BRENTON BANKS INC
10-Q, 1997-05-14
NATIONAL COMMERCIAL BANKS
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                           UNITED STATES
                SECURITIES AND EXCHANGE COMMISSION
                       Washington, D.C. 20549

                             FORM 10-Q

(Mark One)

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


For the quarterly period ended March 31, 1997

                               or

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


For the transition period from ___________ to __________

Commission file number 0-6216



                      BRENTON BANKS, INC.                  
     (Exact name of registrant as specified in its charter)


Incorporated in Iowa                               No. 42-0658989
State or other jurisdiction of     I.R.S. Employer Identification
incorporation or organization

Suite 200, Capital Square, 400 Locust, Des Moines, Iowa     50309 
(Address of principle executive offices)               (zip code)

                          515-237-5100                            
      (Registrant's telephone number, including area code)

                   Not applicable                                  
Former name, former address and former fiscal year, if changed
since last report

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 issuer's
classes of common stock as of the latest practicable date, May 1,
1997.

       7,979,741 shares of Common Stock, $5.00 par value


<PAGE>
<TABLE>
PART 1  -  Item 1.  Financial Statements

<CAPTION>
                                         Brenton Banks, Inc. and Subsidiaries

                                         Consolidated Statements of Condition

                                                     (Unaudited)


                                                                                 March 31,   December 31,
                                                                                     1997           1996
                                                                             ______________  ____________
</CAPTION>
<S>                                                                       <C>              <C>
Assets:

Cash and due from banks                                                   $   66,298,696      76,900,524
Interest-bearing deposits with banks                                             859,530         731,554
Federal funds sold and securities purchased
  under agreements to resell                                                  17,100,000      15,200,000
Investment securities:
  Available for sale                                                         442,772,866     461,099,272
  Held to maturity (approximate market value of
  $74,339,000 and $73,316,000 at March 31, 1997,
  and December 31, 1996, respectively)                                        73,875,533      72,754,985
                                                                           _____________   _____________
Investment securities                                                        516,648,399     533,854,257
                                                                           _____________   _____________
Loans held for sale                                                            5,213,992       5,870,298
Loans                                                                        963,654,467     941,943,513
  Allowance for loan losses                                                  (11,963,805)    (11,328,359)
                                                                           _____________   _____________
Loans, net                                                                   951,690,662     930,615,154
                                                                           _____________   _____________
Premises and equipment                                                        30,251,163      30,379,446
Accrued interest receivable                                                   14,285,389      14,417,786
Other assets                                                                  25,700,505      24,126,063
                                                                           _____________   _____________
Total assets                                                              $1,628,048,336   1,632,095,082
                                                                           ==============  =============


Liabilities and Stockholders' Equity:

Deposits:
  Noninterest-bearing                                                     $  137,121,226     153,284,094
  Interest-bearing:
    Demand                                                                    92,453,545      99,277,477
    Savings                                                                  541,505,740     527,791,360
    Time                                                                     571,121,851     572,704,180
                                                                           _____________   _____________
Total deposits                                                             1,342,202,362   1,353,057,111
                                                                           _____________   _____________
Federal funds purchased and securities sold
  under agreements to repurchase                                              75,361,600      66,826,120
Other short-term borrowings                                                   34,150,000      34,150,000
Accrued expenses and other liabilities                                        17,571,318      16,633,068
Long-term borrowings                                                          31,827,000      34,860,024
                                                                           _____________   _____________
Total liabilities                                                          1,501,112,280   1,505,526,323
                                                                           _____________   _____________
Minority interest in consolidated subsidiaries                                 4,656,316       4,614,530
Redeemable preferred stock, $1 par; 500,000 shares
 authorized; issuable in series, none issued                                        ----            ----

Common stockholders' equity:
  Common stock, $5 par; 25,000,000 shares authorized;
    8,007,741 and 8,085,684 shares issued and outstanding
    at March 31, 1995 and December 31, 1996, respectively                     40,038,705      40,428,420
  Capital surplus                                                                   ----            ----
  Retained earnings                                                           81,651,182      80,448,768
  Unrealized gains on securities available for sale                              589,853       1,077,041
                                                                           _____________   _____________
Total common stockholders' equity                                            122,279,740     121,954,229
                                                                           _____________   _____________
Total liabilities and stockholders' equity                                $1,628,048,336   1,632,095,082
                                                                           =============   =============

<FN>
See accompanying notes to consolidated financial statements.
</TABLE>

<PAGE>
<TABLE>
PART 1 - Item 1.  Financial Statements

<CAPTION>
                               Brenton Banks, Inc. and Subsidiaries

                               Consolidated Statements of Operations

                                            (Unaudited)
                                                                        Three Months Ended
                                                                            March 31,
                                                                            1997            1996
                                                                         ______________  ____________
</CAPTION>
<S>                                                                      <C>            <C>
Interest Income
  Interest and fees on loans                                             $20,441,367    19,563,503
  Interest and dividends on investments:
    Available for sale - taxable                                           5,648,122     4,538,527
    Available for sale - tax-exempt                                        1,163,010     1,067,874
    Held to maturity - taxable                                               314,181       987,597
    Held to maturity - tax-exempt                                            619,760       799,277
                                                                          __________    __________
Total interest and dividends on investments                                7,745,073     7,393,275
                                                                          __________    __________
  Interest on federal funds sold and securities
    purchased under agreements to resell                                     277,144       400,896
  Other interest income                                                        9,338        12,764
                                                                          __________    __________
Total interest income                                                     28,472,922    27,370,438
                                                                          __________    __________
Interest Expense
  Interest on deposits                                                    12,078,873    12,552,495
  Interest on federal funds purchased and securities
    sold under agreements to repurchase                                      710,599       418,916
  Interest on other short-term borrowings                                    527,244        65,882
  Interest on long-term borrowings                                           538,575       664,183
                                                                          __________    __________
Total interest expense                                                    13,855,291    13,701,476
                                                                          __________    __________
Net interest income                                                       14,617,631    13,668,962
Provision for loan losses                                                    900,000       700,000
                                                                          __________    __________
Net interest income after provision for loan losses                       13,717,631    12,968,962
                                                                          __________    __________
Noninterest Income
  Service charges on deposit accounts                                      1,710,458     1,591,661
  Investment brokerage commissions                                         1,015,603     1,019,276
  Insurance commissions and fees                                             959,549       710,375
  Fiduciary income                                                           809,137       611,889
  Mortgage banking income                                                    550,272       521,207
  Other service charges, collection and exchange
    charges, commissions and fees                                            738,874       654,552
  Net gains (losses) from securities available for sale                      250,665       174,525
  Other operating income                                                     415,103       268,223
                                                                          __________    __________
Total noninterest income                                                   6,449,661     5,551,708
                                                                          __________    __________
Noninterest Expense
  Salaries and wages                                                       6,282,594     5,990,127
  Employee benefits                                                        1,294,553     1,163,490
  Occupancy expense of premises, net                                       1,466,058     1,357,434
  Furniture and equipment expense                                            968,768       945,430
  Data processing expense                                                    723,907       633,875
  FDIC deposit insurance assessment                                           71,287       118,727
  Advertising and promotion                                                  344,979       450,951
  Supplies                                                                   273,788       426,347
  Other operating expense                                                  2,610,240     2,268,658
                                                                          __________    __________
Total noninterest expense                                                 14,036,174    13,355,039
                                                                          __________    __________
Income before income taxes and minority interest                           6,131,118     5,165,631
Income taxes                                                               1,753,721     1,445,697
                                                                          __________    __________
Income before minority interest                                            4,377,397     3,719,934
Minority interest                                                            176,041       139,687
                                                                          __________    __________
Net income                                                               $ 4,201,356     3,580,247
                                                                          ==========    ==========
Per common and common equivalent share before the
  10% common stock dividend::
  Net income                                                             $       .51           .42
  Cash dividends                                                                 .13          .109

Per common and common equivalent share after the
  10% common stock dividend:
  Net income                                                             $       .46           .38
  Cash dividends                                                                .118          .099

<FN>
See accompanying notes to consolidated financial statements.

</TABLE>


<PAGE>
<TABLE>
PART 1 - Item 1.  Financial Statements
<CAPTION>
                                     Brenton Banks, Inc. and Subsidiaries

                                     Consolidated Statements of Cash Flows

                                               (Unaudited)

                                                                 For the three months ended March 31,
                                                                        1997            1996
                                                                 _______________  _______________
</CAPTION>
<S>                                                               <C>                 <C>
Operating Activities:
  Net income . . . . . . . . . . . . . . . . . . . . . . . . . .  $  4,201,356          3,580,247
  Adjustments to reconcile net income to net cash provided
     by operating activities:
          Provision for loan losses  . . . . . . . . . . . . . .       900,000            700,000
          Depreciation and amortization  . . . . . . . . . . . .     1,152,131          1,117,312
          Net gains from securities available 
            for sale . . . . . . . . . . . . . . . . . . . . . .      (250,665)          (174,525)
          Net decrease in loans held for sale  . . . . . . . . .       656,306          1,967,560
          Net (increase) decrease in accrued interest
            receivable and other assets                             (1,252,928)            48,506
          Increase in accrued expenses, other
               liabilities and minority interest . . . . . . . .       996,675          1,209,237
                                                                    __________        ___________
Net cash provided by operating activities                            6,402,875          8,448,337
                                                                    __________        ___________


Investing Activities:
  Investment securities available for sale:
     Purchases . . . . . . . . . . . . . . . . . . . . . . . . .   (57,744,171)       (87,268,503)
     Maturities  . . . . . . . . . . . . . . . . . . . . . . . .    43,153,910         49,165,561
     Sales . . . . . . . . . . . . . . . . . . . . . . . . . . .    32,361,209         22,930,374
  Investment securities held to maturity:
     Purchases . . . . . . . . . . . . . . . . . . . . . . . . .    (5,310,740)       (25,680,748)
     Maturities  . . . . . . . . . . . . . . . . . . . . . . . .     4,190,192         27,965,403
  Net (increase) decrease in loans . . . . . . . . . . . . . . .   (21,975,508)         5,197,841
  Purchases of premises and equipment . . . . . . . . . . .           (885,368)          (566,722)
  Proceeds from sale of premises and equipment  . . . . . .            (25,300)              ----
                                                                   ___________         __________
Net cash used by investing activities  . . . . . . . . . . . . .    (6,235,776)        (8,256,794)
                                                                   ___________         __________


Financing Activities:
  Net decrease in noninterest-bearing, interest-
     bearing demand and savings deposits . . . . . . . . . . .      (9,272,420)       (11,444,577)
  Net decrease in time deposits  . . . . . . . . . . . . . . . .    (1,582,329)       (16,913,889)
  Net increase in federal funds purchased and
     securities sold under agreements to repurchase  . . . . . .     8,535,480          7,214,061
  Net increase (decrease) in other short-term borrowings . . . .    (3,000,000)         3,500,000
  Proceeds of long-term borrowings . . . . . . . . . . . . . . .        66,000             20,000
  Repayment of long-term borrowings  . . . . . . . . . . . . . .       (99,024)        (1,511,780)
  Dividends on common stock  . . . . . . . . . . . . . . . . . .    (1,050,544)          (917,550)
  Proceeds from issuance of common stock under
     the employee stock purchase plan . . . . . . . . . . . . . .      188,631               ----
  Proceeds from issuance of common stock under
     the stock option plan                                             131,832             21,439
  Proceeds from issuance of common stock under
     the long-term stock compensation plan                             457,561            334,835
  Payment for shares acquired under common stock
     repurchase plan . . . . . . . . . . . . . . . . . . . . . .    (3,116,138)        (2,543,556)
                                                                    __________        ___________
Net cash used by financing activities                               (8,740,951)       (22,241,017)
                                                                    __________        ___________

Net decrease in cash and cash equivalents                           (8,573,852)       (22,049,474)
Cash and cash equivalents at the beginning of the year . . . . .    92,832,078        109,024,150
                                                                    __________        ___________
Cash and cash equivalents at the end of the period                 $84,258,226         86,974,676
                                                                    ==========        ===========
</TABLE>

<TABLE>
<CAPTION>
                                 Supplemental Cash Flow Information
                                              (Unaudited)

</CAPTION>
<S>                                                               <C>                    <C>
Interest paid during the period  . . . . . . . . . . . . . . . .  $ 13,632,710           13,560,497
Income taxes paid during the period  . . . . . . . . . . . . . .          ----                 ----
                                                                   ===========           ==========

<FN>
See accompanying notes to consolidated financial statements.

</TABLE>


<PAGE>
PART 1  -- Item 1.  Financial Statements

BRENTON BANKS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements
(Unaudited)

1.   Adjustments and Reclassifications

          The accompanying financial statements for the interim 
periods were prepared without audit.  In the opinion of management, 
all adjustments which were necessary for a fair presentation of 
financial position and results of operations, have been made. These 
adjustments were of a normal recurring nature.

2.   Additional Footnote Information

          In reviewing these financial statements, reference should 
be made to the 1996 Appendix to the Proxy Statement for more 
detailed footnote information.

3.   Statements of Cash Flows

          In the statements of cash flows, cash and cash 
equivalents include cash and due from banks, interest-bearing 
deposits with banks, and federal funds sold and securities 
purchased under agreements to resell.

4.   Changes in Accounting Policies

          Statement of Financial Accounting Standards ("SFAS") No. 
128, "Earnings per Share," was issued in February 1997 and will be 
effective for the Company for periods ending after December 15, 
1997 and may not be adopted prior to such date.  This statement 
establishes standards for computing and presenting earnings per 
share.  The Company expects to adopt SFAS No. 128 when required, 
and management anticipates adoption of this statement will not have 
a material effect on earnings per share disclosures.

5.   Income Taxes

          Federal income tax expense for the three months ended 
March 31, 1997 and 1996, was computed using the consolidated 
effective federal income tax rates.

          For the first three months of 1997 and 1996, the Company 
also recognized income tax expense pertaining to state franchise 
taxes payable individually by the subsidiary banks.

<PAGE>
Part 1 -- Item 1
Page 2 of 2


6.   Common Stock Transactions

          On May 6, 1997, the Board of Directors declared a ten 
percent common stock dividend for stockholders of record on May 15, 
1997.  The stock certificates will be issued on May 28, 1997.  
Fractional shares resulting from this stock dividend will be paid 
in cash.

          During the first three months of 1997, options on 10,950 
shares of common stock were exercised under the Company's 1987 
stock option plan.  The exercise price on these options was the 
fair market value of the Company's common stock at the date of 
grant.  These transactions added $131,832 to the equity of the 
Company.

          In 1992, the Company instituted a long-term stock 
compensation plan for key management personnel.  Compensation 
expense associated with this plan for the first three months of 
1997 and 1996 was $300,000 and $287,040, respectively.

          The Company issued 16,589 and 14,718 shares of 
common stock under the long-term stock compensation plan for 
1997 and 1996, respectively, adding $457,561 and $334,834, 
respectively, to the equity of the Company.

          As part of the Company's on-going stock repurchase plan, 
in January 1997, the Board of Directors approved the repurchase of 
up to $10 million of the Company's common stock for 1997.  Through 
March 31, 1997, 112,300 shares had been repurchased at a cost of 
$3,116,138.

          The Company's Employee Stock Purchase Plan allows 
employees to purchase the Company's common stock at 85 percent of 
the current market price on four defined purchase dates during the 
year.  The Company issued 6,818 shares of common stock under this 
plan during the first three months of 1997.  This transaction added 
$188,631 to the equity of the Company.


7.   Income Per Share

          Income per common and common equivalent share 
computations are based on the weighted average number of shares of 
common stock outstanding during the period.  The weighted average 
number of shares for 1997 and 1996 was 8,223,867 and 8,476,131, 
respectively, which included common stock equivalent shares related 
to the long-term stock compensation plan and the 1996 stock option 
plan.


<PAGE>
Part 1 -- Item 2.  Management's Discussion and Analysis of 
Financial Condition and Results of Operations.


Capital Resources

     Net income for the first quarter of 1997 was $4,201,356, up 
17.3 percent from $3,580,247 one year ago.  The Company's 
annualized return on average assets (ROA) was 1.09 percent, 
compared to .95 percent for the same period in 1996; the annualized 
return on average equity (ROE) was 13.75 percent, compared to 12.08 
percent one year ago.

     Common stockholders' equity totaled $122,279,740 as of March 
31, 1997, a .3 percent increase from December 31, 1996.  The 
Company continues to monitor its capital position to balance the 
goals of maximizing return on average equity, while maintaining 
adequate capital levels for business risk and regulatory purposes. 
The Company's risk-based core capital ratio at March 31, 1997, was 
11.49 percent and the total risk-based capital ratio was 12.60 
percent.  These ratios exceeded the minimum regulatory requirements 
of 4.00 and 8.00 percent, respectively.  The Company's tier 1 
leverage capital ratio, which measures capital excluding intangible 
assets, was 7.70 percent at March 31, 1997, exceeding the 
regulatory minimum requirement for well-capitalized institutions of 
5.0 percent.  

     As part of the Company's ongoing stock repurchase plan, 
112,300 shares have been repurchased during the first quarter of 
1997 at a cost of $3,116,138.  The Board of Directors has approved 
the repurchase of $10 million of Company stock during 1997.  Since 
the inception of the plan in 1994, the Company has repurchased 
762,933 shares at a total cost of $17,045,530.

     On May 6, 1997, the Board of Directors declared a 10 percent 
common stock dividend.  As a result of this action, each 
shareholder will receive an additional share of Brenton Banks, Inc. 
common stock for every 10 shares owned.  Fractional shares will be 
paid in cash.

     The Company paid a dividend of $.13 per common share in the 
first quarter of 1997, which represents an increase of 19.3 percent 
over $.109 per share for the first quarter of 1996.  The dividend 
payout ratio for the first quarter of 1997 was 25.5 percent of 
earnings per share.  Dividends per common share, restated for the 
May 1997, 10 percent common stock dividend, would be $.118 and 
$.099 for the three months ended March 31, 1997 and 1996, 
respectively.

     The debt-to-equity ratio of Brenton Banks, Inc. (the "Parent 
Company") was 9.2 percent at March 31, 1997.  This percentage is 
unchanged from December 31, 1996.  In addition, the Parent Company 
has a $2 million line of credit with a regional bank that was 
unused at the end of March, 1997.  Long-term borrowings of the 
Parent Company at March 31, 1997, consisted entirely of capital 
notes totaling $11,277,000.

<PAGE>
Part 1 -- Item 2
Page 2 of 7



     Brenton Banks, Inc. common stock closed on March 31, 1997 at a 
bid price of $27.75 per share ($25.23 after restating for the 
common stock dividend), an increase of 34.2 percent over the prior 
year.  The closing price at March 31, 1997, was 182 percent of the 
book value per share of $15.27 ($13.88 after restating for the 
common stock dividend).  This closing stock price represented a 
price-to-trailing-12-months-earnings multiple of 15.7 times. 

     Brenton Banks, Inc. continues to pursue acquisition and 
expansion opportunities that fit the Company's strategic business 
and financial plans.  There are currently no pending acquisitions 
that would require Brenton Banks, Inc. to secure capital from 
public or private markets.


Forward-looking Information

     Forward-looking information relating to the financial results 
or strategies of the Company are referenced throughout Management's 
Discussion and Analysis.  The following paragraphs identify 
forward-looking statements and the risks that need to be considered 
when reading those statements.

     Forward-looking statements include such words as believe, 
expect, anticipate, target, goal, objective or other words with 
similar meaning.  The Company is under no obligation to update such 
forward-looking information statements.

     The risks involved in the operations and strategies of the 
Company include competition from other financial institutions, 
changes in interest rates, changes in economic or market conditions 
and changes in regulations from the federal and state regulators.  
These risks, which are not all inclusive, cannot be estimated.


Asset-Liability Management

     The Company has a fully-integrated asset-liability management 
system to assist in managing the balance sheet.  The process, which 
is used to project the results of alternative investment decisions, 
includes the development of simulations that reflect the effects of 
various interest rate scenarios on net interest income.  Management 
analyzes the simulations to manage interest rate risk, the net 
interest margin and levels of net interest income.

     The goal is to structure the balance sheet so net interest 
margin fluctuates in a narrow range during periods of changing 
interest rates.  The Company currently believes that net interest 
income would fall by less than 4 percent if interest rates 
increased or decreased by 300 basis points over a one-year time 
horizon.  This is within the Company's policy limits.



<PAGE>
Part 1 -- Item 2
Page 3 of 7



     The slope of the yield curve is also a major determinant in 
the net interest income of the Company.  Generally, the steeper the 
intermediate treasury to LIBOR curve, the better the prospects for 
net interest income improvement.

     The Company continues to reduce its reliance on residential 
real estate loans with long repricing periods.  When appropriate 
for interest rate management purposes, the Company will consider 
securitization of real estate loans.  Another key to interest rate 
risk management is continuing to increase variable rate loans as a 
percent of total earning assets.  Progress continues to be made in 
this area.

     In addition to normal balance sheet instruments, the Company 
has utilized Federal Home Loan Bank borrowings and interest rate 
swaps to reduce interest rate risk.


Liquidity

     The Company actively monitors and manages its liquidity 
position with the objective of maintaining sufficient cash flows to 
fund operations and meet customer commitments.  Federal funds sold, 
loans held for sale and investment securities available for sale 
are readily marketable assets.  Maturities of all investment 
securities are managed to meet the Company's normal liquidity 
needs.  Investment securities available for sale may be sold prior 
to maturity to meet liquidity needs, to respond to market changes 
or to adjust the Company's interest rate risk position.  Readily 
marketable assets, as defined above, comprised 28.6 percent of the 
Company's total assets at March 31, 1997.  

     Net cash provided from Company operations is another major 
source of liquidity.  The net cash provided from operating 
activities was $6,402,875 for the first quarter of 1997.  The 
Company's trend of strong cash flows from operations is expected to 
continue into the foreseeable future.

     The Company has historically maintained a stable deposit base 
and a relatively low level of large deposits which result in a low 
dependence on volatile liabilities.  As of March 31, 1997, the 
Company had borrowings of $54,700,000 from the Federal Home Loan 
Bank ("FHLB") of Des Moines, of which $51,200,000  were used as a 
means of providing long-term fixed-rate funding for certain fixed-
rate assets and managing interest rate risk.  The remaining 
$3,500,000 represents an advance on a variable rate, short-term 
$10,000,000 line of credit used to fund mortgage loans originated 
for sale.  The Company had additional borrowing capacity available 
from the FHLB of approximately $78 million at March 31, 1997.


<PAGE>
Part 1 -- Item 2
Page 4 of 7



     The combination of high levels of potentially liquid assets, 
strong cash flows from operations, low dependence on volatile 
liabilities and additional borrowing capacity provided sufficient 
liquidity for the Company at March 31, 1997.


Results of Operations

The three months ended March 31, 1997, compared to the three months 
ended March 31, 1996.

Net Income

     For the three months ended March 31, 1997, Brenton recorded 
net income of $4,201,356, which is an increase of 17.3 percent from 
net income for the first three months of 1996, which totaled 
$3,580,247.  On a per common and common stock equivalent share 
basis, net income was $.51 per share for the first quarter of 1997, 
compared to $.42 per share for the first quarter of 1996, an 
increase of 21.4 percent.  Net income per common share, restated 
for the May 1997, 10 percent common stock dividend, would be $.46 
and $.38 for the three months ended March 31, 1997 and 1996, 
respectively.

Net Interest Income

     Average earning assets rose 3.3 percent from the first three 
months of 1996 to the first three months of 1997.  Net interest 
income increased 6.9 percent to $14,617,631, compared to 
$13,668,962 for the first quarter of 1996.  Net interest margin 
increased 13 basis points from 3.99 percent for the first three 
months of 1996 to 4.12 percent for the first quarter of 1997.  The 
Company continues to experience a favorable change in the mix of 
earning assets and interest-bearing liabilities, which contributed 
to the improved net interest margin.  The average rate earned on 
earning assets increased 8.2 basis points, while the rate paid on 
interest-bearing liabilities declined 5.2 basis points.

Loan Quality

     Nonperforming loans totaled $5,838,000 at March 31, 1997, 
compared to $6,571,000 at March 31, 1996, a decrease of 11.2 
percent.  Nonperforming loans include loans on nonaccrual status, 
loans that have been renegotiated to below market interest rates or 
terms, and loans past due 90 days or more.  Loan quality remained 
strong with reserves covering nonperforming loans by more than two 
to one.  On March 31, 1997, reserves stood at 1.24 percent of total 
loans.  


<PAGE>
Part 1 -- Item 2
Page 5 of 7



     The provision for loan losses totaled $900,000 for the three 
months ended March 31, 1997, compared to $700,000 for the same 
period one year ago.  The increase in the provision is related to 
recent and projected growth in the loan portfolio.  The Company 
desires to build the reserve balance over time to safeguard against 
future losses related to loan growth.  Net charge-offs were .11 
percent of average loans for the first three months of 1997, 
compared with .25 percent for the same period last year.  

Noninterest Income

     Noninterest income for the three months ended March 31, 1997 
was $6,198,996 (excluding securities gains and losses), a 15.3 
percent increase from $5,377,183 one year ago.  

     Compared to the same period a year ago, service charges on 
deposits were up $118,797 or 7.5 percent.  This growth is due to 
the continued focus of collecting a higher percentage of fees.  The 
amount of fees collected as a percent of fees assessed was 94.1 
percent for the first quarter of 1997, compared to 79.9 percent for 
the first quarter of 1996.

     Led by significant growth in credit insurance sales, insurance 
commissions and fees were up 35.1 percent.  Insurance commissions 
and fees totaled $959,549 for the first three months of 1997, 
compared to $710,375 for the same period of 1996.

     First quarter fiduciary income increased 32.2 percent, due to 
increased volumes in personal trusts, investment management fees 
and employee benefit plans.

     Investment brokerage commissions decreased by $3,673 or .4 
percent.  Mortgage banking revenues rose 5.6 percent to total 
$550,272 for the first quarter of 1997.  The increase in mortgage 
banking revenues is the result of increased volumes of loans closed 
and sold on the secondary market compared to the same period of 
last year.

     Other service charges, collection and exchange charges, 
commissions and fees increased $84,321 from the prior year due to 
increased fees from ATM/debit cards and also fees received from 
purchased receivables.

     Other operating income increased $146,881 from one year ago.  
Income from bank-owned life insurance policies, which did not exist 
during the first quarter of 1996, accounted for $143,748 of this 
increase.

     In addition, securities transactions produced gains of 
$250,665, up 43.6 percent over gains of $174,525 for the same 
period in 1996.


<PAGE>
Part 1 -- Item 2
Page 6 of 7



Noninterest Expense

     Noninterest expense totaled $14,036,174 at March 31, 1997, a 
5.1 percent increase from the first quarter of 1996.

     Salaries and wages, the largest component of noninterest 
expense, increased 4.9 percent over the prior year.  Fixed 
salaries, those that are not based on commissions, rose a modest .7 
percent.  Variable compensation, which is related to the sales of
fee products, increased 19.3 percent.  The Company is moving to 
more of a variable performance-based incentive compensation 
philosophy versus fixed based compensation.  The number of full-
time equivalent employees decreased by 2.0 percent over 1996.

     Benefit expense increased 11.3 percent, due to increased 
compensation expense, as well as benefits on year-end incentive and 
bonus payouts.  This item is historically higher in the first 
quarter of the year than the remaining quarters.

     Occupancy expense totaled $1,466,058 for the three months 
ended March 31, 1997, compared to $1,357,434 for the same period of 
1996.  Increases within this category were associated with rents, 
leases and building repairs and maintenance.

     The Company's FDIC deposit insurance assessment expense 
decreased 40.0 percent from the prior year, primarily as a result 
of a reduced assessment rate in 1997 related to the SAIF fund being 
fully funded in September 1996 through a federally mandated 
assessment.

     The categories of advertising and promotion and supplies were 
down $105,972 and $152,559, respectively, from the prior year.  Data 
processing expense increased $90,032 or 14.2 percent due to 
increased costs during 1997 associated with core processing.  Other 
operating expense increased by $341,582, partially due to the 
timing of expenditures for consulting and legal services.

     The Company continues to focus on cost management and 
evaluates all major expense items in an effort to control the 
growth rate of various noninterest expense categories.

     The Company's net noninterest margin, which measures operating 
efficiency, was 1.94 percent, compared to 2.04 percent one year 
ago.  Another ratio that the Company utilizes to measure 
productivity is the efficiency ratio.  This ratio divides 
noninterest expense by the sum of tax-equivalent net interest 
income plus noninterest income (excluding gains and losses on the 
sale of securities and loans).  At March 31, 1997, the Company's 
efficiency ratio was 64.92 percent, compared to 67.12 percent one 
year ago.


<PAGE>
Part 1 -- Item 2
Page 7 of 7



Income Taxes

     The Company's income tax strategies include reducing income 
taxes by purchasing securities and originating loans that produce 
tax-exempt income.  The goal is to maintain the maximum level of 
tax-exempt assets in order to benefit the Company on both a tax-
equivalent yield basis and in income tax savings.  The effective 
rate of income tax expense as a percent of income before income tax 
and minority interest was 28.6 percent for the first three months 
of 1997 compared to 28.0 percent for 1996.


Looking Ahead

     The Company is focusing on creating a sales-oriented culture 
throughout the organization.  Extensive training sessions will be 
held during the coming months.  The objective is to provide tools 
to Brenton bankers to enable them to be more focused and proactive 
in their sales efforts.  The desired results are increased 
relationships with existing clients as well as obtaining new 
clients.  The Company believes the expansion of existing 
relationships and the attraction of new relationships is the long-
term key to continuing our success.


<PAGE>
PART 2  -- Item 6.  Exhibits and Reports on Form 8-K

(b) Reports on Form 8-K -- There were no reports on Form 8-K filed 
for the three months ended March 31, 1997.


     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 thereunto duly authorized.


BRENTON BANKS, INC.                
- -----------------------------------
(Registrant)                       


May 12, 1997          /s/ Robert L. DeMeulenaere
- -----------------------------------------------------------------
Dated                     Robert L. DeMeulenaere 
                          President


May 12, 1997          /s/ Steven T. Schuler
- ----------------------------------------------------------------
Dated                     Steven T. Schuler
                          Chief Financial Officer/
                          Treasurer/Secretary and
                          Chief Accounting Officer


 



 

 




<TABLE> <S> <C>

<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE MARCH
31, 1997 FINANCIAL STATEMENTS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATEMENTS
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1997
<PERIOD-END>                               MAR-31-1997
<CASH>                                      66,298,696
<INT-BEARING-DEPOSITS>                         859,530
<FED-FUNDS-SOLD>                            17,100,000
<TRADING-ASSETS>                                     0
<INVESTMENTS-HELD-FOR-SALE>                442,772,866
<INVESTMENTS-CARRYING>                      73,875,533
<INVESTMENTS-MARKET>                        74,339,000
<LOANS>                                    963,654,467
<ALLOWANCE>                               (11,963,805)
<TOTAL-ASSETS>                           1,628,048,336
<DEPOSITS>                               1,342,202,362
<SHORT-TERM>                               109,511,600
<LIABILITIES-OTHER>                         22,227,634
<LONG-TERM>                                 31,827,000
<COMMON>                                    40,038,705
                                0
                                          0
<OTHER-SE>                                  82,241,035
<TOTAL-LIABILITIES-AND-EQUITY>           1,628,048,336
<INTEREST-LOAN>                             20,441,367
<INTEREST-INVEST>                            7,745,073
<INTEREST-OTHER>                               286,482
<INTEREST-TOTAL>                            28,472,922
<INTEREST-DEPOSIT>                          12,078,873
<INTEREST-EXPENSE>                           1,776,418
<INTEREST-INCOME-NET>                       14,617,631
<LOAN-LOSSES>                                  900,000
<SECURITIES-GAINS>                             250,665
<EXPENSE-OTHER>                             14,212,215
<INCOME-PRETAX>                              5,955,077
<INCOME-PRE-EXTRAORDINARY>                   5,955,077
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                 4,201,356
<EPS-PRIMARY>                                     0.51
<EPS-DILUTED>                                     0.51
<YIELD-ACTUAL>                                    7.65
<LOANS-NON>                                  2,539,000
<LOANS-PAST>                                 2,765,000
<LOANS-TROUBLED>                               534,000
<LOANS-PROBLEM>                              5,838,000
<ALLOWANCE-OPEN>                            11,328,359
<CHARGE-OFFS>                                  715,728
<RECOVERIES>                                   451,174
<ALLOWANCE-CLOSE>                           11,963,805
<ALLOWANCE-DOMESTIC>                        11,963,805
<ALLOWANCE-FOREIGN>                                  0
<ALLOWANCE-UNALLOCATED>                              0
        

</TABLE>


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