1

                                                                    EXHIBIT 11.1



                MIDLAND FINANCIAL GROUP, INC. AND SUBSIDIARIES
            STATEMENT REGARDING COMPUTATION OF EARNINGS PER SHARE
                   (In thousands except per share amounts)







                                                                              March 31       
                                                                      -----------------------
                                                                       1996             1995
                                                                      ------           ------
                                                                                 
Primary:
  Average Shares outstanding                                           5,547            5,347
  Net effect of dilutive stock options and
     warrants - based on the treasury stock
     method using average market price                                    20               97
                                                                      ------           ------
           Common and common equivalent shares                         5,567            5,444
                                                                      ======           ======

Net income                                                            $  528           $2,609
                                                                      ======           ======

Fully diluted:
  Average shares outstanding                                           5,547            5,347
  Net effect of dilutive stock options and
     warrants - based on the treasury stock
     method using average market price                                    20              115
                                                                      ------           ------

               Common and common equivalents                           5,567            5,462
                                                                      ======           ======

Net income                                                            $  528           $2,609
                                                                      ======           ======

Per share amount:
Primary:                                                              $  .10           $  .48
Fully diluted:                                                        $  .10           $  .48


                                       11