of December 31, 2000 ....................... (12,013) (11,869)
Retained earnings .................................................. 24,373 23,102
Accumulated other comprehensive income ............................. 1,021 371
------------ -----------
Total shareholders' equity ....................................... 50,983 49,295
------------ -----------
Total liabilities and shareholders' equity ....................... $ 528,904 $ 515,212
============ ===========

See accompanying notes to consolidated financial statements.

PART I -- Item 1. Financial Statements, Continued

MAHASKA INVESTMENT COMPANY
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME

(unaudited) Three Months Ended Nine Months Ended
(dollars in thousands, except per share amounts) September 30, September 30,
------------------------------------------------ --------------------- ---------------------
2001 2000 2001 2000
------- ------- ------- -------

Interest income:
Interest and fees on loans ..................................... $ 6,271 $ 6,596 $19,042 $18,669
Interest and discount on loan pools ............................ 2,829 1,704 6,979 5,612
Interest on bank deposits ...................................... 13 25 48 84
Interest on federal funds sold ................................. 57 14 219 141
Interest on investment securities:
Available for sale ........................................... 741 1,067 2,866 3,175
Held to maturity ............................................. 360 441 1,146 1,346
------- ------- ------- -------
Total interest income ...................................... 10,271 9,847 30,300 29,027
------- ------- ------- -------

Interest expense:
Interest on deposits:
NOW and Super NOW ............................................ 130 194 441 579
Savings ...................................................... 733 948 2,411 2,832
Certificates of deposit ...................................... 2,945 2,754 9,202 7,756
Interest on federal funds purchased ............................ 40 97 49 176
Interest on Federal Home Loan Bank advances .................... 1,360 1,209 3,858 3,275
Interest on notes payable ...................................... 194 353 683 1,063
------- ------- ------- -------
Total interest expense ..................................... 5,402 5,555 16,644 15,681
------- ------- ------- -------
Net interest income ........................................ 4,869 4,292 13,656 13,346
Provision for loan losses .......................................... 1,006 319 1,507 740
------- ------- ------- -------
Net interest income after provision for loan losses ........ 3,863 3,973 12,149 12,606
------- ------- ------- -------
Noninterest income:
Service charges ................................................ 541 455 1,554 1,329
Data processing income ......................................... 48 48 156 152
Other operating income ......................................... 188 121 667 379
Gains on sale of available for sale securities ................. 579 -- 972 17
------- ------- ------- -------
Total noninterest income ................................... 1,356 624 3,349 1,877
------- ------- ------- -------

Noninterest expense:
Salaries and employee benefits ................................. 1,714 1,613 5,257 4,872
Net occupancy .................................................. 555 472 1,612 1,390
Professional fees .............................................. 205 155 826 507
Goodwill amortization .......................................... 262 281 788 844
Other operating expense ........................................ 814 733 2,372 2,377
------- ------- ------- -------
Total noninterest expense .................................. 3,550 3,254 10,855 9,990
------- ------- ------- -------
Income before income tax expense ........................... 1,669 1,343 4,643 4,493
Income tax expense ................................................. 582 416 1,585 1,482
------- ------- ------- -------
Net income ................................................. $ 1,087 $ 927 $ 3,058 $ 3,011
======= ======= ======= =======

Earnings per common share - basic .................................. $ 0.27 $ 0.24 $ 0.77 $ 0.74
Earnings per common share - diluted ................................ $ 0.27 $ 0.24 $ 0.77 $ 0.74
Dividends per common share ......................................... $ 0.15 $ 0.15 $ 0.45 $ 0.45

See accompanying notes to consolidated financial statements

PART I -- Item 1. Financial Statements, Continued

MAHASKA INVESTMENT COMPANY
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited) Three Months Ended Nine Months Ended
(in thousands) September 30, September 30,
-------------------- --------------------
2001 2000 2001 2000
-------- -------- -------- --------

Net income ...................................................... $ 1,087 $ 927 $ 3,058 $ 3,011
Other Comprehensive Income:
Unrealized gains on securities available for sale:
Unrealized holding gains arising during
the period, net of tax .................................. 440 442 1,258 266
Less: reclassification adjustment for net gains included
in net income, net of tax ............................... (362) -- (608) (13)
------- ------- ------- -------
Other comprehensive income, net of tax .......................... 78 442 650 253
------- ------- ------- -------
Comprehensive income ............................................ $ 1,165 $ 1,369 $ 3,708 $ 3,264
======= ======= ======= =======

See accompanying notes to consolidated financial statements.

PART I -- Item 1. Financial Statements, Continued

MAHASKA INVESTMENT COMPANY
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited) Nine Months Ended
(dollars in thousands) September 30,
----------------------------
2001 2000
--------- --------

Cash flows from operating activities:
Net income ................................................................. $ 3,058 $ 3,011
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization ............................................ 1,461 1,304
Provision for loan losses ................................................ 1,507 740
Gains on sale of available for sale securities ........................... (972) (17)
Loss (gain) on sale of premises and equipment ............................ 53 (8)
Amortization of investment securities and loans premiums ................. 185 190
Accretion of investment securities and loan discounts .................... (220) (167)
Decrease (increase) in other assets ...................................... 544 (2,266)
Increase in other liabilities ............................................ 213 1,642
-------- --------
Net cash provided by operating activities .............................. 5,829 4,429
-------- --------

Cash flows from investing activities:
Investment securities available for sale:
Proceeds from sales ...................................................... 35,806 8,039
Proceeds from maturities ................................................. 6,513 3,901
Purchases ................................................................ (25,291) (13,028)
Investment securities held to maturity:
Proceeds from maturities ................................................. 4,583 5,412
Purchases ................................................................ (700) (2,811)
Net increase in loans ...................................................... (10,353) (35,196)
Purchases of loan pool participations ...................................... (77,703) (16,616)
Resale of loan pool participations ......................................... 25,870 --
Principal recovery on loan pool participations ............................. 25,150 26,603
Purchases of premises and equipment ........................................ (2,145) (805)
Proceeds from sale of premises and equipment ............................... 3 44
-------- --------
Net cash used in investing activities .................................. (18,267) (24,457)
-------- --------

Cash flows from financing activities:
Net increase in deposits ................................................... 10,052 10,495
Net decrease in federal funds purchased .................................... (775) (1,065)
Federal Home Loan Bank advances ............................................ 27,500 36,000
Repayment of Federal Home Loan Bank advances ............................... (24,051) (27,547)
Advances on notes payable .................................................. 3,000 1,900
Principal payments on notes payable ........................................ (4,400) (5,200)
Dividends paid ............................................................. (1,787) (1,819)
Purchases of treasury stock ................................................ (547) (3,433)
Proceeds from exercise of stock options .................................... 314 24
-------- --------
Net cash provided by financing activities .............................. 9,306 9,355
-------- --------

Net decrease in cash and cash equivalents .............................. (3,132) (10,673)
Cash and cash equivalents at beginning of period ............................... 15,517 22,919
-------- --------
Cash and cash equivalents at end of period ..................................... $ 12,385 $ 12,246
======== ========

Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest ................................................................. $ 16,683 $ 15,348
======== ========
Income taxes ............................................................. $ 1,133 $ 719
======== ========

See accompanying notes to consolidated financial statements.

1. Basis of Presentation

The accompanying consolidated statements of income and the consolidated
statements of comprehensive income for the three and the nine months ended
September 30, 2001 and 2000, the consolidated statements of cash flow for
the nine months ended September 30, 2001 and 2000, and the consolidated
statements of condition as of September 30, 2001 and December 31, 2000
include the accounts and transactions of the Company and its five
wholly-owned subsidiaries, Mahaska State Bank, Central Valley Bank, Pella
State Bank, Midwest Federal Savings and Loan, and MIC Financial, Inc. All
material intercompany balances and transactions have been eliminated in
consolidation.

The accompanying consolidated financial statements have been prepared by
the Company pursuant to the rules and regulations of the Securities and
Exchange Commission. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted pursuant to
such rules and regulations. Although management believes that the
disclosures are adequate to make the information presented not misleading,
it is suggested that these interim consolidated financial statements be
read in conjunction with the Company's most recent audited financial
statements and notes thereto. In the opinion of management, the
accompanying consolidated financial statements contain all adjustments
(consisting of only normal recurring accruals) necessary to present fairly
the financial position as of September 30, 2001, and the results of
operations for the three months and nine months ended September 30, 2001
and 2000, and cash flows for the nine months ended September 30, 2001 and
2000.

The results for the three months and the nine months ended September 30,
2001 may not be indicative of results for the year ending December 31,
2001, or for any other period.

2. Consolidated Statements of Cash Flows

In the consolidated statements of cash flows, cash and cash equivalents
include cash and due from banks, interest-bearing deposits with banks, and
federal funds sold.

3. Income Taxes

Federal income tax expense for the three months and the nine months ended
September 30, 2001 and 2000 was computed using the consolidated effective
federal tax rate. The Company also recognized income tax expense pertaining
to state franchise taxes payable individually by the subsidiary banks.

4. Earnings Per Common Share

Basic earnings per common share computations are based on the weighted
average number of shares of common stock actually outstanding during the
period. The weighted average number of shares for the three-month periods
ended September 30, 2001 and 2000 was 3,965,326 and 3,939,314,
respectively. The weighted average number of shares outstanding for the
nine-month periods ended September 30, 2001 and 2000 was 3,963,377 and
4,090,055, respectively. Diluted earnings per share amounts are computed by
dividing net income by the weighted average number of shares and all
dilutive potential shares outstanding during the period. The computation of
diluted earnings per share used a weighted average number of shares
outstanding of 4,009,252 and 3,940,773 for the three months ended September
30, 2001 and 2000, respectively, and 3,996,971 and 4,095,766 for the nine
months ended September 30, 2001 and 2000, respectively.

5. Impact of New Financial Accounting Standards

Statement of Financial Accounting Standards (SFAS) No. 133, "Accounting for
Derivative Instruments and Hedging Activities," and SFAS No. 138,
"Accounting for Certain Derivative Instruments and Certain Hedging
Activities - An Amendment to FASB Statement No. 133," were adopted by the
Company beginning January 1, 2001. The adoption of the standards did not
have a material effect on the Company's consolidated financial statements.

SFAS No. 140, "Accounting for Transfers and Servicing of Financial Assets
and Extinguishment of Liabilities (a replacement of FASB Statement No.
125)," was issued in September 2000 and was adopted by the Company
beginning April 1, 2001. The statement revises the standards for accounting
for securitizations and other transfers of financial assets and collateral
and requires certain disclosures, but it carries over most of the
provisions of Statement No. 125 without reconsideration. The statement is
effective for transfers and servicing of financial assets and
extinguishments of liabilities occurring after March 31, 2001. The adoption
of the standard did not have a significant impact on the financial
condition or results of operation of the Company.

In July 2001, the FASB issued Statement No. 141, "Business Combinations,"
and Statement No. 142, "Goodwill and Other Intangible Assets." Statement
141 requires that the purchase method of accounting be used for all
business combinations initiated after June 30, 2001 as well as all purchase
method business combinations completed after June 30, 2001. Statement 142
will require that goodwill and intangible assets with indefinite useful
lives no longer be amortized, but instead tested for impairment at least
annually in accordance with the provisions of Statement 142. Statement 142
will also require that intangible assets with estimable useful lives be
amortized over their respective estimated useful lives to their estimated
residual values, and reviewed for impairment in accordance with SFAS
Statement No. 121, "Accounting for the Impairment of Long-Lived Assets and
for Long-Lived Assets to Be Disposed Of."

The Company is required to adopt the provisions of Statement 141
immediately, and Statement 142 effective January 1, 2002. Goodwill and
intangible assets acquired in business combinations completed before July
1, 2001 will continue to be amortized and tested for impairment in
accordance with the appropriate pre-Statement 142 accounting requirements
prior to the adoption of Statement 142.

The expected amount of goodwill on January 1, 2002, is approximately
$9,351,000 and the expected amount of other intangible assets as of that
date is $1,324,000. We are currently evaluating the additional requirements
of SFAS 141 and 142 to determine their potential impact on our consolidated
financial statements.

6. Use of Estimates in the Preparation of Financial Statements

The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses
during the reported period. Actual results could differ from those
estimates. A significant estimate that is particularly sensitive to change
is the allowance for loan losses.

7. Sale of MIC Financial, Inc.

On April 23, 1999, the Company announced that it had elected to seek a
buyer for MIC Financial, Inc. ("MIC Financial"), its wholly-owned
commercial finance subsidiary. A

satisfactory agreement could not be reached with any potential buyers, so
the decision was made to sell groups of leases and assets. As of September
30, 2001, MIC Financial's loan and lease portfolio totaled $1,146,000, less
than 1 percent of the Company's total loans as of that date. Management is
in the process of collecting the remaining assets of MIC Financial and it
is expected that the entity will ultimately be liquidated.

PART I -- Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations.

QUARTER ENDED SEPTEMBER 30, 2001

The Company recorded net income of $1,087,000 for the quarter ended September
30, 2001, compared with net income of $927,000 for the quarter ended September
30, 2000, a 17 percent increase totaling $160,000. Basic and diluted earnings
per share increased $.03 to $.27 for the third quarter of 2001 compared with
$.24 in the third quarter of 2000. Weighted average shares outstanding were
3,965,326 and 3,939,314 for the third quarter of 2001 and 2000, respectively.
The Company's return on average assets for the quarter ended September 30, 2001
was .80 percent compared with a return of .74 percent for the quarter ended
September 30, 2000. The Company's return on average shareholders' equity was
8.44 percent for the three months ended September 30, 2001 versus 7.64 percent
for the three months ended September 30, 2000.

RESULTS OF OPERATIONS

Net Interest Income

Net interest income is computed by subtracting total interest expense from total
interest income. Fluctuations in net interest income can result from the changes
in the volumes of assets and liabilities as well as changes in interest rates.
Interest rates moved up throughout the year 2000. In order to retain and attract
deposits, the Company was forced to pay higher rates that caused the cost of
funds to increase throughout the year 2000. Through the first nine months of
2001, the Federal Reserve reduced interest rates. The Company's net interest
income for the quarter ended September 30, 2001 increased $577,000 to $4,869,000
from $4,292,000 for the three months ended September 30, 2000. Total interest
income was $424,000 or 4 percent higher in the third quarter of 2001 compared
with the same period in 2000. The Company's total interest expense for the third
quarter of 2001 decreased $153,000 or 3 percent compared with the same period in
2000. The Company's net interest margin on a federal tax-equivalent basis for
the third quarter of 2001 increased to 3.92 percent from 3.77 percent in the
third quarter of 2000. Net interest margin is a measure of the net return on
interest-earning assets and is computed by dividing annualized net interest
income by the average of total interest-earning assets for the period. The
Company's overall yield on earning assets was 8.20 percent for the third quarter
of 2001 compared to 8.55 percent for the third quarter of 2000. The rate on
interest-bearing liabilities decreased in the third quarter of 2001 to 4.71
percent compared to 5.25 percent for the third quarter of 2000.

Interest income and fees on loans decreased $325,000 or 5 percent in the third
---------------------------------
quarter of 2001 compared to the same period in 2000, mainly due to lower
interest rates on loans. During the third quarter of 2001, the Company reversed
interest of approximately $42,000 on loans that were placed on a nonaccrual
status. The average yield on loans decreased to 7.82 percent for the third
quarter of 2001, compared to 8.43 percent in the third quarter of 2000. The
yield on the Company's loan portfolio is affected by the amount of nonaccrual
loans, the mix of the portfolio (real estate loans generally have a lower
overall yield than commercial and agricultural loans), the effects of
competition and the interest rate environment on the amounts and volumes of new
loan originations, and the mix

of variable rate versus fixed rate loans in the Company's portfolio. The recent
actions by the Federal Reserve to lower interest rates were not beneficial to
the Company in the current period and will affect future periods as variable
rate loans tied to prime have been adjusted downward and will produce less
interest income. Competition for loans in the market areas served by the Company
remains strong as customers seek to refinance loans to obtain lower interest
rates. Average loans outstanding increased to $318,334,000 for the third quarter
of 2001 compared with $311,139,000 for the third quarter of 2000, an increase of
$7,195,000 or 2 percent.

Interest and discount income on loan pool participations increased $1,125,000 or
--------------------------------------------------------
66 percent in the third quarter of 2001 compared with 2000, mainly due to higher
collections associated with an increase in the volume of loan pool
participations. Interest income and discount claimed on the loan pool
participations for the three months ended September 30, 2001 was $2,829,000
compared with $1,704,000 claimed in the third quarter of 2000. The yield on loan
pool participations was 11.3 percent for the third quarter of 2001 compared with
11.7 percent for the quarter ended September 30, 2000. The average loan pool
participation balance was $41,872,000 or 72 percent higher in the third quarter
of 2001 than in 2000 as a result of pool purchases in the fourth quarter of 2000
and during the second and third quarters of 2001. Newly purchased loan pools
typically do not produce income for a period of up to 120 days from date of
purchase, which significantly impacts the overall yield on pools. These loan
pool participations are pools of performing, nonperforming, and distressed loans
that the Company has purchased at a discount from the aggregate outstanding
principal amount of the underlying loans. Income is derived from this investment
in the form of interest collected and the repayment of the principal in excess
of the purchase cost which is herein referred to as "discount recovery." The
Company recognizes interest income and discount recovery on its loan pool
participations on a cash basis. The loan pool participations have traditionally
been a high-yield activity for the Company, but this yield has fluctuated from
period to period based on the amount of cash collection, discount recovery, and
net collection expenses of the servicer in any given period. The income and
yield on loan pool participations may vary in future periods due to the volume
and discount rate on loan pools purchased.

Interest income on investment securities decreased $407,000 or 27 percent in the
----------------------------------------
quarter ended September 30, 2001, compared with the quarter ended September 30,
2000 due to lower volumes of investment securities and also due to decreased
interest rates. Interest income on investment securities totaled $1,101,000 for
the third quarter of 2001 compared with $1,508,000 in 2000. The average balance
of investments in 2001 was $73,749,000, a decrease from $90,993,000 in the third
quarter of 2000. The yield on the Company's investment portfolio in the third
quarter of 2001 decreased to 6.36 percent from 7.02 percent in the comparable
period of 2000.

Interest expense on deposits decreased $88,000 in the third quarter of 2001
----------------------------
compared with 2000. This decrease was mainly attributable to the reduction in
interest rates paid to depositors. Interest expense attributable to increased
volumes of savings and time deposits somewhat offset the lower interest rates.
Average interest-bearing deposits for the third quarter of 2001 increased
$24,376,000 or 7 percent from the same period in 2000. The weighted average rate
paid on interest-bearing deposits was 4.28 percent in the third quarter of 2001
compared with 4.72 percent in the third quarter of 2000. Reductions in interest

rates should benefit the Company in future periods as rates paid on deposits
move downward. Competition for deposits remains intense in the markets served by
the Company. The full benefit of the downward movement in deposit rates may not
be realized if the competitive environment forces the Company to pay
above-market rates to attract or retain deposits.

Interest expense on borrowed funds decreased a total of $65,000 in the third
----------------------------------
quarter of 2001 compared with 2000. Interest expense on Federal Home Loan Bank
advances was $151,000 higher in the third quarter of 2001 reflecting the
Company's greater utilization of this alternative funding method. The
weighted-average rate paid on Federal Home Loan Bank advances decreased to 6.30
percent in the third quarter of 2001 compared with 6.71 percent in the third
quarter of 2000 due to reductions in the interest rate environment. The
continued reduction in rates should benefit the Company as Federal Home Loan
Bank advances reprice. Interest expense on notes payable decreased $159,000 in
the third quarter of 2001 compared with 2000 reflecting lower average borrowings
on the Company's commercial bank line of credit and decreased interest rates.
The average rate paid during the third quarter of 2001 was 6.14 percent compared
with 9.29 percent in the quarter ended September 30, 2000. The Company's notes
payable line is variable with the national prime rate and reductions in this
rate will lower the amount of interest expense incurred in the future. Interest
expense on federal funds purchased decreased $57,000 in the third quarter of
2001 compared with 2000 reflecting both lower interest rates and reduced
borrowing during the period. Interest rates on federal funds purchased averaged
4.01 percent in the quarter ended September 30, 2001 compared with 6.92 percent
in the third quarter of 2000.

Provision for Loan Losses

The Company recorded a provision for loan losses of $1,006,000 in the third
quarter of 2001 compared with $319,000 in the third quarter of 2000. The
$687,000 increase in the third quarter of 2001 was primarily the result of
deterioration and the subsequent charge-off of $1,000,000 in one agricultural
line of credit. Management determines an appropriate provision based on its
evaluation of the adequacy of the allowance for loan losses in relationship to a
continuing review of problem loans, the current economic conditions, actual loss
experience and industry trends. Management believes that the allowance for loan
losses is adequate based on the inherent risk in the portfolio as of September
30, 2001; however, continued growth in the loan portfolio and the uncertainty of
the general economy require that management continue to evaluate the adequacy of
the allowance for loan losses and make additional provisions in future periods
as deemed necessary.

Noninterest Income

Noninterest income results from the charges and fees collected by the Company
from its customers for various services performed, data processing income
received from nonaffiliated banks, and miscellaneous other income and gains (or
losses) from the sale of investment securities held in the available for sale
category. Total noninterest income was $732,000 or 118 percent greater in the
third quarter of 2001 compared with 2000. The largest part of the increase was
attributable to gains recognized during the 2001 quarter on the sale of
investment securities to fund loan pool purchases. Approximately $19,067,000 of
investment securities was sold with a gain of $579,000 realized. Most of the

remaining increase was due to higher service charge income and other operating
income.

Noninterest Expense

Total noninterest expense for the quarter ended September 30, 2001 increased
$296,000 compared to noninterest expense for the third quarter of 2000.
Noninterest expense includes all the costs incurred to operate the Company
except for interest expense, the provision for loan losses and income tax
expense. Salaries and benefits expense for the third quarter of 2001 increased
$101,000 or 6 percent from 2000 as a result of higher salary and benefit costs
in the current period. As of September 30, 2001, the Company had 165 full-time
equivalent employees, which is comparable with September 30, 2000. Net occupancy
and equipment expenses for the third quarter of 2001 increased $83,000 or 18
percent in comparison to 2000 with much of the increase due to additional
facilities at Pella State Bank and also due to utility costs. Professional fees
for the three months ended September 30, 2001 increased by $50,000 compared to
2000 as the Company utilized an outside firm to conduct a business process
analysis and profit improvement study. This project was undertaken to identify
opportunities to improve efficiency and reduce expenses in future periods and to
increase revenues. The goal is to enhance the overall profitability of the
Company and to increase returns to shareholders going forward. Findings and
recommendations from the study will be implemented whenever feasible. Other
operating expense increased by $81,000 or 11 percent in the third quarter of
2001 compared with the recorded amount for the three months ended September 30,
2000 mainly due to the write-off of the remaining leasehold improvements of the
relocated grocery store branch of Central Valley Bank.

Income Tax Expense

The Company incurred income tax expense of $582,000 for the three months ended
September 30, 2001 compared with $416,000 for the three months ended September
30, 2000. The effective income tax rate as a percent of income before taxes for
the three months ended September 30, 2001 and 2000 was 34.9 percent and 31.0
percent, respectively.

NINE MONTHS ENDED SEPTEMBER 30, 2001

The Company earned net income of $3,058,000 during the first nine months of 2001
compared with $3,011,000 in the first nine months of 2000. Net income was
$47,000 or 2 percent greater for the nine months ended September 30, 2001 in
comparison to 2000. Basic and diluted earnings per share were $.77 for 2001
compared with basic and diluted earnings per share of $.74 for the first nine
months of 2000. Weighted average shares outstanding in 2001 were 3,963,377 and
4,090,055 in 2000. Weighted average diluted shares outstanding were 3,996,971 in
2001 compared with 4,095,766 in 2000. The return on average assets for the first
nine months of 2001 was .78 percent in 2001 and .82 percent in 2000. Return on
average shareholders' equity was 8.08 percent for the first nine months of 2001
compared with 8.21 percent in 2000.

RESULTS OF OPERATIONS

Net Interest Income

Net interest income increased $310,000 or 2 percent in the first nine months of
2001 compared with 2000. Total interest income for the nine months ended
September 30, 2001 increased $1,273,000 or 4 percent compared with 2000 while
interest expense increased $963,000 or 6 percent in 2001 compared with 2000. The
Company's net interest margin for the first nine months of 2001 decreased to
3.78 percent from 4.00 percent in 2000. The yield on earning assets for 2001 was
8.30 percent compared with 8.59 percent in 2000. The yields on the Company's
variable-rate loans and other earning assets declined in the first nine months
of 2001 reflecting the interest rate reductions by the Federal Reserve. The rate
on interest-bearing liabilities for the first nine months of 2001 also decreased
to 4.98 percent from 5.06 percent in 2000. The average rates on certificates of
deposit increased for 2001 compared to 2000 as a result of higher rates the
Company was forced to pay throughout 2000. As certificates mature in future
periods, the rates paid on these deposits should decline depending on the
national interest rate environment and the effects of local market competition.

Interest income and fees on loans increased $373,000 or 2 percent in the first
---------------------------------
nine months of 2001 compared to 2000 mainly due to higher loan volumes. The
average yield on loans decreased to 8.09 percent in 2001 from 8.35 percent in
2000. Average loans outstanding were $314,574,000 for 2001 compared with
$298,646,000 in 2000, an increase of $15,928,000 or 5 percent.

Interest and discount income on loan pool participations increased $1,367,000 or
--------------------------------------------------------
24 percent in 2001 compared with 2000, mainly due to the higher volume of loan
pools. Interest income and discount earned on the loan pool participations for
the first nine months of 2001 was $6,979,000 compared with $5,612,000 in 2000.
The yield on loan pool participations declined to 11.3 percent in 2001 compared
with 12.5 percent in 2000. The average loan pool participation balance was
$82,248,000 in 2001 compared with $60,036,000 in 2000. The increase in average
balance of $22,212,000 or 37 percent resulted from purchases of pools in the
fourth quarter of 2000 and in the second and third quarters of 2001.

Interest income on investment securities decreased $509,000 or 11 percent in
----------------------------------------
2001 compared with 2000 primarily due to lower balances and reduced interest
rates. The interest rates on maturing securities were higher than the rates on
new securities purchased year-to-date in 2001. Interest income on investment
securities was $4,012,000 in 2001 compared with $4,521,000 in 2000. The average
balance of investments in 2001 was $86,167,000 compared with $92,211,000 in
2000. The overall yield on the Company's investment portfolio was 6.64 percent
for the first nine months of 2001 compared with 6.98 percent in 2000.

Interest expense on deposits increased $887,000 or 8 percent in the nine months
----------------------------
ended September 30, 2001 compared with 2000. This increase was mainly due to
growth and increased interest rates on certificates of deposit. The average
balance of certificates of deposit for the nine months ended September 30, 2001
was $217,381,000 compared with $190,199,000 in 2000 while the average rate paid
on certificates of deposit rose to 5.66 percent in 2001 compared with 5.45
percent in 2000. Volumes and interest rates on interest-bearing demand deposits
and savings deposits were lower in the first nine months of 2001 compared with

2000. The Company's overall rate paid on interest-bearing deposits was 4.58
percent for the first nine months of 2001 compared with 4.55 percent in 2000.

Interest expense on borrowed funds increased $76,000 or 2 percent in 2001 versus
----------------------------------
2000 mainly due to higher balances of Federal Home Loan Bank advances. Interest
expense incurred on the Federal Home Loan Bank advances increased $583,000 or 18
percent in 2001 as the average balance of advances increased $14,180,000 in
comparison with 2000. The average rate paid on Federal Home Loan Bank advances
declined somewhat in the first nine months of 2001 to 6.38 percent compared with
6.56 percent for the nine months ended September 30, 2000. Interest expense on
notes payable decreased $380,000 or 36 percent in the first nine months of 2001
reflecting both a reduction in the average amount borrowed and lower interest
rates. The average rate on notes payable was 7.23 percent for the nine months
ended September 30, 2001, compared with 8.95 percent for the first nine months
of 2000. Federal funds purchased decreased $127,000 or 72 percent in 2001 due to
lower balances and lower interest rates.

Provision for Loan Losses

The provision for loan losses recorded by the Company in the first nine months
of 2001 was $1,507,000 compared with $740,000 in 2000. The additional $767,000
provision in 2001 was deemed necessary due to a $1,000,000 charge-off of one
agricultural line of credit in the third quarter of 2001. The Company's
provision for loan losses reflects management's determination of the adequacy of
the allowance for loan losses in view of the amount of nonperforming assets,
growth in the Company's loan portfolio, net loan charge-offs, and overall
economic conditions.

Noninterest Income

Total noninterest income increased $1,472,000 or 78 percent in 2001 compared
with 2000. The largest single contribution to the increase was from the gain
recognized on the sale of investment securities, which increased $955,000 in
comparison with 2000. During the second and third quarters of 2001, investment
securities were sold and the proceeds were reinvested in loan pool
participations. Service charge income increased $225,000 or 17 percent in 2001
due to higher fees and other operating income increased $288,000 or 76 percent
in 2001 reflecting additional sales of credit life insurance and increased other
fee income.

Noninterest Expense

Noninterest expense increased $865,000 or 9 percent in the first nine months of
2001 compared with 2000. Salaries and benefits cost rose $385,000 or 8 percent
due to higher salary and benefit costs as well as an increase in the average
number of employees. The average number of full-time equivalent employees for
the first nine months of 2001 was 166 compared with an average of 159 for the
nine months ended September 30, 2000. The addition of the Pella State Bank
facility as well as the expansion of services at Midwest Federal Savings
resulted in an increase in employees and higher salaries and benefits expense.
One of the goals of the profitability enhancement study was to review staffing
levels and activities in order to maximize efficiency. It is anticipated that
the findings of this study should result in more efficient utilization of
personnel and adjusted staffing levels in future periods. Net occupancy expenses
rose $222,000

or 16 percent in 2001 due to new facilities in Pella and the Fairfield, Iowa
location of Central Valley Bank. The other major change in noninterest expense
was a $319,000 increase in professional fees primarily related to the
aforementioned profitability enhancement study. The majority of this study is
now completed with minimal additional costs projected in future periods.

Income Tax Expense

The Company incurred income tax expense of $1,585,000 for the first nine months
of 2001 compared with $1,482,000 in 2000 primarily due to higher income in 2001.
The effective income tax rate as a percentage of income before taxes was 34.1
percent in 2001 and 33.0 percent in 2000.

FINANCIAL CONDITION

Total assets as of September 30, 2001 were $528,904,000, an increase of
$13,692,000 or 3 percent from December 31, 2000.

Investment Securities

Investment securities available for sale decreased $15,020,000 from December 31,
2000 to $45,738,000 on September 30, 2001. Securities were sold to reposition
the Company's balance sheet through the purchase of loan pool participations and
to fund loan demand. Management does not plan to significantly further reduce
the level of investment securities available for sale. Investment securities
classified as held to maturity declined to $22,114,000 as of September 30, 2001,
compared with $25,921,000 on December 31, 2000, as the proceeds from maturities
were reinvested in available for sale securities.

Loans

Loan volumes increased $9,249,000 in the first nine months of 2001, with total
loans outstanding of $321,330,000 on September 30, 2001, reflecting growth of 3
percent from December 31, 2000. Loan growth during the period was 5 percent
below forecast and lower than the 12 percent growth achieved in the first nine
months of 2000 as loan demand softened. As of September 30, 2001, the Company's
loan to deposit ratio (excluding loan pool investments) was 84.5 percent
compared with a year-end 2000 loan to deposit ratio of 84.3 percent. Loans
secured by real estate (including 1 to 4 family, multi-family, commercial and
agricultural) comprised the largest category in the portfolio at approximately
68 percent of total loans. Agricultural loans were the next largest category at
approximately 15 percent of total loans and commercial loans represented
approximately 12 percent. Loans to individuals and other loans constituted
approximately 5 percent. As of September 30, 2001, real estate loans as a
percentage of total loans increased approximately 2 percent and loans to
individuals decreased approximately 2 percent in comparison with the percentage
distribution by loan category as of December 31, 2000.

Loan Pool Participations

As of September 30, 2001, the Company had loan pool participations of
$101,438,000, an increase of $26,683,000 or 36 percent from the December 31,
2000 balance of $74,755,000. The increase in the loan pool participations
reflects the volume of pools purchased in 2001, primarily in the second and
third quarters. During the second quarter of 2001, the Company purchased
$28,312,000 in loan pools. Pool purchases totaled $48,790,000 in the third
quarter. Some of the pools purchased in the third quarter were acquired with the
intent to resell them. Loans having a cost of $25,870,000 were sold during the
third quarter of 2001. The loan pool investment balance shown as an asset on the
Company's Statement of Condition represents the discounted purchase cost of the
loan pool participations. The average loan pool participation balance of
$99,733,000 for the three months ended September 30, 2001 was $41,872,000 or 72
percent higher than the average balance of $57,861,000 for the third quarter of
2000. For the first nine months of 2001, the Company's average loan pool
participation balance was $82,248,000 compared with $60,036,000 in 2000.

Deposits

Total deposits as of September 30, 2001 were $380,132,000 compared with
$370,144,000 as of December 31, 2000. Deposits grew $9,988,000 or 3 percent in
the first nine months of 2001. Certificates of deposit are the largest category
of deposits at September 30, 2001 representing approximately 57 percent of total
deposits. Most of the growth in deposits during the period was in savings/money
funds and in certificates of deposit. Demand deposits decreased during the first
nine months of the year. Total deposits declined slightly during the third
quarter of 2001.

Borrowed Funds/Notes Payable

The Company had $1,570,000 Federal Funds purchased on September 30, 2001. There
was $2,345,000 in Federal Funds purchased on December 31, 2000. During the first
nine months of 2001, the Company had an average balance of Federal Funds
purchased of $1,517,000. Advances from the Federal Home Loan Bank totaled
$78,643,000 as of September 30, 2001 compared with $75,050,000 as of December
31, 2000. Most of the additional advances were utilized to purchase loan pool
participations. Notes payable declined to $11,800,000 on September 30, 2001 from
$13,200,000 on December 31, 2000 as a result of principal payments. Effective
August 24, 2001, the Company amended its credit agreement whereby the interest
rate on its notes payable was reduced to .80 percent below the prime rate and
the maturity of the revolving portion of the credit line was extended to June
30, 2002.

Nonperforming Assets

The Company's nonperforming assets totaled $5,250,000 (1.63 percent of total
loans) as of September 30, 2001, compared to $3,523,000 (1.13 percent of total
loans) as of December 31, 2000. All nonperforming asset totals and related
ratios exclude the loan pool participations. The following table presents the
categories of nonperforming assets as of September 30, 2001 compared with
December 31, 2000:

Nonperforming Assets
(dollars in thousands)

September 30, December 31,
2001 2000
------ ------
Nonaccrual $4,018 $2,042
Loans 90 days past due 1,079 910
Other real estate owned 153 571
------ ------
$5,250 $3,523
====== ======

From December 31, 2000 to September 30, 2001, nonaccrual loans increased
$1,976,000 primarily as the result of loans made to investors in a large
cattle-feeding operation being placed on a nonaccrual status during the third
quarter at the direction of the Federal Deposit Insurance Corporation. It is
anticipated that most of these loans will be returned to performing status once
a satisfactory repayment plan is completed. During the third quarter of 2001,
$1,000,000 of a large agricultural line that had been on a nonaccrual status was
charged-off. Loans ninety days past due increased $169,000. Other real estate
owned decreased by $418,000 as property held in this category was sold. The
Company's allowance for loan losses as of September 30, 2001 was $3,262,000,
which was 1.02 percent of total loans as of that date. This compares with an
allowance for loan losses of $2,933,000 as of December 31, 2000, which was .94
percent of total loans. As of September 30, 2001, the allowance for loan losses
was 64.00 percent of nonperforming loans compared with 99.35 percent as of
December 31, 2000. Based on the inherent risk in the loan portfolio, management
believes that as of September 30, 2001, the allowance for loan losses is
adequate. For the three months ended September 30, 2001, the Company's net loan
charge-offs were $1,036,000 or 1.29 percent of average loans outstanding on an
annualized basis compared with net charge-offs of $610,000 during the quarter
ended September 30, 2000. For the first nine months of 2001, the Company had net
loan charge-offs totaling $1,178,000 or .50 percent of average loans outstanding
annualized. This compares with net charge-offs of $1,421,000 in the first nine
months of 2000. During the first nine months of 2000, MIC Financial charged off
$620,000 compared with a net charge-off of $10,000 through September 30, 2001.

Capital Resources

Total shareholders' equity was 9.6 percent of total assets as of September 30,
2001 and on December 31, 2000. As of September 30, 2001, the Company's Tier 1
Capital Ratio was 9.9 percent of risk-weighted assets and was 10.6 percent as of
December 31, 2000, compared to a 4.0 percent regulatory requirement. Risk-based
capital guidelines require the classification of assets and some
off-balance-sheet items in terms of credit-risk exposure and the measuring of
capital as a percentage of the risk-adjusted asset totals. Tier 1 Capital is the
Company's total common shareholders' equity reduced by goodwill. Management
believes that, as of September 30, 2001, the Company and its subsidiary banks
meet all capital adequacy requirements to which they are subject. As of that
date, all the bank subsidiaries were "well capitalized" under regulatory prompt
corrective action provisions. During the first nine months of 2001, the Company
issued 33,092 shares of stock upon the exercise of stock options previously
granted to employees.

As a result of the uncertainty in the financial markets following the events of
September 11, 2001, the Company's Board of Directors approved a stock repurchase
plan that was announced September 14, 2001. The Board authorized up to
$4,000,000 not to exceed 10 percent of the shares outstanding to be repurchased
in the open market until December 31, 2001. On September 18, 2001, the Company
repurchased 48,000 shares at a cost of $547,200.

Liquidity

Liquidity management involves meeting the cash flow requirements of depositors
and borrowers. The Company conducts liquidity management on both a daily and
long-term basis; and it adjusts its investments in liquid assets based on
expected loan demand, projected loan maturities and payments, estimated cash
flows from the loan pool participations, expected deposit flows, yields
available on interest-bearing deposits, and the objectives of its
asset/liability management program. The Company had liquid assets (cash and cash
equivalents) of $12,385,000 as of September 30, 2001, compared with $15,517,000
as of December 31, 2000. Most of the decrease during the period was in
interest-bearing deposits in banks and in federal funds sold. Investment
securities classified as available for sale could be sold to meet liquidity
needs if necessary. Additionally, the bank subsidiaries maintain lines of credit
with correspondent banks and the Federal Home Loan Bank that would allow them to
borrow federal funds on a short-term basis if necessary. The Company also
maintains a line of credit with a major commercial bank that provides liquidity
for the purchase of loan pool participations and other corporate needs.
Management believes that the Company has sufficient liquidity as of September
30, 2001 to meet the needs of borrowers and depositors.

As of September 30, 2001, the Company had no federal funds sold and $1,570,000
federal funds purchased compared with $1,155,000 sold and $2,345,000 purchased
as of December 31, 2000. The Company's liquidity needs are usually highest in
the second and third quarters of each year due to seasonal loan demand and
minimal deposit growth in the first nine months of the year. Federal funds are
purchased on a short-term basis to meet this liquidity need.

Market Risk Management

Market risk is the risk of earnings volatility that results from adverse changes
in interest rates and market prices. The Company's market risk is primarily
comprised of interest rate risk arising from its core banking activities of
lending and deposit taking. Interest rate risk is the risk that changes in
market interest rates may adversely affect the Company's net interest income.
Management continually develops and applies strategies to mitigate this risk.
The Company has not experienced any material changes to its market risk position
since December 31, 2000, from that disclosed in the Company's 2000 Form 10-K
Annual Report. Management does not believe that the Company's primary market
risk exposures and how those exposures were managed in the first nine months of
2001 changed when compared to 2000.

The Company uses a third-party computer software simulation modeling program to
measure its exposure to potential interest rate changes. For various assumed
hypothetical changes in market interest rates, numerous other assumptions are
made such as prepayment speeds on loans and securities backed by mortgages, the
slope of the Treasury yield curve, the rates and volumes of the Company's

deposits and the rates and volumes of the Company's loans. This analysis
measures the estimated change in net interest income in the event of
hypothetical changes in interest rates. This analysis of the Company's interest
rate risk was presented in the Form 10-K filed by the Company for the year ended
December 31, 2000.

Commitments and Contingencies

In the ordinary course of business, the Company is engaged in various issues
involving litigation. Management believes that none of this litigation is
material to the Company's results of operations.

"SAFE HARBOR" STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT

With the exception of the historical information contained in this report, the
matters described herein contain forward-looking statements that involve risk
and uncertainties that individually or mutually impact the matters herein
described, including but not limited to financial projections, product demand
and market acceptance, the effect of economic conditions, the impact of
competitive products and pricing, governmental regulations, results of
litigation, technological difficulties and/or other factors outside the control
of the Company, which are detailed from time to time in the Company's SEC
reports. The Company disclaims any intent or obligation to update these
forward-looking statements.

Part II - Item 6. Exhibits and Reports on Form 8-K.

(a) The following exhibits and financial statement schedules are filed as part
of this report:

Exhibits
--------

3.1 Articles of Incorporation, as amended through April 30, 1998, of
Mahaska Investment Company. The Articles of Incorporation, as
amended, of Mahaska Investment Company are incorporated by
reference to the Company's quarterly report on Form 10-Q for the
quarter ended September 30, 1998.

3.2 Bylaws of Mahaska Investment Company. The Amended and Restated
Bylaws of Mahaska Investment Company dated July 23, 1998, are
incorporated by reference to the Company's quarterly report on
Form 10-Q for the Quarter ended September 30, 1998.

10.1 Mahaska Investment Company Employee Stock Ownership Plan & Trust
as restated and amended. This Plan & Trust is incorporated by
reference to the Company's Annual Report on Form 10-K for the
year ended December 31, 1994.

10.2.1 1993 Stock Incentive Plan. This 1993 Stock Incentive Plan is
incorporated by reference to Form S-1 Registration Number
33-81922 of Mahaska Investment Company.

10.2.2 1996 Stock Incentive Plan. This 1996 Stock Incentive Plan is
incorporated by reference to the Company's Annual Report on Form
10-K for the year ended December 31, 1996.

10.2.3 1998 Stock Incentive Plan. This 1998 Stock Incentive Plan is
incorporated by reference to the Company's Annual Report on Form
10-K for the year ended December 31, 1997.

10.3 States Resources Corp. Loan Participation and Servicing Agreement
dated February 5, 1999 between States Resources Corp. and Mahaska
Investment Company. This agreement is incorporated herein by
reference to the Form 10-K report filed by Mahaska Investment
Company for the Year ended December 31, 1999.

10.5 Amended and Restated Credit Agreement dated June 30, 2000 between
Mahaska Investment Company and Harris Trust and Savings Bank.
This Amended and Restated Credit Agreement is incorporated herein
by reference to the Form 10-Q report filed by Mahaska Investment
Company for the Quarter ended September 30, 2000.

10.5.1 First Amendment to Amended and Restated Credit Agreement dated
June 30, 2001.

11 Computation of Per Share Earnings.

(b) Reports on Form 8-K: No reports on Form 8-K were required to be filed
during the three months ended September 30, 2001.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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)

By: /s/ Charles S. Howard
----------------------
Charles S. Howard
Chairman, President, Chief Executive Officer

November 1, 2001
----------------
Dated

By: /s/ David A. Meinert
--------------------
David A. Meinert
Executive Vice President
and Chief Financial Officer
(Principal Accounting Officer)

November 1, 2001
----------------
Dated