MID WISCONSIN FINANCIAL SERVICES INC
10-Q, 1996-11-13
STATE COMMERCIAL BANKS
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                            FORM 10-Q
                SECURITIES AND EXCHANGE COMMISSION
                      Washington, D.C. 20549

{X}   QUARTERLY  REPORT  PURSUANT  TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 1996

                          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 0-18542

        MID-WISCONSIN FINANCIAL SERVICES, INC.
(Exact name of registrant as specified in its charter)

           Wisconsin                               06-1169935
(State or other jurisdiction of          (IRS Employer Identification No.)
 incorporation or organization)

              132 West State Street, Medford, WI  54451
    (Address of principal executive offices, including zip code)

                        (715) 748-4364
        (Registrant's telephone number, including area code)

____________________________________________________________________
 (Former name, former address & 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

As of September 30, 1996 there were 1,858,792 shares of $.10 par value
common stock outstanding.


<PAGE>

              MID-WISCONSIN FINANCIAL SERVICES, INC.


                            INDEX

PART  I.    FINANCIAL INFORMATION                                  
                                                               PAGE
Item 1.     Financial Statements
            Consolidated Balance Sheets
            September  30, 1996 and December 31, 1995            3

            Consolidated Statements of Income
            Three  Months Ended September 30, 1996 
            and September 30, 1995; and  Nine  Months
            Ended September 30, 1996 and September 30, 1995      4

            Consolidated Statements of Cash Flows
            Nine  months  Ended September 30, 1996 
            and September 30, 1995                               5

            Notes to Consolidated Financial Statements         6-10

Item 2.     Management's Discussion and Analysis of
            Financial Conditions and Results of
            Operations                                        11-13


PART  II.   OTHER INFORMATION

Item 6.     Exhibits and Reports of Form 8-K                    14
        
            Signatures                                          15

            Exhibit Index                                       16

<PAGE>
                     PART I         FINANCIAL INFORMATION

Item 1.    Financial Statements

<TABLE>
             MID-WISCONSIN FINANCIAL SERVICES, INC.
                       and Subsidiary
                 CONSOLIDATED BALANCE SHEETS

<CAPTION>
                                                September 30, 1996   December 31, 1995
                  ASSETS
<S>                                                      <C>                 <C>
Cash & cash equivalents                                   $11,385,793         $10,683,544
Interest-bearing deposits in other 
   financial institutions                                       11,496              20,246
Investment securities available for sale
   At fair value                                           57,401,267          55,280,506
Total loans                                               175,052,128         172,678,045
   Less - Allowance for credit losses                      (1,948,295)         (1,835,951)
         Net loans                                        173,103,833         170,842,094
Premises and equipment                                      3,905,057           4,135,949
Accrued interest and other assets                           3,924,144           3,643,833

TOTAL ASSETS                                             $249,731,590        $244,606,172



   LIABILITIES AND STOCKHOLDERS' EQUITY


Non-interest bearing deposits                              $22,718,028         $22,645,269
Interest-bearing deposits                                  169,917,899         169,499,137
  Total Deposits                                           192,635,927         192,144,406

Short-term borrowings                                       24,934,083          21,386,623
Long term borrowings                                         3,400,000           4,000,000
Accrued interest and other liabilities                       3,674,909           3,325,185
     Total Liabilities                                     224,644,919         220,856,214

Stockholders' equity:
  Common stock-Par value $.10 per share:
    Authorized           - 6,000,000 shares in 1996
                         - 6,000,000 shares in 1995
    Issued & outstanding - 1,858,790 shares in 1996            185,879
                         - 1,857,290 shares in 1995                               185,729
Additional paid-In capital                                  12,592,368          12,573,366
Retained earnings                                           12,402,034          10,685,070
Unrealized (loss) gain on securities available for sale        (93,610)            305,793
     Total Stockholders' Equity                             25,086,671          23,749,958

TOTAL LIABILITIES & STOCKHOLDERS' EQUITY                  $249,731,590        $244,606,172

<FN>
The accompanying notes to consolidated financial statements are an integral
part of these statements.
</TABLE>

<PAGE>

<TABLE>
            MID-WISCONSIN FINANCIAL SERVICES, INC.
                        and Subsidiary
              CONSOLIDATED STATEMENTS OF INCOME

<CAPTION>
                                                    Three months ended                      Nine  Months Ended
                                        September 30, 1996   September 30, 1995   September 30, 1996  September 30, 1995
<S>                                        <C>                   <C>                     <C>               <C>          
Interest income
  Interest and fees on loans               $4,102,431            $4,031,861              $12,183,957       $11,540,456
  Interest on investment securities:
Taxable                                       834,225               770,941                2,504,697         2,376,345
     Tax-exempt                                79,910                68,728                  219,692           244,836
  Other interest income                        18,121                53,547                   28,846            85,185
Total interest income                       5,034,687             4,925,077               14,937,192        14,246,822

Interest expense
  Deposits-NOW                                100,612               124,179                  312,715           422,389
       MMD                                    329,690               191,493                  817,272           529,361
       Savings                                125,343               136,564                  363,192           450,009
       CDs & IRAs                           1,485,325             1,559,812                4,404,282         4,399,737
  U.S. Repurchase agreements                  253,506               242,518                  784,077           778,366
  Long-term borrowings                         56,345                51,956                  154,625           162,222
Total interest expense                      2,350,821             2,306,522                6,836,163         6,742,084

Net Interest income                         2,683,866             2,618,555                8,101,029         7,504,738
Provision for credit losses                    50,000                30,000                  170,000           120,000

Net interest income after provision
  for credit losses                         2,633,866             2,588,555                7,931,029         7,384,738

Other income:
  Service fees                                154,681               155,788                  441,661           466,782
  Insurance commissions                        19,013                14,484                   54,962            47,284
  Trust Service fees                           93,013                84,781                  278,661           264,483
  Other fee income                            140,300                87,325                  383,312           269,523
  Net security (losses) gains                 (66,071)               48,868                 (159,820)          (21,659)
  Other operating income                       16,677                15,137                   50,198            52,464
Total other income                            357,613               406,383                1,048,974         1,078,877

Operating expenses:
  Salaries                                    763,976               724,553                2,158,014         2,179,563
  Employee Benefits                           250,954               293,941                  785,404           714,812
  Net occupancy expense                       431,369               467,575                  995,686           971,171
  FDIC expense                                    500               (10,432)                   1,500           199,968
  Other operating expense                     302,234               276,565                1,258,468         1,186,678
Total operating expenses                    1,749,033             1,752,202                5,199,072         5,252,192

Income before income taxes                  1,242,446             1,242,736                3,780,931         3,211,423

Provision for income taxes                    433,543               436,484                1,339,234         1,101,757

Net income                                   $808,903              $806,252               $2,441,697        $2,109,666

    Earnings per share                          $0.43                 $0.43                    $1.31             $1.13

<FN>
The accompanying notes to consolidated financial statements are an integral part of these statements.
</TABLE>
<PAGE>

<TABLE>
             MID-WISCONSIN FINANCIAL SERVICES, INC.
                       and Subsidiaries
              CONSOLIDATED STATEMENTS OF CASH FLOWS
          Six Months Ended September 30, 1996 and 1995


<CAPTION>
                                                            1996        1995
<S>                                                     <C>          <C>
Increase (decrease) in cash and cash equivalents:
  Cash flows from operating activities:
     Net income                                          $2,441,697   $1,303,414
     Adjustments to reconcile net income to net cash
       provided by operating activities:
        Provision for depreciation amort & accretion        586,754      379,463
        Provision for loan losses                           170,000       90,000
        (Gain) Loss  on sale of investment securities       159,821       70,527
        (Gain) Loss on equipment disposals                      441        5,317
        (Gain) loss on sale of other real estate                 -         1,777
        Changes in operating assets and liabilities:
          Other assets                                      (30,887)    (152,503)
          Other liabilities                                 353,562      (30,793)
  Net cash provided by operating activities               3,681,388    1,667,202
  Cash flows from investing activities:
     Proceeds from sale:
         Available for Sale Investment Securities         6,555,302    2,788,473
     Proceeds from Maturities:
         Held to maturity                                  385,000
         Available for sale Investment Securities       13,369,293     3,169,712
     Payment for purchases:
         Held to maturity
         Available for sale Investment Securities      (22,887,058)     (246,800)
     Proceeds from sale of loans                         3,859,800       384,600
     Net (increase) decrease in loans                   (6,391,543)   (1,544,016)
     Net (increase) decrease in interest-bearing
        deposits in other institutions                       8,750    (2,582,815)
     Capital expenditures                                 (230,034)     (144,091)
     Proceeds from sale of equipment                         2,950           200
     Proceeds from sale of other real estate                    -         23,222
  Net cash used in investing activities                 (5,712,540)    2,233,485
  Cash flows from financing activities:
     Net increase (decrease) in deposits                   491,522     3,747,139
     Net increase (decrease) in short-term borrowing     3,547,460    (6,325,414)
     Proceeds from issuance of long term borrowing        (600,000)
     Proceeds from sale of stock options                    19,152
     Dividends paid                                       (724,733)     (425,467)
  Net cash provided by financing activities              2,733,401    (3,003,742)
Net increase (decrease) in cash and cash equivalents       702,249       896,945
Cash and cash equivalents at beginning                  10,683,544     9,245,910
Cash and cash equivalents at end                       $11,385,793   $10,142,855

  Supplemental cash flow information:                      1996          1995
     Cash paid during the year for:
          Interest                                      $6,970,748    $6,262,109
          Income taxes                                  $1,395,025    $1,265,025
  Supplemental schedule of non-cash investing
     and financing activities:
          Loans transferred to other real estate          $100,000        $5,000
          Loans charged off                               $153,503      $137,835

          Loans made in connection with the 
             disposition of other real estate

<FN>
The accompanying notes to consolidated financial statements are an integral
part of these statements.
</TABLE>
<PAGE>
                    MID-WISCONSIN FINANCIAL SERVICES, INC.
                              and Subsidiaries
                 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                (Unaudited)


NOTE 1 - GENERAL

     The  consolidated  balance  sheet  as  of  September  30, 1996, and the
consolidated  statements  of  income  for  the  three  month  periods  ended
September 30, 1996 and 1995, and the nine month periods ended September  30,
1996  and  1995,  and the consolidated statements of cash flows for the nine
month periods ended  September  30, 1996 and 1995, have been prepared by the
company without audit.  In the opinion of management, all adjustments (which
include only normal recurring adjustments)  necessary  to present fairly the
financial position, results of operations and changes in  financial position
for the unaudited interim periods have been made.

     Mid-Wisconsin   is   not   aware  of  any  known  trends,  events,   or
uncertainties  that  will have or that  are  reasonably  likely  to  have  a
material  effect  on  the   Company's   liquidity,   capital  resources,  or
operations.

     Certain  information  and  footnote  disclosures normally  included  in
financial  statements  prepared  in  accordance   with   generally  accepted
accounting  principles  have  been  condensed  or  omitted. These  condensed
consolidated  financial statements should be read in  conjunction  with  the
financial statements  and notes included in the Company's December 31, 1995,
annual report to the Shareholders. The results of operations for the interim
periods are not necessarily indicative of the results to be expected for the
entire year.

<TABLE>
NOTE 2 - INVESTMENT SECURITIES

     The book value and market value of investment securities are summarized
as follows:

<CAPTION>
                                                       BOOK VALUE

                                              Sept 30, 1996     Dec. 31, 1995
<S>                                             <C>              <C>
U.S. Treasury securities and obligations
   of other U.S. Govt agencies & corp           $25,699,921      $22,475,820
Mortgage Backed Securities                       19,224,753      $15,511,636
Oblig. to states & political subdivisions         6,333,532        4,900,426
Corporate Securities                              4,893,616        5,813,709
Equity Securities                                 1,249,445        6,578,915
Totals                                          $57,401,267      $55,280,506
</TABLE>

<TABLE>
<CAPTION>
                                                      MARKET VALUE
<S>                                            <C>              <C>
U.S. Treasury securities and obligations
   of other U.S. Govt agencies & corp           $25,699,921      $22,475,820
Mortgage Backed Securities                       19,224,753       15,511,636
Oblig. to states & political subdivisions         6,333,532        4,900,426
Corporate Securities                              4,893,616        5,813,709
Equity securities                                 1,249,445        6,578,915
Totals                                          $57,401,267      $55,280,506
</TABLE>
<PAGE>

     Included in the totals  of Investment Securities at September 30, 1996,
are unrealized losses of $177,232 on debt securities classified as available
for sale. The net of tax unrealized  holding  loss  of $93,610 on securities
classified as available-for-sale is reflected in stockholders' equity.

     Securities  with  an  approximate  carrying  value of  $36,899,734  and
$30,389,165 at September 30, 1996 and December 31,  1995, respectively, were
pledged primarily to secure public deposits and for other  purposes required
by law.  Included in Corporate Securities are securities issued  by  Bankers
Trust, New York, with an aggregate book value of $2,200,756 and an aggregate
market value of $2,203,740.


Note 3 - LOANS

     Loans  outstanding increased 1.375% for the nine months ended September
30, 1996; increasing from $172,678,045 at December 31, 1995, to $175,052,128
at September 30, 1996.

<TABLE>
     The composition  of loans at September 30, 1996, and December 31, 1995,
follows:

<CAPTION>
                                Sept 30      % of        Dec. 31     % of
(Dollars in Thousands)           1996        total         1995      total
<S>                            <C>          <C>         <C>         <C>
Commercial and financial        $27,419      15.66%      $28,075     16.26%
Construction Loans                  678       0.39%        1,272      0.74%
Agricultural                     29,427      16.81%       27,963     16.19%
Real estate                     104,953      59.96%      102,787     59.53%
Installment                      11,963       6.83%       11,819      6.84%
Lease financing                     612       0.35%          762      0.44%

Total loans                    $175,052     100.00%     $172,678    100.00%
</TABLE>

     The composition of  loans  in  the  loan  portfolio shows a decrease in
commercial and financial and an increase in real  estate,  agricultural, and
installment  loans  at  September  30,  1996.  The bank is making  increased
efforts to sell loans in the secondary market which  will  provide funds for
liquidity needs and continue to provide service to customers  in  its market
area.

     Mid-Wisconsin's  process  for  monitoring loan quality includes monthly
analysis  of  delinquencies, nonperforming  assets,  and  potential  problem
loans.   Loans  are   placed   on  a  nonaccrual  status  when  they  become
contractually past due 90 days or more as to interest or principal payments.
All  interest  accrued but not collected  for  loans  (including  applicable
impaired loans)  that are placed on nonaccrual or charged off is reversed to
interest income.   The  interest on these loans is accounted for on the cash
basis until qualifying for  return to accrual status.  Loans are returned to
accrual status when all the principal and interest amounts contractually due
have been collected and there  is  reasonable  assurance that repayment will
continue within a reasonable time frame.

     A loan is considered impaired when, based on current information, it is
probable that the bank will not collect all amounts  due  in accordance with
the  contractual  terms  of  the  loan  agreement.  Impairment is  based  on
discounted cash flows of expected future  payments  using the loan's initial
effective interest rate or the fair value of the collateral  if  the loan is
collateral   dependent.    Smaller   balance   homogeneous  loans  that  are
collectively  evaluated  for  impairment  include  certain  smaller  balance
commercial and agricultural loans, residential real estate loans, and credit
card loans.
<PAGE>

<TABLE>
    The following table shows the amount of non-performing assets and other
real estate owned as of the dates indicated.

<CAPTION>
Non-performing loans        Sept 30    % of total    Dec. 31    % of total
(Dollars in Thousands)        1996       loans         1995        loans

<S>                           <C>         <C>         <C>           <C>
Non-accrual loans             $682        0.39%       $1,132        0.66%
Loans past due 90 days          42        0.02%            3        0.00%
   or more
Restructured loans             116        0.07%           17        0.01%
Total Non-performing
   loans                      $840        0.48%       $1,152        0.67%

Other real estate owned        105        0.06%            5        0.00%
Total non-performing
   assets                     $945        0.54%       $1,157        0.67%

</TABLE>

     Included  above are $154,197 of impaired loans (.088%)  in  non-accrual
status at September  30,  1996.  In  addition,  there  are impaired loans of
$277,108 (.158%) which management has considered in the allowance for credit
losses.  The average balance of impaired loans during the  first nine months
of  1996  was  $408,830.   The impaired loans with an aggregate  outstanding
balance of  $431,305 are based  on fair value of the collateral of the loans
as these loans are collateral dependent.

     Total nonperforming assets (loans  and  other  real  estate)  decreased
during  the nine months ended September 30, 1996.  As a percentage of  total
outstanding  loans,  the  non-performing  assets  decreased .16%  to .54% at
September 30, 1996, from .67% at December 31, 1995.

     The  aggregate  amount  of  non-performing  assets   was  approximately
$945,000  and  $1,157,000  at  September  30, 1996, and December  31,  1995,
respectively.    Non-performing   assets   are  those   which   are   either
contractually past due 90 days or more as to interest or principal payments,
on  a nonaccrual status, or the terms of which  have  been  renegotiated  to
provide a reduction or deferral of interest or principal.  If nonaccrual and
renegotiated  loans  had  been  current or not troubled, $87,707 of interest
income would have been recorded for  the  nine  months  ended  September 30,
1996.  Interest income actually collected and recorded was $157,474.

     Management is not aware of any additional loans that represent material
credits or of any information which causes management to have serious doubts
as to the ability of such borrowers to comply with the loan repayment terms.

     On  January  1,  1996,  Mid-Wisconsin  adopted  Statement  of Financial
Accounting  Standards No. 122 (SFAS122), "Accounting for Mortgage  Servicing
Rights".  The  adoption of SFAS No. 122 did not have a significant impact on
the Company's financial condition or results of operations.
<PAGE>

<TABLE>
     An analysis  of  the  allowance for credit losses for the periods ended
September 30, 1996, and December 31, 1995 follows:

<CAPTION>
(Dollars in Thousands)
                                           Sept 30, 1996     Dec. 31, 1995
<S>                                             <C>               <C>
Allowance for credit losses at
  beginning of period                           $1,836            $1,859
Provision Charged to Operating Expense             170               100
Recoveries on Loans                                 96                67
Loans Charged off                                 (154)             (190)

Allowance for losses at end of period           $1,948            $1,836
</TABLE>

NOTE 4 - EARNINGS PER SHARE

     Earnings per common share are based upon the weighted average number of
common  shares  outstanding which  includes  the  common  stock  equivalents
applicable to shares issuable under the stock options granted.  The weighted
number of shares  outstanding  were  1,868,730  for  the  three months ended
September 30, 1996, and 1,860,926 for the three months ended  September  30,
1995.

<PAGE>
                          SELECTED FINANCIAL DATA

<TABLE>
     The  following  table  presents  consolidated  financial  data  of Mid-
Wisconsin Financial Services, Inc. and subsidiary.  This information and the
following  discussion  and analysis should be read in conjunction with other
financial information presented elsewhere in this report.

<CAPTION>
                          SELECTED FINALCIAL DATA


                                                                    Quarters
 (Dollars in thousands, except per share amounts)                  1996                          1995
 
                                                    Third    Second    First       Fourth    Third    Second    First
<S>                                               <C>       <C>       <C>         <C>       <C>       <C>      <C>
FINANCIAL HIGHLIGHTS:
Earnings and Dividends:
Net interest revenue                                $2,684    $2,740    $2,677      $2,677    $2,619    $2,492   $2,394
Provision for credit losses                             50        60        60         (20)       30        30       60
Other operating revenue                                358       333       359         318       406       455      217
Other operating expense                              1,749     1,714     1,737       1,812     1,752     1,774    1,726
Net income                                             809       827       806         771       806       759      545
Per common share: (1)
   Net income                                         0.43      0.44      0.43        0.41      0.43      0.41     0.59
   Dividends declared                                 0.13      0.13      0.13          -       0.24      0.11     0.11
   Stockholders' equity                              13.50     13.15     12.99       12.79     12.28     12.06    11.42
Average common shares (000's)                        1,869     1,868     1,861       1,861     1,861     1,860    1,859
Dividend payout ratio                               29.87%    29.22%    29.97%                55.29%    29.28%   37.35% 
Balance Sheet Summary:
At quarter end:
   Loans net of unearned income                   $175,052  $171,067  $167,088    $172,678  $169,459  $166,554 $164,336
   Assets                                          249,732   242,302   241,778     244,606   235,707   237,260  234,628
   Deposits                                        192,636   186,124   189,312     192,144   187,532   189,898  187,267
   Shareholders equity                              25,087    24,442    24,126      23,750    22,729    22,313   21,122
Average balances:
   Loans net of unearned income                    172,682   169,624   169,277     170,562   167,800   165,204  164,184
   Assets                                          246,663   242,561   241,591     238,778   237,912   234,873  234,884
   Deposits                                        197,447   188,347   189,713     189,650   189,549   187,440  187,678
   Shareholders equity                              24,658    24,183    23,970      23,101    22,477    21,536   20,529
Performance Ratios:
Return on average assets                             1.31%     1.36%     1.34%       1.29%     1.36%     1.29%    0.93%
Return on average common equity                     13.12%    13.68%    13.45%      13.35%    14.35%    14.09%   11.10%
Equity to assets                                     9.77%     9.80%     9.68%       9.67%    10.13%     9.67%    9.47%
Total risk-based capital                            15.28%    14.83%    14.52%      13.92%    13.58%    13.52%   13.09%
Net loan charge-offs as a percentage
   of average loans                                 -0.01%     0.02%     0.03%       0.07%     0.05%     0.02%    0.00%
Nonperforming assets as a percentage
   of loans and other real estate                    0.45%     0.51%     0.61%       0.67%     0.62%     0.56%    0.75%
Net interest margin                                  4.74%     4.89%     4.81%       4.66%     4.77%     4.60%    4.46%
Efficiency ratio                                    56.77%    55.06%    56.49%      59.73%    57.19%    59.45%   65.26%
Fee revenue as a percentage of
   average assets                                    0.11%     0.11%     0.11%       0.11%     0.11%     0.12%    0.11%
Stock Price Information:
High                                                $23.00    $22.63    $22.50      $21.00    $19.00    $18.00   $16.00
Low                                                  22.63     22.50     19.50       18.00     17.00     16.00    15.00
Market value at quarter end (2)                      23.00     22.63     21.50       19.50     18.50     17.00    15.50

<FN>
(1) All per share amounts (income and dividends) have been restated to reflect the stock split in the form of a 100 percent
    stock dividend issued May 8, 1995.
(2) Market value at quarter end represents the average of bid and asked prices.
</TABLE>

<PAGE>

  ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
             CONDITIONS AND RESULTS OF OPERATIONS


     Management is not aware  of  any known trends, events, or uncertainties
that will have or that are reasonably  likely  to  have a material effect on
the Company's liquidity, capital resources, or operations.

     Deposits  increased  $491,521  during  the  nine  month   period  ended
September  30,  1996.   Non-interest bearing deposits increased $72,759  and
interest bearing deposits  increased  $418,762.  The  increase  in  interest
bearing  deposits  occurred  primarily  in  Now  accounts  and  shorter term
certificates of deposit.

     Loans increased $2,374,083 during the nine month period ended September
30, 1996. The company did not aggressively market new loans, due to the need
for  liquidity  and  high  funding  cost.   Investments increased $2,120,761
during the nine month period ended September  30,  1996.   The  increase  in
investments   was  used  primarily  to  satisfy  pledging  requirements  for
municipal deposits.


LIQUIDITY

     Mid-Wisconsin  manages  its  liquidity  to  provide  adequate  funds to
support   borrowing   requirements   and  deposit  flow  of  its  customers.
Management views liquidity as the ability to raise cash at a reasonable cost
or with a minimum of loss and as a measure  of  balance sheet flexibility to
react  to  marketplace,  regulatory and competitive  changes.   The  primary
sources of Mid-Wisconsin's  liquidity  are marketable assets maturing within
one  year.  At September 30, 1996, the carrying  value  of  debt  securities
maturing  within one year amounted to $9,164,400 or 16.32% of the total debt
securities  portfolio.    Mid-Wisconsin  also holds $1,250,000 in marketable
equity securities. Mid-Wisconsin attempts,  when possible, to match relative
maturities  of  assets and liabilities, while maintaining  the  desired  net
interest margin.


CAPITAL RESOURCES

     As of September  30, 1996, shareholders' equity increased $1,336,713 to
$25,086,671 from $23,749,958 at December 31, 1995.  This net increase is due
to retention of current  year  earnings and adjustments for unrealized gains
or losses.  Net unrealized gains  were   $305,793  at December 31, 1995, and
net unrealized losses were $93,610 at September 30, 1996.

     The primary capital to asset ratio was 9.77% as  of September 30, 1996,
compared  to 9.41% at December 31, 1995.  The company's  risk-based  capital
ratio for Tier  1  (core)  amounted  to  14.15% and total risk-based capital
amounted to 15.28%.  This compares to Tier  1  (core)  capital of 12.87% and
total  risk-based  capital  of  13.92%  at December 31, 1995.   The  company
expects to increase its total capital through retention of earnings.

<PAGE>

RESULTS OF OPERATIONS

     The  company's  consolidated net income  for  the  three  months  ended
September 30, 1996, increased  $2,641 or .328% to $808,903 from $806,262 for
the three months ended September  30,  1995.  Net  interest income increased
$65,311 during the three months ended September 30,  1996,  over   the three
months  ended  September  30,  1995.  Pricing  of loans and deposits remains
competitive in the market area.

     Return on average common stockholders' equity  amounted  to  13.12% for
the three months ended September 30, 1996; compared to 14.35% for the  three
months ended September 30, 1995.

     Return on average assets for the three months ended September 30, 1996,
amounted  to  1.31%;  compared to 1.36% for the three months ended September
30, 1995.

     Net earnings per share  of   $ .43 per share for the three months ended
September 30, 1996, was consistent  with  the   $  .43  for the three months
ended   September  30,  1995.   Cash dividends paid were .13  per  share  in
September 1996 and .11 per share in September 1995.


PROVISION FOR CREDIT  LOSSES

     Management determines the adequacy  of  the allowance for credit losses
based on past loan experience, current economic  conditions,  composition of
the  loan  portfolio,  and the potential for future loss.  Accordingly,  the
amount charged to expense  is  based  on management's evaluation of the loan
portfolio.   It  is the Company's policy  that  when  available  information
confirms that specific  loans  and  leases,  or  portions thereof, including
impaired loans, are uncollectible, these amounts are  promptly  charged  off
against  the allowance.  The provision for credit losses was $50,000 for the
three months  ended  September  30,   1996, and $30,000 for the three months
ended September 30, 1995.  The allowance  for  credit losses as a percentage
of  gross  loans  outstanding  was $1,948,295 or 1.11%  of  total  loans  on
September 30, 1996, compared to  $1,835,951  or  1.06%  of  total  loans  on
December  31,  1995.   Net  charge-offs  as  a  percentage  of average loans
outstanding  were  -.01%  during the three months ended September  30,  1996
compared to .07% for the three months ended December 31, 1995.

     Non-performing loans are  reviewed  to determine exposure for potential
loss within each loan category.  The adequacy  of  the  allowance for credit
losses  is  assessed  based  on  credit  quality  and  other pertinent  loan
portfolio  information.   The  reserve  for  credit  losses provided  strong
nonperforming loan coverage, increasing to 248% at September  30,  1996 from
158%  at  December  31, 1995.  The adequacy of the reserve and the provision
for credit losses is  consistent  with the composition of the loan portfolio
and recent credit quality history.


NET INTEREST INCOME

     Net interest income is the most  significant component in earnings. For
analysis purposes, interest earned on tax  exempt  assets  is  adjusted to a
fully taxable equivalent basis.

     The net yield on interest earning assets shows the yield for  the three
months  ended  September  30,  1996, to be 4.74%; compared to 4.77% for  the
three months ended September 30,  1995.  Decreases  in  the  average rate on
earning  assets  contributed  to  the  decrease in net interest margin.  Net
interest margins are expected to remain stable during the remainder of 1996.
<PAGE>

     The average rate on earning assets  decreased .09% and the average rate
on interest bearing liabilities decreased  .02%.   Interest spread decreased
 .07%.


NON-INTEREST INCOME

     Non-interest  income  other  than  net security transactions  increased
16.28% to $423,684 during the three months  ended  September  30, 1996, from
$357,515  during  the  three months ended September 30, 1995.  Net  security
losses were $66,071 during  the  three  months  ended  September  30,  1996;
compared  to  net  security  gains  of $48,868 during the three months ended
September 30, 1995.  Fee income on deposit  accounts has decreased $1,107 to
$154,681 during the three months ended September  30,  1996,  from  $155,788
during  the  three  months  ended  September  30,  1995.   Other  fee income
increased   $52,975,   trust   service   fees  increased  $8,232,  insurance
commissions increased $4,529, and other operating income increased $1,540.


NON-INTEREST EXPENSE

     Non-interest expenses decreased .18% to $1,749,033 for the three months
ended  September  30, 1996,  from $1,752,202  for  the  three  months  ended
September 30, 1995.   There  are no expenses included in other expenses that
exceed 1% of total interest and  other  income for either 1996 or 1995. Mid-
Wisconsin is expanding the use of technology  throughout  its banks in order
to   provide  increased  customer  service  and  allow  for  more  efficient
consolidation  of  its operational areas.  Mid-Wisconsin has placed emphasis
on increased productivity  and  standardization  of  programs and procedures
throughout all of its locations.


RETIREMENT PLANS

     The  Company  has  recently  decided to terminate the  defined  benefit
pension  plan  effective December 31,  1996  and  establish  a  new  defined
contribution pension plan on January 1, 1997.

<PAGE>

ITEM 6.  Exhibits and Reports on Form 8-K

(a)  Exhibits

     (27)  Financial Data Schedule

(b)  No reports  on  Form  8-k have been filed during the quarter  for which
     this Form 10-Q is filed.




<PAGE>

                          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.


                                MID-WISCONSIN FINANCIAL SERVICES, INC.



Date          November 7, 1996                  GENE C. KNOLL
                                                Gene C. Knoll, President
                                                (Principal Executive Officer)


Date          November 7, 1996                  LUCILLE BRANDNER
                                                Lucille Brandner, Controller
                                                (Principal Accounting Officer)

<PAGE>

                         EXHIBIT INDEX
        PURSUANT TO SECTION 232.102(D), REGULATION S-T

EXHIBIT 27.  Financial Data Schedule

<PAGE>


<TABLE> <S> <C>

<ARTICLE>  9
<MULTIPLIER>  1,000
       
<S>                            <C>
<PERIOD-TYPE>                  9-MOS                  
<FISCAL-YEAR-END>              Dec-31-1996
<PERIOD-END>                   Sep-30-1996
<CASH>                               11,386
<INT-BEARING-DEPOSITS>              169,918
<FED-FUNDS-SOLD>                          0
<TRADING-ASSETS>                          0
<INVESTMENTS-HELD-FOR-SALE>          57,401
<INVESTMENTS-CARRYING>               57,401
<INVESTMENTS-MARKET>                 57,401
<LOANS>                             175,052
<ALLOWANCE>                          (1,948)
<TOTAL-ASSETS>                      249,732
<DEPOSITS>                          192,636
<SHORT-TERM>                         24,934
<LIABILITIES-OTHER>                   3,675
<LONG-TERM>                           3,400
                     0
                               0
<COMMON>                                186
<OTHER-SE>                           24,900
<TOTAL-LIABILITIES-AND-EQUITY>      249,732
<INTEREST-LOAN>                       4,103
<INTEREST-INVEST>                       914
<INTEREST-OTHER>                         18
<INTEREST-TOTAL>                      5,035
<INTEREST-DEPOSIT>                    2,041
<INTEREST-EXPENSE>                    2,351
<INTEREST-INCOME-NET>                 2,684
<LOAN-LOSSES>                            50
<SECURITIES-GAINS>                      (66)
<EXPENSE-OTHER>                       1,749
<INCOME-PRETAX>                       1,242
<INCOME-PRE-EXTRAORDINARY>            1,242
<EXTRAORDINARY>                           0
<CHANGES>                                 0
<NET-INCOME>                            809
<EPS-PRIMARY>                          0.43
<EPS-DILUTED>                          0.43
<YIELD-ACTUAL>                         8.72
<LOANS-NON>                             682
<LOANS-PAST>                             42
<LOANS-TROUBLED>                        116
<LOANS-PROBLEM>                         154
<ALLOWANCE-OPEN>                      1,836
<CHARGE-OFFS>                           154
<RECOVERIES>                             96
<ALLOWANCE-CLOSE>                     1,948
<ALLOWANCE-DOMESTIC>                    170
<ALLOWANCE-FOREIGN>                       0
<ALLOWANCE-UNALLOCATED>                  58
        

</TABLE>


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