| IOWA                                          | 42-1239454                                |
|-----------------------------------------------|-------------------------------------------|
| (State      of incorporation)                 | (I.R.S.      Employer Identification No.) |
|                                          |                                      |
| 7010      Hwy 71 W., Ste 100                  |                                      |
| Austin,      Texas                            | 78735                                     |
| (Address      of principal executive offices) | (Zip      Code)                           |
|                                          |                                      |
|                                          |                                      |

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|                                                                                                                              |   | September      30,                                    |                  |  December      31,                                                            |   |
|-----------------------------------------------------------------------------------------------------------------------------------|--------|-------------------------------------------------------|-----------------------|------------------------------------------------------------------------------------|--------|
| ASSETS                                                                                                                  |   |  2008(Unaudited)                                 |                  | 2007 (Audited)                                                                |   |
| Cash      and cash equivalents                                                                                                    |   | $       10,971,903 |                  |     $        4,937,983 |   |
| Investment      in fixed maturities, at fair value Available for Sale (amortized cost      $590,473)                              |   |                                                  | 539,206               |                                                                               |   | 599,600 |   |
| Investment      in fixed maturities, at amortized cost, Held to Maturity (fair value      $13,523,871; $19,027,913, respectively) |   |                                                  | 14,048,464            |                                                                               |   | 19,087,747 |   |
| Other      long-term investments (fair value $1,016,049; $1,470,054      respectively)                                            |   |                                                  | 1,238,594             |                                                                               |   | 1,470,054 |   |
| Investment      in equity securities (cost $656,857; $373,603,    respectively)                                                   |   |                                                  | 534,780               |                                                                               |   | 534,725 |   |
| Total      Investments, Including Cash and Cash Equivalents                                                                       |   |                                                  | 27,332,947            |                                                                               |   | 26,630,109 |   |
|                                                                                                                              |   |                                                  |                  |                                                                               |   |   |   |
| Accrued      investment income                                                                                                    |   |                                                  | 197,045               |                                                                               |   | 220,461 |   |
| Furniture      and equipment, net                                                                                                 |   |                                                  | 1,053,649             |                                                                               |   | 1,147,453 |   |
| Deferred      policy acquisition costs                                                                                            |   |                                                  | 309,656               |                                                                               |   | 324,125 |   |
| Policy      loans                                                                                                                 |   |                                                  | 180,276               |                                                                               |   | 171,889 |   |
| Receivable      from reinsurer                                                                                                    |   |                                                  | 53,383                |                                                                               |   | 53,383 |   |
| Premiums      due and unpaid                                                                                                      |   |                                                  | 1,071,252             |                                                                               |   | 1,461,467 |   |
| Income      tax assets                                                                                                            |   |                                                  |   44,000    |                                                                               |   |       - |   |
| Intangible      assets                                                                                                            |   |                                                  | 132,677               |                                                                               |   | 137,038 |   |
| Other      assets                                                                                                                 |   |                                                  | 208,771               |                                                                               |   | 155,150 |   |
| Total      Assets                                                                                                                 |   | $                                                     | 30,583,656            |                                                                               | $      | 30,301,075 |   |
|                                                                                                                              |   |                                                  |                  |                                                                               |   |   |   |
| LIABILITIES      AND SHAREHOLDERS' EQUITY                                                                                         |   |                                                  |                  |                                                                               |   |   |   |
|                                                                                                                              |   |                                                  |                  |                                                                               |   |   |   |
| Liabilities:                                                                                                                      |   |                                                  |                  |                                                                               |   |   |   |
| Liabilities      for future policy benefits                                                                                       |   | $                                                     | 2,302,509             |                                                                               | $      | 2,255,045 |   |
| Policy      claims payable                                                                                                        |   |                                                  | 1,969,296             |                                                                               |   | 2,306,288 |   |
| Annuity      deposits                                                                                                             |   |                                                  | 2,511,023             |                                                                               |   | 2,463,546 |   |
| Deferred      annuity profits                                                                                                     |   |                                                  | 234,102               |                                                                               |   | 235,159 |   |
| Premium      deposit funds                                                                                                        |   |                                                  | 22,512                |                                                                               |   | 25,318 |   |
| Supplementary      contracts without life contingencies                                                                           |   |                                                  |  34,854          |                                                                               |   |  5,905 |   |
| Advanced      and unallocated premium                                                                                             |   |                                                  |   1,391,423 |                                                                               |   |   2,219,429 |   |
| Commissions      payable                                                                                                          |   |                                                  | 544,849               |                                                                               |   | 514,014 |   |
| Accrued      taxes and expenses                                                                                                   |   |                                                  | 438,348               |                                                                               |   | 356,393 |   |
| Bonds      payable                                                                                                                |   |                                                  | 1,568,017             |                                                                               |   | 1,607,576 |   |
| Deferred      income tax liability                                                                                                |   |                                                  | -                     |                                                                               |   | 29,601 |   |
| Other      liabilities                                                                                                            |   |                                                  |   968,936   |                                                                               |   |   967,929 |   |
| Total      Liabilities                                                                                                            |   |                                                  | 11,985,869            |                                                                               |   | 13,004,203 |   |
|                                                                                                                              |   |                                                  |                  |                                                                               |   |   |   |
| Shareholders'      Equity:                                                                                                        |   |                                                  |                  |                                                                               |   |   |   |
| Common      stock, $.02 stated value, 45,000,000 shares authorized,      15,463,965  shares issued and outstanding      |   |                                                  | 309,279               |                                                                               |   | 309,279 |   |
| Additional      paid-in capital                                                                                                   |   |                                                  |  5,748,840       |                                                                               |   |  5,751,240 |   |
| Accumulated      other comprehensive income (loss)                                                                                |   |                                                  | (163,170              | )                                                                                  |   | 122,630 |   |
| Accumulated      surplus                                                                                                          |   |                                                  | 13,015,660            |                                                                               |   | 11,426,539 |   |
| Treasury      stock, at cost; 246,053; 250,252 shares respectively                                                                |   |                                                  | (312,822              | )                                                                                  |   | (  312,816 | ) |
| Total      Shareholders' Equity                                                                                                   |   |                                                  | 18,597,787            |                                                                               |   | 17,296,872 |   |
| Total      Liabilities and Shareholders' Equity                                                                                   |   | $                                                     | 30,583,656            |                                                                               | $      | 30,301,075 |   |

----

|                                                                   | Three      Months EndedSeptember      30 |                            | Nine      Months EndedSeptember      30 |            |   |
|------------------------------------------------------------------------|------------------------------------------|---------------------------------|-----------------------------------------|-----------------|--------|
|                                                                   |                                     | 2008(Unaudited)                 |                                    | 2007(Unaudited) |   | 2008(Unaudited) |   | 2007(Unaudited) |   |   |
| Income:                                                                |                                     |                            |                                    |            |   |    |   |   |   |   |
| Premium      income                                                    | $                                        | 10,737,738                      | $                                       | 11,187,480      | $      | 32,863,588 | $ | 33,583,181 |   |   |
| Vision      insurance income                                           |                                     | 550,992                         |                                    | 482,579         |   | 1,701,266 |   | 1,479,334 |   |   |
| Net      investment income                                             |                                     | 276,786                         |                                    | 337,856         |   | 846,391 |   | 963,696 |   |   |
| Marketing      fees                                                    |                                     | -                               |                                    | 100,448         |   | - |   | 167,994 |   |   |
| Realized      gains on debt retirement                                 |                                     |      - |                                    | -               |   | 13,187 |   |  8,103 |   |   |
| Realized      gains (loss)                                             |                                     |  (104,212)                 |                                    |  5,993     |   | (298,103) |   |  11,129 |   |   |
|                                                                   |                                     |                            |                                    |            |   |   |   |   |   |   |
| Total      Income                                                      |                                     | 11,461,304                      |                                    | 12,114,356      |   | 35,126,329 |   | 36,213,437 |   |   |
|                                                                   |                                     |                            |                                    |            |   |   |   |   |   |   |
| Expenses:                                                              |                                     |                            |                                    |            |   |   |   |   |   |   |
|   Liability      for future policy benefits expense          |                                     |  16,349                    |                                    |  (8,360)   |   | 47,464 |   | (13,780) |   |   |
|   Policy      benefits and other insurance costs             |                                     | 8,452,594                       |                                    | 8,573,825       |   | 25,208,768 |   | 25,522,212 |   |   |
|   Amortization      of deferred policy acquisition costs     |                                     | 8,634                           |                                    | 5,616           |   | 14,469 |   | 14,136 |   |   |
|   Operating      expenses                                    |                                     | 2,236,227                       |                                    | 2,173,305       |   | 6,741,571 |   | 6,604,610 |   |   |
|   Taxes,      other than income, fees and assessments        |                                     | 281,321                         |                                    | 301,382         |   |   1,103,311 |   |   1,132,128 |   |   |
|                                                                   |                                     |                            |                                    |            |   |   |   |   |   |   |
| Total      Expenses                                                    |                                     | 10,995,125                      |                                    | 11,045,768      |   | 33,115,583 |   | 33,259,306 |   |   |
|                                                                   |                                     |                            |                                    |            |   |   |   |   |   |   |
| Income      from Operations before Income Taxes                        |                                     | 466,179                         |                                    | 1,068,588       |   | 2,010,746 |   | 2,954,131 |   |   |
|                                                                   |                                     |                            |                                    |            |   |   |   |   |   |   |
| Provision      for income taxes                                        |                                     |   97,800              |                                    |  246,634   |   | 421,624 |   | 583,752 |   |   |
|                                                                   |                                     |                            |                                    |            |   |   |   |   |   |   |
| Net      Income                                                        | $                                        | 368,379                         | $                                       | 821,954         | $      | 1,589,122 | $ | 2,370,380 |   |   |
|                                                                   |                                     |                            |                                    |            |   |   |   |   |   |   |
| Net      income per common share (basic and diluted)                   | $                                        | 0.02                            | $                                       | 0.05            | $      | 0.10 | $ | 0.15 |   |   |
|                                                                   |                                     |                            |                                    |            |   |   |   |   |   |   |
| Weighted      average number of fully paid common shares               |                                     | 15,216,861                      |                                    | 15,675,591      |   | 15,212,412 |   | 15,701,335 |   |   |
|                                                                   |                                     |                            |                                    |            |   |   |   |   |   |   |
| Other      comprehensive income (loss), net of tax:                    |                                     |                            |                                    |            |   |   |   |   |   |   |
| Unrealized      gains (losses) on securities:                          |                                     |                            |                                    |            |   |   |   |   |   |   |
| Unrealized      holding gain (loss) arising during period (net of tax) | $                                        | (202,989)                       | $                                       | 73,573          | $      | (368,292 | )       $ |   126,716 |   |   |
| Reclassification      adjustment for loss included in net income       |                                     | 90,408                          |                                    | -               |   |   82,492 |   |   (11,351) |   |   |
|                                                                   |                                     |                            |                                    |            |   |   |   |   |   |   |
| Other      Comprehensive Income (loss)                                 |                                     | (112,581)                       |                                    |  73,573    |   | (285,800) |   |  115,365 |   |   |
|                                                                   |                                     |                            |                                    |            |   |   |   |   |   |   |
| Comprehensive      Income                                              | $                                        | 255,798                         | $                                       | 895,527         | $      | 1,303,322 | $ | 2,485,745 |   |   |

----

|                                                                                                | Nine      Months EndedSeptember      30, |                        |
|-----------------------------------------------------------------------------------------------------|------------------------------------------|-----------------------------|
| Cash flows      from operating activities:                                                     | 2008(Unaudited)                          |                        | 2007(Unaudited) |   |
| Net      income                                                                                     | $                                        |  1,589,122             |   | $ | 2,370,380 |   |
| Adjustments      to reconcile net income to net cash provided by operating      activities:         |                                     |                        |   |   |   |   |
| Realized      (gain) loss on investments                                                            |                                     | 300,523                     |   |   | (13,677 |  ) |
| Realized      loss on furniture and fixtures                                                        |                                     | 2,420                       |   |   | 2,549 |   |
| Realized      gain on debt retirement                                                               |                                     | (13,187                     | ) |   | (8,103 |  ) |
| Decrease      in deferred tax asset                                                                 |                                     | (15,602                     | ) |   | (18,000 |  ) |
| Depreciation                                                                                        |                                     |  239,988               |   |   |  262,248 |   |
| Amortization      of deferred acquisition costs, and intangibles                                    |                                     | 18,830                      |   |   |  18,497 |   |
| Accretion      of bond discount                                                                     |                                     |    (6,413    | )  |   |   1,251 |   |
| Change      in assets and liabilities:                                                              |                                     |                        |   |   |   |   |
| (Increase)      decrease in accrued investment income                                               |                                     |    23,416    |   |   |    (38,408 |  ) |
| (Increase)      decrease in premiums due and unpaid                                                 |                                     |   390,215         |   |   |   (154,096 |  )  |
| Increase      (decrease) in liability for future policy benefits                                    |                                     | 47,465                      |   |   |  (13,780 |  ) |
| Increase      (decrease) in policy claims payable                                                   |                                     | (336,992                    | ) |   | 105,929 |   |
| Increase      (decrease) in annuity deposits and deferred profits                                   |                                     | 28,420                      |   |   | (145,947 |  ) |
| Decrease      in premium deposit funds                                                              |                                     | (2,806                      | ) |   | (2,528 |  ) |
| Increase      (decrease) in advanced and unallocated premium                                        |                                     | (828,007                    | ) |   | 350,637 |   |
| Increase      (decrease)  in commissions payable                                          |                                     |  30,835                |   |   |  (66,697 |  ) |
| Other,      increase (decrease)                                                                     |                                     | (8,715                      | ) |   |  83,147 |   |
| Net      Cash Provided By Operating Activities                                                      |                                     | 1,459,512                   |   |   | 2,769,402 |   |
|                                                                                                |                                     |                        |   |   |   |   |
| Cash      flows from investing activities:                                                          |                                     |                        |   |   |   |   |
| Proceed      from sales of furniture and equipment                                                  |                                     | 17,000                      |   |   | 47,251 |   |
| Proceeds      from maturity or redemption - Held to Maturity Investments                            |                                     | 10,489,668                  |   |   |  2,242,642 |   |
| Proceeds      from sales of equity securities                                                       |                                     | 4,375                       |   |   | 129,752 |   |
| Purchase      of equity securities                                                                  |                                     |   (287,629        | ) |   | - |   |
| Purchase      of furniture and equipment                                                            |                                     | (160,763                    | ) |   | (246,690 |  ) |
| Purchase      of fixed maturity securities - Held to MaturityInvestments                            |                                     | (5,524,844                  | ) |   | (2,764,065 | ) |
|       Other      investments – Line of credit payments received |                                     | 26,878                      |   |   | 28,026 |   |
| Net      Cash Provided By (Used In) Investing Activities                                            |                                     | 4,564,685                   |   |   | (563,084 |  ) |
|                                                                                                |                                     |                        |   |   |   |   |
| Cash      flows from financing activities:                                                          |                                     |                        |   |   |   |   |
| Net      (payments) deposits on supplementary contracts                                             |                                     | 28,949                      |   |   | (8,444 |  ) |
| Purchase      of treasury stock                                                                     |                                     | (9,605                      | ) |   | (711,299 |  ) |
| Bonds      payable purchased                                                                        |                                | (19,221                     | ) |   | (16,205 |  ) |
| Exercised      stock options                                                                        |                                     |   9,600           |   |   |    346 |   |
| Net      Cash Provided By (Used In) Financing Activities                                            |                                     |  9,723                 |   |   | (735,602 |  )  |
|  Net Increase In Cash and Cash      Equivalents                                                |                                     |    6,033,920 |    |   |   1,470,716 |   |
|  Cash      And Cash Equivalents, Beginning Of Period                                           |                                     |   4,937,983       |   |   |   1,673,058 |   |
|  Cash      And Cash Equivalents, End Of Period                                                 | $                                        | 10,971,903                  |   | $ | 3,143,774 |   |
|                                                                                                |                                     |                        |   |   |   |   |
|                                                                                                |                                     |                        |   |   |   |   |

----

----

|                                                  |   | Level      1 |   | Level      2 |   | Level      3    |   | Total      |
|-------------------------------------------------------|--------|--------------|--------|--------------|--------|-----------------|--------|------------|
| Fixed      Maturities , held to maturity              | $      | -            | $      | 13,523,871   | $      | -               | $      | 13,523,871 |
| Fixed      maturities, available for sale             |   | -            |   | 539,206      |   | -               |   | 539,206    |
| Equity      securities, available for sale            |   | 534,780      |   | -            |   | -               |   | 534,780    |
| Other      long term investments                      |   | -            |   | -            |   |  1,016,049 |   | 1,016,049  |
| Cash      and cash equivalents                        |   | 2,511,861    |   | 8,460,042    |   | -               |   | 10,971,903 |
|                                                  |   |         |   |         |   |            |   |       |
|       Total      assets | $      | 3,046,641    | $      | 22,523,119   | $      | 1,016,049       | $      | 26,585,809 |

|                                                                                        |   | Other      Long-term Investments |   |   |
|---------------------------------------------------------------------------------------------|--------|----------------------------------|--------|--------|
| Fair      value, beginning of period                                                        | $      | 1,470,054                        |   |   |
| Included      in Earnings:   Other      than temporary decline in fair value |   |  (204,582)                  |   |   |
| Purchases,      sales, issuances and settlements                                            |   | (26,879)                         |   |   |
| Temporary      decline in fair value                                                        |   | (222,544)                        |   |   |
|                                                                                        |   |                             |   |   |
| Fair      value, end of period                                                              | $      | 1,016,049                        |   |   |
|                                                                                        |   |                             |   |   |

----

|                                             |   | 2008     |
|--------------------------------------------------|--------|----------|
| Beginning      Balance                           | $      | -        |
| Additions      charged to operations             |   | 204,582  |
| Direct      write downs                          |   | -        |
| Recoveries      previously charged to operations |   | -        |
|                                             |   |     |
| Ending      Balance                              |   | $204,582 |

----

----

----

----

|    Period                | (a)TotalNumber      ofSharesPurchased |                       (b)AveragePricePaidPer      share |  (c)Total      number of shares purchased as part of publicly      announced plans or programs | (d)Maximum      number of shares that may yet be purchased under the plans or      programs |
|-----------------------------------------|---------------------------------------|-----------------------------------------------------------------------------------------------------------------------------------------|-----------------------------------------------------------------------------------------------------|---------------------------------------------------------------------------------------------|
| Month      #1, Jan 1 thru Jan 31, 2008  | 1,200                                 | $1.25                                                                                                                                   | None                                                                                                | None                                                                                        |
| Month      #1, Feb 1 thru Feb 28, 2008  | 3,000                                 | $1.25                                                                                                                                   | None                                                                                                | None                                                                                        |
| Month      #3, Mar 1 thru 31, 2008      | 1,200                                 | $1.25                                                                                                                                   | None                                                                                                | None                                                                                        |
| Month      #4, April 1 thru 30, 2008    | None                                  | None                                                                                                                                    | None                                                                                                | None                                                                                        |
| Month      #5, May 1 thru 31, 2008      | None                                  | None                                                                                                                                    | None                                                                                                | None                                                                                        |
| Month      #6, June 1 thru 30, 2008     | None                                  | None                                                                                                                                    | None                                                                                                | None                                                                                        |
| Month      #7, July 1 thru 31 2008 | 2,200                                 | $1.25                                                                                                                                   | None                                                                                                | None                                                                                        |
| Month      #8, Aug 1 thru 31, 2008      | 2,000                                 | $1.25                                                                                                                                   | None                                                                                                | None                                                                                        |
| Month      #9, Sept 1 thru 30, 2008     | None                                  | None                                                                                                                                    | None                                                                                                | None                                                                                        |
| Totals                                  | 9,600                                 |                                                                                                                                    |                                                                                                |                                                                                        |

----

| No.       |   | Description                                                                                                                                                                                                  |   | Page      or Method of Filing                                                                                                                                               |
|-----------|--------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|  3.1 |   |  Articles      of Incorporation of BNL Financial Corporation, dated January 27, 1984 and      Amendment to Articles of Incorporation of BNL Financial Corporation, dated      November 13, 1987.        |   |  Incorporated      by reference to Exhibit 3.1 of the Company's Annual Report on Form 10-K      for the period ending December 31, 1993.                               |
| 3.2       |   | By-laws      of BNL Financial Corporation.                                                                                                                                                                   |   | Incorporated      by reference to Exhibit 3.2 of the Company’s Registration Statement No.      33-70318                                                               |
| 4.1       |   | Instruments      defining the rights of security holders, including    indentures.                                                                                                                           |   | Incorporated      by reference to Exhibit 4 of the Company's Registration Statement No.      2-94538 and Exhibits 3.5 and 4 of Post-Effective Amendment No. 3      thereto. |
| 4.2       |   | Articles      of Incorporation of BNL Financial Corporation, dated January 27, 1984 and      Amendment to Articles of Incorporation on BNL Financial Corporation, dated      November 13, 1987.              |   | Incorporated      by reference to Exhibits 4.2 of the Company's Annual Report on Form 10-KSB      for the period ending December 31, 1998.                                  |
| 10.1      |   | Form      of Agreement between Commonwealth Industries Corporation, American      Investors Corporation and Wayne E. Ahart regarding rights to purchase      shares of the Company.                          |   | Incorporated      by reference to Exhibit I of the Company's Quarterly Report on 10-QSB for      the period ended September 30, 1994.                                  |
| 10.2      |   | Agreement      dated December 21, 1990 between Registrant and C. Donald Byrd granting      Registrant right of first refusal as to future transfers of Mr. Byrd's      shares of the Company's common stock. |   | Incorporated      by reference to Exhibit I of the Company's Quarterly Report on 10-QSB for      the period ended March 31, 1996.                                      |
| 10.3      |   | Convertible      Debenture Agreement dated July 25, 2001 between BNL Equity Corporation and      EPSI Benefits Inc.                                                                                          |   | Incorporated      by reference to Exhibit 10.9 of the Company's Annual Report on 10-K for      the period ended December 31, 2005.                                          |
| 10.4      |   | Claims      Service Agreement dated June 1, 1999 between Brokers National Life      Assurance Company and Employer Plan Services Inc.                                                                        |   | Incorporated      by reference to Exhibit 10.5 of the Company's Annual Report on 10-K for      the period ended December 31, 2005.                                          |
| 10.5      |   | Office      lease agreement dated January 21, 2005, between Brokers National Life      Assurance Company and KIMCO for premises in Austin.                                                                   |   | Incorporated      by reference to Exhibit 10.6 of the Company's Annual Report on 10-K for      the period ended December 31, 2005.                                          |
| 10.6      |   | Line      of Credit Agreement dated October 15, 2004 between Brokers National Life      Assurance Company and Employer Plan Services Inc.                                                                    |   | Incorporated      by reference to Exhibit 10.7 of the Company's Annual Report on 10-K for      the period ended December 31, 2005.                                          |
| 10.7      |   | Marketing      Agreement dated July 25, 2001 between BNL Equity Corporation and Employer      Plan Services Inc. and EPSI Benefits Inc.                                                                      |   | Incorporated      by reference to Exhibit 10.8 of the Company's Annual Report on 10-K for      the period ended December 31, 2005.                                          |
| 10.8      |   | Outsourcing      Agreement dated May 1, 2007 between Brokers National Life Assurance      Company and Virtual Item Processing Systems, Inc.                                                                  |   | Incorporated      by reference as filed with the Company’s Annual Report on 10-K for the      period ended December 31, 2007                                          |
| 10.9      |   | Amendment      dated July 14, 2008 to Convertible Debenture Agreement (Ex 10.3      above)                                                                                                                   |   | Incorporated      by reference to Exhibit 10.9 of the Company’s Quarterly report on 10Q for      the period ended June 30, 2008.                                      |

----

| No.  |   | Description                                                                                                                       |   | Page      or Method of Filing                                                                                                                                                                                |
|------|--------|-----------------------------------------------------------------------------------------------------------------------------------|--------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 11   |   | Statement      Re computation of per share earnings.                                                                              |   | Reference      is made to the computation of per share earnings as shown page 4 herein      and the explanation in Note 2 to the Notes to Consolidated Financial      Statements (unaudited), page 6 herein. |
| 18   |   | Letter      Re Change in accounting principles                                                                                    |   | None.  Not      applicable.                                                                                                                                                                        |
| 22   |   | Published      report regarding matters submitted to vote of security    holders                                                  |   | The      Company’s definitive proxy statement dated April 28, 2008, as filed with      the SEC on Schedule 14A on April 30, 2008, is incorporated by reference      herein.                            |
| 23   |   | Consents      of experts and counsel incorporated by reference into a previously filed      Securities Act registration statement |   | Not      applicable.                                                                                                                                                                                         |
| 31.1 |   | Certification      of Chief Executive OfficerSection      302                                                                     |   | Filed      herewith - E1                                                                                                                                                                                     |
| 31.2 |   | Certification      of Chief Financial OfficerSection      302                                                                     |   | Filed      herewith – E3                                                                                                                                                                               |
| 32   |   | Certification      of Chief Executive Officer and Chief Financial Officer Section      906                                        |   | Filed      herewith – E5                                                                                                                                                                               |

|                               |   | BNL      FINANCIAL CORPORATION                 |
|------------------------------------|--------|------------------------------------------------|
|                               |   | (Registrant)                                   |
|                               |   |                                           |
|                               |   |        /s/ Wayne E. Ahart                 |
| Date:      November 14, 2008       |   | By:      Wayne E. Ahart, Chairman of the Board |
|                               |   | (Chief      Executive Officer)                 |
|                               |   |                                           |
|                               |   |        /s/ Barry N. Shamas                |
| Date: November 14,      2008  |   | By:      Barry N. Shamas, Executive V.P.       |
|                               |   | (Chief      Financial Officer)                 |

----