LANDMARK BANCSHARES INC
8-K, 1997-03-24
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549


                                   FORM 8-K

                                CURRENT REPORT

                      Pursuant to Section 13 or 15(d) of
                      the Securities Exchange Act of 1934



               Date of Report (Date of earliest event reported)
                                March 20, 1997





                            Landmark Bancshares, Inc.
            ------------------------------------------------------
            (Exact name of Registrant as specified in its Charter)




       Kansas                     0-23164                      48-1142260
- ------------------------       --------------             ---------------------
(State of Incorporation)       (SEC File No.)                (IRS Employer 
                                                          Identification Number)




Central and Spruce Street, Dodge City, Kansas                         67801
- ----------------------------------------------                      ----------
(Address of principal executive offices)                            (Zip Code)


Registrant's telephone number:  (316) 227-8111
                                --------------

                                Not Applicable
         -------------------------------------------------------------
         (Former name or former address, if changed since last Report)





<PAGE>




                          LANDMARK BANCSHARES, INC.

                     INFORMATION TO BE INCLUDED IN REPORT
                     ------------------------------------



Item 5.  Other Events
- ---------------------

      The Registrant  announced  that its Board of Directors had  discontinued a
stock  repurchase  program  authorized  by the Board of Directors on October 16,
1996 to repurchase up to 5% of the outstanding shares of the common stock of the
registrant in the open market and in  accordance  with  regulatory  approval and
restrictions.

      For further  details,  reference is made to the press  release dated March
20, 1997, which is attached hereto as Exhibit 99 and incorporated herein by this
reference.




Item 7.  Financial Statements, Pro Forma Financial Information
         -----------------------------------------------------
         and Exhibits
         -------------


Exhibit 99 -- Press Release dated March 20, 1997.





<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.


                                    Landmark Bancshares, Inc.



Date:  March 20, 1997           By: /s/Larry Schugart
                                    --------------------------
                                    Larry Schugart
                                    President








NEWS RELEASE                  EXHIBIT NO. 99
March 20, 1997
                  [LANDMARK BANCSHARES, INC. LETTERHEAD]




FOR IMMEDIATE RELEASE
                                    FOR FURTHER INFORMATION CONTACT:
                                          Larry Schugart, President or
                                          James F. Strovas, Sr Vice-President
                                          Phone:  316-227-8111


                            Landmark Bancshares, Inc.
                      Discontinues Stock Repurchase Program



Dodge City,  Kansas,  March 20, 1997 -- Landmark  Bancshares,  Inc., the holding
company for Landmark Federal Savings Bank, discontinued the plan adopted October
16, 1996, to repurchase up to 92,649 shares of the Company's common stock in the
open market by March 27,  1997,  the third year  anniversary  date of the Bank's
conversion  from  mutual-to-stock  form.  Larry  Schugart,  President,  said the
Company has been successful in repurchasing  45,000 shares at an average cost of
approximately  $18.04  per share.  This  repurchase  program  was  conducted  in
accordance with the necessary regulatory approval and restrictions applicable to
repurchase programs within three years of a stock conversion.

The Company completed its offering of 2,281,312 shares of common stock at $10.00
per  share in  connection  with the  conversion  of the  Bank  from a  federally
chartered mutual savings association to a federally chartered stock savings bank
on March 28, 1994. As of March 19, 1997, the company, which has implemented four
stock  repurchase  programs,  has outstanding  1,807,996 shares of common stock.
President  Schugart said the Company will consider  additional stock repurchases
after the expiration of the regulatory  restrictions  applicable until March 27,
1997.

The Bank is a  federally-chartered  stock  savings bank  headquartered  in Dodge
City,  Kansas.  In addition,  the Bank has four branch offices located in Garden
City, Great Bend,  Hoisington,  and La Crosse,  Kansas.  The Bank's deposits are
federally-insured  by the Federal Deposit Insurance  Corporation  ("FDIC").  The
Bank  is  a  community-oriented,  full  service  retail  savings  bank  offering
traditional  mortgage loan products.  At December 31, 1996, Landmark Bancshares,
Inc. had total assets and stockholders'  equity of $221,978,219 and $32,709,133,
respectively.  The Corporation's  common stock is traded in the over-the-counter
market on the NASDAQ National System under the symbol "LARK."



             STOCK TRADED ON NASDAQ NATIONAL MARKET SYSTEM UNDER THE
                                  SYMBOL "LARK"
  CENTRAL AND SPRUCE/P.O. BOX 1437/DODGE CITY, KANSAS 67801-1437/(316)227-8111
    OFFICES IN: DODGE CITY - GARDEN CITY - GREAT BEND - HOISINGTON - LACROSSE




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