<PAGE>
 
================================================================================

                                 UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549
                        ______________________________
                                  FORM 10-K/A
                                        
         [X]     ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE 
                        SECURITIES EXCHANGE ACT OF 1934
                 For the Fiscal Year Ended:  December 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: 0-10196

                         INDEPENDENT BANKSHARES, INC.
            (Exact Name of Registrant as Specified in its Charter)

               TEXAS                                       75-1717279
     (State or Other Jurisdiction of                    (I.R.S. Employer
      Incorporation or Organization)                   Identification No.)

          547 CHESTNUT STREET
            ABILENE, TEXAS                                   79602
(Address of Principal Executive Offices)                   (Zip Code)

      Registrant's Telephone Number, Including Area Code:  (915) 677-5550

          Securities Registered Pursuant to Section 12(b) of the Act:
                    COMMON STOCK, PAR VALUE $0.25 PER SHARE
                                        
          Securities Registered Pursuant to Section 12(g) of the Act:
                                     NONE
                        ______________________________

     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 by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of the Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K.                               [ ]

     The aggregate market value of the voting stock held by nonaffiliates
of the Registrant, based on the market value of such stock on March 16, 1998,
was $25,081,000.  For purposes of this computation, all executive officers,
directors and 5% beneficial owners of the Registrant are deemed to be
affiliates.  Such determination should not be deemed an admission that such
executive officers, directors and beneficial owners are, in fact, affiliates of
the Registrant.  At March 16, 1998, 1,977,099 shares of the Registrant's common
stock, $0.25 par value per share, were outstanding.

                      DOCUMENTS INCORPORATED BY REFERENCE

Portions of the following documents are incorporated by reference into the
indicated part or parts of this report:

(1)  Annual Report to Shareholders for the fiscal year ended December 31, 1997,
     furnished to the Commission pursuant to Rule 14a-3(b) - Part II and Part
     IV.

(2)  Definitive proxy statement filed with the Commission pursuant to Regulation
     14A in connection with the Annual Meeting of Shareholders held April 28,
     1998 - Part III.
 
================================================================================
<PAGE>
 
Pursuant to Rule 15d-21 under the Securities Exchange Act of 1934, the
undersigned registrant ("Registrant") hereby amends its annual report on Form
10-K for the fiscal year ended December 31, 1997 to include the following
information, financial statements, and exhibits required by Form 11-K with
respect to the Independent Bankshares, Inc. Employee Stock Ownership/401(k) Plan
("Plan") for the year ended December 31, 1997. Independent Bankshares, Inc. is
the issuer of the securities held pursuant to the Plan. The schedules called for
under Article 6A-05 in Regulation S-X have been omitted because they are
inapplicable or the required information has been given in the financial
statements or notes thereto:



                          INDEPENDENT BANKSHARES, INC
                     EMPLOYEE STOCK OWNERSHIP/401(k) PLAN

                                   CONTENTS
                                   --------

                          December 31, 1997 and 1996

                                                                            Page
                                                                            ----

FINANCIAL STATEMENTS:

   Independent Auditors' Report                                                1

   Statements of Net Assets Available for Plan Benefits                        2

   Statements of Changes in Net Assets Available for Plan Benefits             3

   Notes to Financial Statements                                               4

SUPPLEMENTARY INFORMATION:

   Independent Auditors' Report on Supplementary Information                   9

   Schedule of Assets Held for Investment Purposes                            10

   Schedule of Reportable Transactions                                        11
<PAGE>
 
           [LETTERHEAD OF CONDLEY AND COMPANY, L.L.P. APPEARS HERE]
--------------------------------------------------------------------------------



                                March 25, 1998



TO THE EMPLOYEE STOCK OWNERSHIP / 401(k) PLAN COMMITTEE OF
INDEPENDENT BANKSHARES, INC.
ABILENE, TEXAS



                         INDEPENDENT AUDITORS' REPORT
                         ----------------------------



We have audited the accompanying statements of net assets available for plan
benefits of the INDEPENDENT BANKSHARES, INC. EMPLOYEE STOCK OWNERSHIP / 401(k)
PLAN as of December 31, 1997 and 1996, and the related statements of changes in
net assets available for plan benefits for the years then ended. These financial
statements are the responsibility of the Plan's management. Our responsibility
is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the
INDEPENDENT BANKSHARES, INC. EMPLOYEE STOCK OWNERSHIP / 401(k) PLAN as of
December 31, 1997 and 1996, and the changes in net assets available for plan
benefits for the years then ended in conformity with generally accepted
accounting principles.

                                    /s/ CONDLEY AND COMPANY, L.L.P.

                                    Certified Public Accountants
<PAGE>
       INDEPENDENT BANKSHARES, INC. EMPLOYEE STOCK OWNERSHIP / 401(k) PLAN

              STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
              ----------------------------------------------------



                                                              December 31,
                                                        -----------------------

                                                           1997         1996
                                                        ----------   ----------


                                     ASSETS
                                     ------


CASH AND CASH EQUIVALENTS                               $   65,371   $   85,434

CONTRIBUTIONS RECEIVABLE                                     4,614            0

INVESTMENTS AT FAIR VALUE (NOTE 5)                       3,128,348    1,861,924

NOTES RECEIVABLE (NOTE 6)                                   56,252       24,773

ACCRUED INCOME                                                 285           60
                                                        ----------   ----------

TOTAL ASSETS                                             3,254,870    1,972,191

ACCRUED LIABILITIES                                          5,366        4,859

NOTE PAYABLE (NOTE 7)                                      193,832            0
                                                        ----------   ----------


NET ASSETS AVAILABLE FOR PLAN BENEFITS                  $3,055,672   $1,967,332
                                                        ==========   ==========













  The accompanying notes are an integral part of the financial statements.

                                        2
<PAGE>
       INDEPENDENT BANKSHARES, INC. EMPLOYEE STOCK OWNERSHIP / 401(k) PLAN

         STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
         ---------------------------------------------------------------
<TABLE> 
<CAPTION> 
                                                         Year Ended December 31,
                                                       ---------------------------

                                                           1997          1996
                                                       -----------   ------------
<S>                                                    <C>           <C> 
ADDITIONS:

   Investment Income:
     Net unrealized appreciation in
      fair value of investments                        $ 1,093,94    $  588,185
     Dividend income                                       29,601        21,591
     Interest income                                        9,038         6,343
     Miscellaneous income                                       0             8
     Gain on sale of investments                            1,236         1,949
                                                       ----------    ----------

        Total Investment Income                         1,133,823       618,076

   Employer contributions                                  99,690        76,751

   Employee contributions                                  71,372        49,612
                                                       ----------    ----------

        Total Additions                                 1,304,885       744,439
                                                       ----------    ----------


DEDUCTIONS:

   Distributions to participants                          170,952        80,161

   Administrative expenses                                 45,593        19,580
                                                       ----------    ----------

        Total Deductions                                  216,545        99,741
                                                       ----------    ----------

NET INCREASE                                            1,088,340       644,698

NET ASSETS AVAILABLE FOR PLAN BENEFITS:

   Beginning of Year                                    1,967,332     1,322,634
                                                       ----------    ----------

   End of Year                                         $3,055,672    $1,967,332
                                                       ==========    ==========

</TABLE> 








The accompanying notes are an integral part of the financial statements.

                                        3
<PAGE>
 
      INDEPENDENT BANKSHARES, INC. EMPLOYEE STOCK OWNERSHIP / 401(k) PLAN
                                        
                         NOTES TO FINANCIAL STATEMENTS
                         -----------------------------

                          December 31, 1997 and 1996


NOTE 1:   DESCRIPTION OF PLAN

          INDEPENDENT BANKSHARES, INC. (the "Company") established the
          INDEPENDENT BANKSHARES, INC. EMPLOYEE STOCK OWNERSHIP PLAN (the
          "Plan") effective January 1, 1987. The Plan is an employee stock
          ownership plan (ESOP), and is designed to comply with Section 4975
          (e)(7) and the regulations thereunder of the Internal Revenue Code of
          1986, as amended (the "Code") and is subject to the applicable
          provisions of the Employee Retirement Income Security Act of 1974, as
          amended ("ERISA"). The Plan is administered by INDEPENDENT BANKSHARES,
          INC. Employers participating in the Plan during the year are
          INDEPENDENT BANKSHARES, INC. and its wholly owned subsidiary FIRST
          STATE BANK, N.A., ABILENE, TEXAS. FIRST STATE BANK, N.A., ABILENE is
          the Plan's trustee.

          The Plan was amended in 1993 to add a 401(k) provision. This allows
          plan participants to make salary deferrals which are credited to each
          participant's account. The Plan name was changed to the INDEPENDENT
          BANKSHARES, INC. EMPLOYEE STOCK OWNERSHIP / 401(k) PLAN.

          The more significant aspects of the Plan are summarized below:

          Eligibility to Participate
          --------------------------

          An employee becomes a participant on the January 1 or July 1
          coincident with or immediately following the later of the date on
          which he or she completes one year of service (1,000 hours), and
          attains age 21.

          Employer's Contributions
          ------------------------

          The Company, at its discretion, annually will determine the amount of
          its contribution, if any, to the Plan. The Company may make its
          contribution to the Plan in cash or in the Company's common stock or
          such property that is acceptable to the trustee. For each plan year
          the Company and its subsidiaries contribute to the Plan, the
          allocation of the contribution will be based upon a participant's
          proportionate share of the total compensation paid during that plan
          year to all participants in the Plan. The Company may also, at its
          discretion, make a matching contribution of up to 5% of eligible
          participants' yearly compensation.

          Employee Contributions
          ----------------------

          The Plan permits (but does not require) employees to make voluntary
          contributions or salary deferrals up to the maximum amount allowable
          by law.

          Vesting
          -------

          An employee's interest in the contributions by the Company and its
          subsidiaries to the Plan for the employee's benefit becomes 100%
          vested (nonforfeitable) upon the employee attaining age 65, or if the
          employee terminates employment because of death or disability. If an
          employee terminates employment prior to normal retirement age for any
          reason other than death or disability, then the 


                                       4
<PAGE>
 
          employee's interest in the contributions by the Company and its
          subsidiaries to the Plan for the employee's benefit becomes vested in
          accordance with the following schedule:

 
             Years of Service                            Nonforfeitable
             With the Employer                          Accrued Benefit
        ---------------------------             ------------------------------
  
               Less than 2                                   None
 
                    2                                         10%

                    3                                         20%

                    4                                         40%

                    5                                         60%
 
                    6                                         80%

                    7                                        100%


          Forfeitures
          -----------

          The Plan provides two methods of vesting forfeiture. The primary
          method of vesting forfeiture is the "forfeiture break in service"
          rule. The secondary method of forfeiture is the "cash out" rule.
          Termination of employment alone will not result in a forfeiture under
          the Plan unless an employee does not return to employment with the
          Company before incurring a "forfeiture break in service" (a period of
          5 consecutive plan years). The cash out rule becomes operative if an
          employee terminates employment and receives a total distribution of
          the vested portion of his or her account balance.

          Distributions
          -------------

          Distributions after an employee attains age 65 will be paid as soon
          thereafter as is practical.

          If an employee dies prior to receiving all of his or her benefits
          under the Plan, the trustee will pay the balance of their account to
          their beneficiary.

          If an employee becomes disabled, the trustee will pay his or her
          account balance as if he or she had retired.

          If an employee terminates employment prior to attaining normal
          retirement age, the trustee will distribute the employee's vested
          interest in lump sum or in equal installments over a fixed period of
          time. The Employee Stock Ownership / 401(k) Plan Committee will direct
          the trustee to distribute the employee's vested interest in the Plan
          at any time prior to the close of the plan year in which the employee
          separates from service, postpone distribution until after the plan
          year in which the employee separates from service, or postpone
          distribution until the employee attains age 65.

          Plan Termination
          ----------------

          The Company reserves the right to terminate the Plan at any time,
          subject to Plan provisions. Upon such termination of the Plan, the
          interest of each participant will be distributed to such participant
          or his or her beneficiary at the time prescribed by the Plan terms and
          the Code.

                                       5
<PAGE>
 
NOTE 2:   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

          Investment Valuation and Income Recognition
          -------------------------------------------

          The shares of Common Stock of the Company are valued at fair value on
          December 31 of each year. Fair values at December 31, 1997 and 1996,
          were determined by using the closing sales prices for the last market
          transaction on or prior to those dates according to the American Stock
          Exchange.

          Mutual funds owned by the Company are valued at fair value on December
          31 of each year. Fair value is determined by the fair value on
          December 31 as published in the Wall Street Journal.

          Dividend income is accrued on the ex-dividend date.

          Purchases and sales of securities are recorded on a trade-date basis.
          Realized gains and losses from security transactions are reported on
          the specific identification method.

          Contributions
          -------------

          Contributions are recognized in the year in which they are declared
          and not received.


NOTE 3:   TAX STATUS

          The Internal Revenue Service has determined and informed the Company
          by a letter dated June 28, 1995, that the Plan is qualified and tax-
          exempt under the appropriate sections of the Code.


NOTE 4:   ADMINISTRATION OF PLAN ASSETS

          The Plan's assets, which consist principally of the Company's Common
          Stock and mutual funds, are held by the trustee of the Plan.

          Contributions are held and managed by the trustee under the direction
          of the Employee Stock Ownership / 401(k) Plan Committee. The trustee
          invests contributions received, interest, and dividend income and
          makes distributions to participants.

          Certain administrative functions are performed by officers or
          employees of the Company or its subsidiaries. No such officer or
          employee receives compensation from the Plan.


NOTE 5:   INVESTMENTS

          The Plan's investments, at December 31, are presented in the following
          table:

                                       6
<PAGE>
 
<TABLE>
<CAPTION>
 
 
         
                                                                        1997
                                                       ----------------------------------------
                                                        Number of
                                                       Shares Held       Cost       Fair Value
                                                       -----------    ---------   -------------
          <S>                                          <C>            <C>         <C>       
          Independent Bankshares, Inc. Common Stock      154,199      $ 555,859    $  3,035,793

          Federated Managed Income Fund                  839.7655         8,688           9,011

          Federated Managed Growth & Income Fund       3,210.2689        34,890          36,533

          Federated Managed Growth Fund                1,768.955         20,162          21,564

          Federated Managed Aggressive Growth Fund     1,974.148         23,563          25,447
                                                                      ---------    ------------
              Total                                                   $ 643,162    $  3,128,348
                                                                      =========    ============
</TABLE>

<TABLE> 
<CAPTION> 
                                                                         1996
                                                       ----------------------------------------
                                                        Number of
                                                       Shares Held       Cost      Fair Value
                                                       -----------    ----------  -------------
          <S>                                         <C>             <C>         <C>       
          Independent Bankshares, Inc. Common Stock     112,672       $  371,417   $  1,789,231

          Federated Managed Income Fund                 891.7925           9,139          9,275

          Federated Managed Growth & Income Fund      2,535.7119          26,970         28,070

          Federated Managed Growth Fund               1,701.965           18,470         20,066

          Federated Managed Aggressive Growth Fund    1,263.966           13,959         15,282
                                                                      ----------   ------------
              Total                                                   $  439,955   $  1,861,924
                                                                      ==========   ============
</TABLE> 

NOTE 6:   NOTES RECEIVABLE

          Notes receivable from participants as of December 31, consist of the
following:
<TABLE>
<CAPTION>
 
                                                                                       1997           1996
                                                                                   ----------      ---------- 
<S>                                                                                <C>             <C> 
          Albert Jordan, originated December 16, 1997, at $15,800 with
              monthly payments of $500, including interest at 8.5%                 $   15,800      $       0

          Luther Snell, originated November 15, 1997 at $13,000 with
              monthly payments of $270, including interest at 8.5%                     12,821              0

          Luther Snell, originated January 10, 1997, at $15,000 with
              monthly payments of $306, including interest at 8.25%                    12,668              0
</TABLE> 

                                       7
<PAGE>
 
<TABLE> 
<CAPTION> 

<S>                                                                                <C>             <C> 
          Randal Crosswhite, originated January 17, 1997, at $10,439
              with monthly payments of $212, including interest at 8.25%                8,633              0
 
          Carolyn Marshall, originated November 5, 1996, at $3,850 with
              monthly payments of $100, including interest at 8.75%                     2,872          3,778
 
          Joel Velasquez, originated August 18, 1997, at $2,322 with
              monthly payments of $165, including interest at 8.25%                     2,126              0

          Karen Timmons, originated November 15, 1997, at $1,387 with
              monthly payments of $65, including interest at 8.5%                       1,332              0

          Albert Jordan, originated December 13, 1996, at $9,000 with
              monthly payments of $408, including interest at 9%                            0          9,000

          Randal Crosswhite, originated December 23, 1996, at $8,500 
              with monthly payments of $173, including interest at 8.25%                    0          8,500

          Randal Crosswhite, originated March 29, 1995, at $2,600 with
              monthly payments of $163, including interest at 9%                            0          1,938

          Joel Velasquez, originated April 18, 1996, at $1,195 with
              monthly payments of $54, including interest at 8.25%                          0            812
 
          Karen Timmons, originated September 19, 1996, at $850 with
              monthly payments of $39, including interest at 8.5%                           0            745
                                                                                   ----------      ---------
              Total                                                                $   56,252      $  24,773
                                                                                   ==========      =========
</TABLE>

NOTE 7:   NOTE PAYABLE

          During January 1997, the Plan established a note payable to the
          Company in the original amount of $213,750, the proceeds of which were
          used to purchase Common Stock of the Company in a public stock
          offering. Monthly payments are $3,480 including interest at the
          Company's floating prime interest rate plus 1%(9.5% at December 31,
          1997). The loan is scheduled to mature in January, 2004. The balance
          at December 31, 1997, was $193,832.

          The following is a five-year maturity schedule of the note payable:
 
                                     1998         $      24,437
                                     1999                26,862
                                     2000                29,528
                                     2001                32,459
                                     2002                35,680
                                     Subsequent          44,866
                                                  -------------
                                      Total       $     193,832
                                                  =============

                                       8
<PAGE>
 
            [LETTERHEAD OF CONDLEY AND COMPANY, L.L.P APPEARS HERE]




                                 March 25, 1998



TO THE EMPLOYEE STOCK OWNERSHIP / 401(k) PLAN COMMITTEE OF
INDEPENDENT BANKSHARES, INC.
ABILENE, TEXAS


           INDEPENDENT AUDITORS' REPORT ON SUPPLEMENTARY INFORMATION
           ---------------------------------------------------------


Our audit was conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
for investment and reportable transactions are presented for the purpose of
additional analysis and are not a required part of the basic financial
statements but are supplementary information required by the Department of
Labor's Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974. The supplemental schedules have been
subjected to the auditing procedures applied in the audit of the basic financial
statements and, in our opinion, are fairly stated in all material respects in
relation to the basic financial statements taken as a whole.



                                    /s/ CONDLEY AND COMPANY, L.L.P.
                                    Certified Public Accountants



                                       9
<PAGE>
       INDEPENDENT BANKSHARES, INC. EMPLOYEE STOCK OWNERSHIP / 401(k) PLAN
                                EIN 75-1717279
                                 Plan No. 003
                                 ------------
                        Plan Year Ended December 31, 1997

           Item 30a - Schedule of Assets Held for Investment Purposes
<TABLE>
<CAPTION>

                a                                          b                          c               d
                -                                          -                          -               -

                                              Description of Investment,
                                            Including Maturity Date, Rate
   Identity of Issuer, Borrower,            of Interest, Collateral, Par or                       Current
    Lessor, or Similar Party                       Maturity Value                    Cost          Value
------------------------------------     ------------------------------------   -------------- --------------
<S>                                      <C>                                    <C>            <C>
Independent Bankshares, Inc.              154,199 shares of $0.25 par value
                                          Common Stock                          $    555,859   $  3,035,793


Federated Managed Income Fund             839.7655 fund units                          8,688          9,011

Federated Managed Growth &
  Income Fund                             3,210.2689 fund units                       34,890         36,533

Federated Managed Growth Fund             1,768.955 fund units                        20,162         21,564

Federated Managed Aggressive
  Growth Fund                             1,974.148 fund units                        23,563         25,447

</TABLE>









                                       10
<PAGE>

       INDEPENDENT BANKSHARES, INC. EMPLOYEE STOCK OWNERSHIP / 401(k) PLAN
                                 EIN 75-1717279
                                  Plan No. 003
                                  ------------
                        Plan Year Ended December 31, 1997

                 Item 30d - Schedule of Reportable Transactions
<TABLE>
<CAPTION>

       a                    b                    c            d         e          f              g            h            i
       -                    -                    -            -         -          -              -            -            -

                      Description of                                                                        Current
                      Asset (Include                                            Expense                    Value of
  Identity of           Interest Rate                                           Incurred                   Asset on
    Party             and Maturity in         Purchase     Selling    Lease       With         Cost of    Transaction    Net Gain
   Involved          case of a Loan)           Price        Price     Rental   Transaction      Asset         Date       or (Loss)
---------------- -------------------------   ----------   ---------  --------  -----------   ----------   -----------   ----------
<S>              <C>                         <C>          <C>        <C>       <C>           <C>          <C>           <C>
Independent       Purchase of 18,750         $  213,750      N/A       N/A     $         0   $  213,750   $   213,750      N/A
Bankshares,       shares, adjusted for the
Inc.              25% stock dividend in
                  May 1997, of Common
                  Stock of the Company

</TABLE>













                                       11
<PAGE>
 
                                    PART IV
                                        

ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K

     (a)  Documents Filed as Part of Report.

          3.   Exhibits

               The exhibits listed below are filed as part of or incorporated by
          reference in this report.  Where such filing is made by incorporation
          by reference to a previously filed document, such document is
          identified in parenthesis.  See the Index of Exhibits included with
          the exhibits filed as part of the original Annual Report on Form 10-K.

          NO.     DESCRIPTION
          ---     -----------

          3.1     Restated Articles of Incorporation of Independent Bankshares,
                  Inc. (Exhibit 3.1 to the Company's Annual Report on Form 10-K
                  for the year ended December 31, 1994)

          3.2     Restated Bylaws of Independent Bankshares, Inc. (Exhibit 3.2
                  to the Company's Annual Report on Form 10-K for the year ended
                  December 31, 1994)

          4.1     Specimen Stock Certificate for Common Stock of the Company
                  (Exhibit 4.1 to the Company's Registration Statement on Form
                  S-1, SEC File No. 333-16419)

          10.1    Form of Nonqualified Option Agreement (Exhibit 10.2 to the
                  Company's Annual Report on Form 10-K for the year ended
                  December 31, 1992)

          10.2    Loan Agreement dated January 23, 1997, by and among
                  Independent Bankshares, Inc. and Boatmen's First National Bank
                  of Amarillo and related Variable Rate Promissory Note dated
                  January 23, 1997, Security Agreement dated January 23, 1997
                  and Third Party Pledge Agreement dated January 23, 1997,
                  executed by Independent Financial Corp. (Exhibit 10.2 to the
                  Company's Annual Report on Form 10-K for the year ended
                  December 31, 1996)

          10.3    Master Equipment Lease Agreement, dated December 24, 1992,
                  between Independent Bankshares, Inc. and NCR Credit
                  Corporation, Amendment to Master Equipment Lease Agreement
                  dated concurrently therewith, and related form of Schedule and
                  Commencement Certificate (Exhibit 10.7 to the Company's Annual
                  Report on Form 10-K for the year ended December 31, 1993)

          10.4    Agreement and Plan of Reorganization dated July 11, 1996,
                  between the Company and Crown Park Bancshares, Inc. and
                  Agreement and Plan of Merger dated July 11, 1996 between
                  Western National Bank and First State, N.A. Abilene (Exhibit
                  1.1 to the Company's Current Report on Form 8-K dated July 11,
                  1996)

          13.1    Annual Report to Shareholders for the year ended December 31,
                  1997 (previously filed)

          21.1    Subsidiaries of Independent Bankshares, Inc. (Exhibit 21.1 to
                  the Company's Registration Statement on Form S-1, SEC File No.
                  333-16419)

          23.1    Consent of Coopers & Lybrand L.L.P. (previously filed)

          23.2    Consent of Condley and Company, L.L.P. (filed herewith)

          27.1    Financial Data Schedule (previously filed)

     (b)  Current Reports on Form 8-K.


                  None
<PAGE>
 
                                  SIGNATURES



     Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.


Date:  April 30, 1998

                              INDEPENDENT BANKSHARES, INC.



                              By:     /s/    Bryan W. Stephenson
                                 -----------------------------------------------
                                              Bryan W. Stephenson,
                                      President and Chief Executive Officer


                              By:     /s/ Randal N. Crosswhite
                                 -----------------------------------------------
                                              Randal N. Crosswhite
                                    Senior Vice President, Chief Financial
                                          Officer, Corporate Secretary


                              INDEPENDENT BANKSHARES, INC. EMPLOYEE STOCK
                              OWNERSHIP/401(K) PLAN

                              By:   First State Bank, N.A., Abilene, Trustee

                                    By: /s/ CAROLYN K. MARSHALL
                                       -----------------------------------------
                                    Name: Carolyn K. Marshall
                                         ---------------------------------------
                                    Title: VP/TO
                                          --------------------------------------
<PAGE>
 
                               INDEX TO EXHIBITS
                                        


EXHIBIT NUMBER                            DESCRIPTION
--------------                            -----------         
     3.1         Restated Articles of Incorporation of Independent Bankshares,
                 Inc. (Exhibit 3.1 to the Company's Annual Report on Form 10-K
                 for the year ended December 31, 1994)

     3.2         Restated Bylaws of Independent Bankshares, Inc. (Exhibit 3.2 to
                 the Company's Annual Report on Form 10-K for the year ended
                 December 31, 1994)

     4.1         Specimen Stock Certificate for Common Stock of the Company
                 (Exhibit 4.1 to the Company's Registration Statement on Form S-
                 1, SEC File No. 333-16419)

     10.1        Form of Nonqualified Option Agreement (Exhibit 10.2 to the
                 Company's Annual Report on Form 10-K for the year ended
                 December 31, 1992)

     10.2        Loan Agreement dated January 23, 1997, by and among Independent
                 Bankshares, Inc. and Boatmen's First National Bank of Amarillo
                 and related Variable Rate Promissory Note dated January 23,
                 1997, Security Agreement dated January 23, 1997 and Third Party
                 Pledge Agreement dated January 23, 1997 executed by Independent
                 Financial Corp. (Exhibit 10.2 to the Company's Annual Report on
                 Form 10-K for the year ended December 31, 1996)

     10.3        Master Equipment Lease Agreement, dated December 24, 1992,
                 between Independent Bankshares, Inc. and NCR Credit
                 Corporation, Amendment to Master Equipment Lease Agreement
                 dated concurrently therewith, and related form of Schedule and
                 Commencement Certificate (Exhibit 10.7 to the Company's Annual
                 Report on Form 10-K for the year ended December 31, 1993)

     10.4        Agreement and Plan of Reorganization dated July 11, 1996,
                 between the Company and Crown Park Bancshares, Inc. and
                 Agreement and Plan of Merger dated July 11, 1996 between
                 Western National Bank and First State, N.A. Abilene (Exhibit
                 1.1 to the Company's Current Report on Form 8-K dated July 11,
                 1996)

     13.1        Annual Report to Shareholders for the year ended December 31,
                 1997 (previously filed)

     21.1        Subsidiaries of Independent Bankshares, Inc. (Exhibit 21.1 to
                 the Company's Registration Statement on Form S-1, SEC File No.
                 333-16419)

     23.1        Consent of Coopers & Lybrand L.L.P. (previously filed)

     23.2        Consent of Condley and Company, L.L.P. (filed herewith)

     27.1        Financial Data Schedule (previously filed)