UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C. 20549
                                                                            
                              FORM 10-QSB
(Mark One)
[ X ]     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
          SECURITIES EXCHANGE ACT OF 1934
          
For the quarterly period ended      March 31, 1999
                                ---------------------- 
          
[   ]     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:                  0-25808
                        ----------------------------------------

                   GREAT AMERICAN BANCORP, INC.
                   ----------------------------
                                    
            Delaware                         52-1923366          
----------------------------------------------------------------
State or other jurisdiction of          (I.R.S. Employer
Incorporation or organization)          Identification Number)

1311 S. Neil St., P.O. Box 1010, Champaign, IL   61824-1010    
---------------------------------------------------------------
(Address of principal executive offices)          (Zip Code)
                                    
                         (217) 356-2265 
---------------------------------------------------------------
      (Registrant's telephone number, including area code)
                                    
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. 

                    (1)  [X]  Yes  [   ]  No
                    (2)  [X]  Yes  [   ]  No

At April 30, 1999, the Registrant had 1,307,383 shares of Common Stock 
outstanding, for ownership purposes, which excludes 745,367 shares held as 
treasury stock.                     


                       Table of Contents
                                    
                                                   
PART I -- FINANCIAL INFORMATION                                               
     
     Item 1.        Financial Statements
     
                         Consolidated Balance Sheets

                         Consolidated Income Statements

                         Consolidated Statements of Cash Flows

     Item 2.        Management's Discussion and Analysis or
                    Plan of Operation                                       

PART II -- OTHER INFORMATION

     Item 1.        Legal Proceedings

     Item 2.        Changes in Securities and use of proceeds

     Item 3.        Defaults Upon Senior Securities

     Item 4.        Submission of Matters to a Vote of Security
                    Holders

     Item 5.        Other Information

     Item 6.        Exhibits and Reports on Form 8-K
     
SIGNATURES


                 Great American Bancorp, Inc. and Subsidiary
                         Consolidated Balance Sheets
                As of March 31, 1999 and December 31, 1998
                              (unaudited, in thousands)

                                           March 31, 1999      Dec. 31, 1998  
                                        
-----------------------------------------------------------------------------
ASSETS
Cash and due from banks                     $       6,552      $       6,429
Interest-bearing demand deposits                   15,846             15,386 
                                            --------------------------------
 Cash and cash equivalents                         22,398             21,815

Investment securities
 Available for sale                                    --              1,001
 Held to maturity                                     977              1,977
                                            --------------------------------
  Total investment securities                         977              2,978 
Loans                                             124,106            122,672
 Allowance for loan losses                         (1,048)              (925)
                                            --------------------------------
  Net loans                                       123,058            121,747
Premises and equipment                              7,483              7,551
Federal Home Loan Bank stock                          736                736
Other assets                                        2,395              2,344
                                            --------------------------------
    Total assets                            $     157,047      $     157,171
                                            ================================
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
 Deposits
  Noninterest bearing                       $       7,868      $       8,401
  Interest bearing                                114,817            114,619
                                            --------------------------------
   Total deposits                                 122,685            123,020

 Short term borrowings                              2,500              2,000 
 Long-term debt                                     7,000              7,000
 Other liabilities                                  2,113              1,999
                                            --------------------------------
    Total liabilities                             134,298            134,019
                                            --------------------------------

Commitments and Contingent Liabilities

                                                                 (Continued)


                 Great American Bancorp, Inc. and Subsidiary
                   Consolidated Balance Sheets (Continued)
                  As of March 31, 1999 and December 31, 1998
                               (unaudited, in thousands)

                                           March 31, 1999      Dec. 31, 1998
                                             
-----------------------------------------------------------------------------
STOCKHOLDERS' EQUITY
Preferred stock, $0.01 par value
 Authorized and unissued --
  1,000,000 shares                                     --                 --
Common stock, $0.01 par value
 Authorized -- 7,000,000 shares
 Issued and outstanding -- 2,052,750 shares            21                 21
Paid-in-capital                                    19,903             19,877
Retained earnings -- substantially restricted      16,481             16,411
Accumulated other comprehensive income                 --                  1
                                            --------------------------------
                                                   36,405             36,310
Less:
 Treasury stock, at cost - 732,867 and
   693,067 shares                                 (12,610)           (11,999) 
 Unallocated employee stock ownership plan
   shares - 58,023 and 63,698 shares                 (580)              (637)
 Unearned incentive plan shares - 32,317 and
   36,214 shares                                     (466)              (522)
                                            --------------------------------
                                                  (13,656)           (13,158)
                                            --------------------------------
    Total stockholders' equity                     22,749             23,152
                                            --------------------------------
    Total liabilities and
      stockholders' equity                  $     157,047      $     157,171
                                            ================================


See notes to consolidated financial statements.


                  Great American Bancorp, Inc. and Subsidiary
                         Consolidated Income Statements
               For the Three Months Ended March 31, 1999 and 1998
                 (unaudited, in thousands except per share data)
                                   
                                                     1999               1998
----------------------------------------------------------------------------
Interest income:
 Loans                                       $      2,514      $       2,381
 Investment securities                                 
  Taxable                                              38                 55 
  Tax exempt                                            9                  2
 Deposits with financial
  institutions and other                              196                211
                                            --------------------------------
   Total interest income                            2,757              2,649
                                            --------------------------------
Interest expense:
 Deposits                                           1,205              1,205
 Other                                                115                  8
                                            --------------------------------
   Total interest expense                           1,320              1,213
                                            --------------------------------
   Net interest income                              1,437              1,436
Provision for loan losses                             123                 39
                                            --------------------------------
   Net interest income after
     provision for loan losses                      1,314              1,397
                                            --------------------------------
Noninterest income:
 Brokerage commissions                                 25                 37
 Insurance sales commissions                          210                 98
 Service charges on deposit accounts                  131                106
 Loan servicing fees                                    5                  7
 Other customer fees                                   35                 34
 Other income                                          --                  1
                                            --------------------------------
   Total noninterest income                           406                283
                                            --------------------------------

                                                                 (Continued)


                  Great American Bancorp, Inc. and Subsidiary
                   Consolidated Income Statements (Continued)
               For the Three Months Ended March 31, 1999 and 1998
                  (unaudited, in thousands except share data)
                                   
                                                     1999               1998
---------------------------------------------------------------------------- 
Noninterest expense:
 Salaries and employee benefits                       740                688
 Net occupancy expenses                               149                126 
 Equipment expenses                                   108                 81
 Data processing fees                                  15                 50
 Deposit insurance expense                             18                 17
 Printing and office supplies                          71                 65
 Legal and professional fees                           90                 40
 Directors and committee fees                          26                 26  
 Insurance expense                                     12                 11
 Marketing and advertising expenses                    39                 36
 Other expenses                                        95                103
                                            --------------------------------
   Total noninterest expense                        1,363              1,243
                                            --------------------------------
   Income before income tax                           357                437
Income tax expense                                    145                193
                                            --------------------------------
   Net income                               $         212      $         244
                                            ================================

Per Share Data:

  Earnings
   Basic:
     Net income                             $        0.17      $        0.16
                                            ================================
     Average number of shares                   1,245,592          1,490,469
                                            ================================

   Diluted:
     Net income                             $        0.17      $        0.15
                                            ================================
     Average number of shares                   1,287,850          1,592,773
                                            ================================ 

  Dividends                                 $        0.11      $        0.10
                                            ================================
 

See notes to consolidated financial statements.


                 Great American Bancorp, Inc. and Subsidiary
                    Consolidated Statements of Cash Flows
              For the Three Months Ended March 31, 1999 and 1998
                          (unaudited, in thousands)
                                   
                                                     1999               1998
----------------------------------------------------------------------------
Operating Activities:
  Net income                                $         212      $         244
  Adjustments to reconcile net
    income to net cash provided 
    by operating activities:
      Provision for loan losses                       123                 39
      Depreciation                                    133                109
      Amortization of deferred loan fees               (5)                (8)
      Deferred income tax                             (22)               (22)
      Investment securities accretion, net             --                 (1)
      Employee stock ownership plan
        compensation expense                           84                122
      Incentive plan expense                           55                 55
      Net change in: 
        Other assets                                  (29)              (179)
        Other liabilities                             112                235
                                            --------------------------------
          Net cash provided by
            operating activities (used)               663                594
                                            --------------------------------
Investing Activities:
  Purchases of securities available for sale           --             (1,000)
  Proceeds from maturities of securities
    available for sale                              1,000                997  
  Purchases of securities held to maturity             --             (1,000)
  Proceeds from maturities of securities held
    to maturity                                     1,000              1,100
  Net change in loans                              (1,429)               174
  Purchase of premises and equipment                  (65)              (227)
                                            --------------------------------
          Net cash used by 
            investing activities                      506                 44
                                            --------------------------------

                                                                 (continued)







                   Great American Bancorp, Inc. and Subsidiary
                Consolidated Statements of Cash Flows (Continued)
               For the Three Months Ended March 31, 1999 and 1998
                            (unaudited, in thousands)

                                                     1999               1998
---------------------------------------------------------------------------- 
Financing Activities:
  Net change in:                        
    Noninterest-bearing demand, interest-
      bearing demand and savings deposits            (151)             3,795 
    Certificates of deposit                          (184)             1,739
    Short-term borrowings                             500                 -- 
  Cash dividends                                     (140)              (156)
  Purchase of treasury stock                         (611)            (1,749)
                                            --------------------------------
          Net cash provided by
            financing activities                     (586)             3,629
                                            --------------------------------
Net Change in Cash and Cash Equivalents               583              4,267

Cash and Cash Equivalents, Beginning
  of Period                                        21,815             17,476
                                            --------------------------------
Cash and Cash Equivalents, End of 
  Period                                    $      22,398      $      21,743  
                                              ================================
Additional Cash Flows Information
   
   Interest paid                            $       1,318      $       1,210
                                            ================================
   Income tax paid                          $          50      $         105
                                            ================================




See notes to consolidated financial statements. 
                                                    

              
              
              Great American Bancorp, Inc. and Subsidiary

Notes to Consolidated Financial Statements

1.  Background Information

Great American Bancorp, Inc. (the "Company") was incorporated on February 23, 
1995 and on June 30, 1995 acquired all of the outstanding shares of common 
stock of First Federal Savings Bank of Champaign-Urbana, (the "Bank") upon the 
Bank's conversion from a federally chartered mutual savings bank to a
federally chartered stock savings bank.  The Company purchased 100% of the 
outstanding capital stock of the Bank using 50% of the net proceeds from the 
Company's initial stock offering which was completed on June 30, 1995.  The 
Company began trading on the NASDAQ Stock Market on June 30, 1995 under the 
symbol "GTPS".

2.  Statement of Information Furnished

The accompanying unaudited consolidated financial statements have been 
prepared in accordance with Form 10-QSB instructions and Item 310(b) of 
Regulation S-B, and, in the opinion of management, contain all adjustments 
necessary to present fairly the financial position as of March 31, 1999 and 
December 31, 1998, the results of operations for the three months ended March 
31, 1999 and 1998, and the cash flows for the three months ended March 31, 
1999 and 1998.  All adjustments to the financial statements were normal and 
recurring in nature. These results have been determined on the basis of 
generally accepted accounting principles.  Reclassifications of certain 
amounts in the 1998 financial statements have been made to conform to the 1999 
presentation.  The results of operations for the three months ended March 31, 
1999 are not necessarily indicative of the results to be expected for the 
entire fiscal year.

The Company adopted Statement of Financial Accounting Standards No. 130, 
"Reporting Comprehensive Income," ("SFAS No. 130") in 1998.  At March 31, 1999 
and March 31, 1998, the amounts to be disclosed by the Company under SFAS No. 
130 are considered immaterial and are therefore not shown in the accompanying 
financial statements.

The consolidated financial statements are those of the Company and the Bank.  
These consolidated financial statements should be read in conjunction with the 
audited financial statements and notes thereto included in the Company's 1998 
Annual Report to Shareholders.

PART I -- Item 2.

                     GREAT AMERICAN BANCORP, INC.
                 Management's Discussion and Analysis
                         or Plan of Operation

The Company is the holding company for the Bank.  The Bank operates a wholly 
owned subsidiary, Park Avenue Service Corporation ("PASC").  PASC offers full 
service brokerage activities through Scout Brokerage Services, Inc., a 
subsidiary of United Missouri Bank, and also engages in the sale of fixed-rate 
and variable-rate tax deferred annuities.  In September, 1997, PASC also 
established the GTPS Insurance Agency which offers a variety of insurance 
products, including life, health, automobile, and property and casualty 
insurance.  At the inception of GTPS Insurance Agency, PASC hired two 
insurance agents to provide these services to customers.  Effective March 1, 
1998, GTPS Insurance Agency merged with another local insurance agency, the 
Cox Lowry and Marsh Insurance Agency, and added four additional insurance 
agents.  The merged entity assumed the GTPS Insurance Agency name.
 
In addition to historical information, this 10-QSB may include certain 
forward-looking statements based on current management expectations.  The 
Company's actual results could differ materially from those management 
expectations.  Factors that could cause future results to vary from current 
management expectations include, but are not limited to, general economic 
conditions, legislative and regulatory changes, monetary and fiscal policies 
of the federal government, changes in tax policies, rates and regulations of 
federal, state and local tax authorities, changes in interest rates, deposit 
flows, the cost of funds, demand for loan products, demand for financial 
services, competition, changes in the quality or composition of the Company's 
loan and investment portfolios, changes in accounting principles, policies or 
guidelines, and other economic, competitive, governmental and technological 
factors affecting the Company's operations, markets, products, services and 
prices.  Further description of the risks and uncertainties to the business 
are included in detail under the captions:  Liquidity and Capital Resources 
and Year 2000 compliance.

Financial Condition

The Company's total assets decreased from $157.17 million at December 31, 1998 
to $157.05 million at March 31, 1999.  The reduction in total assets was 
primarily due to a decrease in investment securities of $2.00 million, from 
$2.98 million at December 31, 1998 to $980,000 at March 31, 1999, offset by an 
increase in net loans of $1.31 million.  Net loans increased from $121.75 
million at December 31, 1998 to $123.06 million at March 31, 1999.

Total deposits decreased $335,000 from $123.02 million at December 31, 1998 to 
$122.69 million at March 31, 1999, due, primarily, to a decrease of $533,000 
in noninterest bearing deposits.


Total stockholders' equity decreased $403,000 or 1.7%, from $23.15 million at 
December 31, 1998 to $22.75 million at March 31, 1999.  Book value per 
outstanding voting share increased from $17.03 at December 31, 1998 to $17.23 
at March 31, 1999. The decrease in stockholders' equity is summarized as 
follows (in thousands):   

   Stockholders' equity, December 31, 1998            $   23,152
   Net income                                                212
   Purchase of treasury stock                               (611)
   Dividends declared                                       (142)
   Incentive plan shares allocated                            55
   ESOP shares allocated                                      84
   Decrease in unrealized loss on securities
      available for sale, net of income tax effect            (1)
                                                          ------              
   Stockholders' equity, March 31, 1999               $   22,749
                                                          ======

Results of Operations

Comparison of Three Month Periods Ended March 31, 1999 and 1998

Net income was $212,000 for the three months ended March 31, 1999,
compared to $244,000 for the three months ended March 31, 1998.  This
represents a $32,000, or 13.1% decrease.  Basic earnings per share
were $0.17 for the three months ended March 31, 1999, compared to $0.16
for the three months ended March 31, 1998.  Diluted earnings per
share were $0.17 in 1999, compared to $0.15 in 1998.

Net income in 1999 was less than net income in 1998 due to increases
in noninterest expense and the provision for loan losses, offset by an 
increase in noninterest income.

Net interest income was $1.44 million for both the three months ended March 
31, 1999, and 1998.  Interest income was $2.76 million for the three months 
ended March 31, 1999, compared to $2.65 million for the same period in 1998, 
an increase of $108,000, or 4.1%, primarily the result of an increase in 
interest income on loans.  Interest income on loans during the same period in 
1999 was $2.51 million $133,000 or 5.6%, greater than the $2.38 million 
recorded in 1998.    

The increase in interest income on loans was due to higher average total loans
in 1999.  Average total loans for the three months ended March 31, 1999 were 
$122.75 million, compared to $111.55 million for the same period in 1998, an 
increase of $11.20 million or 10.0%. The majority of the increase in average 
total loans was in mortgage loans.  Total mortgage loans averaged $99.08 
million for the three months ended March 31, 1999, compared to $86.58 million 
for the three months ended March 31, 1998, an increase of $12.50 million or 
14.4%.  This growth occurred in one-to four-family and multifamily residential 
loans and in commercial mortgage loans.

Average total commercial loans were $9.28 million for the three months ended 
March 31, 1999, compared to $11.38 million for the same period in 1998, a 
decrease of $2.10 million or 18.5%.  Average total consumer loans were $10.85 
million during the three months ended March 31, 1999, an decrease of $1.08 
million, or 9.1%, below the $11.93 million average total balance during the 
same period in 1998. The average yield on loans was 8.31% for the three months 
ended March 31, 1999, compared to 8.66% for the three months ended March 31, 
1998. 
     

Interest income on investment securities declined from $57,000 for the three 
months ended March 31, 1998 to $47,000 for the same period in 1999, due to a 
decrease in average total investment securities and a decrease in the yield on 
U.S. agency securities.  Total investment securities, including Federal Home 
Loan Bank ("FHLB") stock, averaged $3.52 million for the three months ended 
March 31, 1999, compared to $3.57 million for the same period in 1998.  
Interest income on deposits with financial institutions and other decreased 
from $211,000 for the three months ended March 31, 1998 to $196,000 for the 
three months ended March 31, 1999 due to a reduction in the yield on these 
deposits.  The average total balance of deposits with financial institutions 
and other increased from $14.74 million for the three months ended March 31, 
1998 to $17.09 million for the three months ended March 31, 1999, an increase 
of $2.35 million or 15.9%.  The average yield on investment securities 
decreased from 6.48% for the three months ended March 31, 1998 to 5.42% for 
the same period in 1999.   The average yield on deposits with financial 
institutions and other decreased from 5.81% for the three months ended March 
31, 1998 to 4.65% for the same period in 1999. 

Interest expense increased by $107,000, or 8.8% from $1,213,000 for the
three months ended March 31, 1998 to $1,320,000 for the same period in
1999.  The increase was mainly attributable to growth in interest-bearing 
deposits during the three months ended March 31, 1998 and 1999.  Also, in 
September and October of 1998 the Company borrowed a total of $7.00 million 
from the "FHLB."  Average total interest-bearing deposits increased from 
$107.08 million in the first three months of 1998 to $113.26 million during 
the same period in 1999, an increase of $6.18 million, or 5.8%.  This growth 
occurred in NOW and IMMA accounts and in certificates of deposit, primarily 
certificates with maturities from six months to one year.  The average rates 
on deposits were 4.32% and 4.54% for the three months ended March 31, 1999 and 
1998, respectively.  Average borrowings at March 31, 1999 were $9.42 million. 
There were no borrowings for the same period in 1998.
 
Net interest income as a percent of average interest earning assets was
4.09% for the three months ended March 31, 1999 versus 4.47% for the
same period in 1998.  The spread between the yield on interest earning
assets and the rate on interest bearing liabilities was 3.51% and 3.68%
for the three months ended March 31, 1999 and 1998, respectively.

The provision for loan losses was $123,000 for the quarter ended March 31, 
1999 compared to $39,000 for the quarter ended March 31, 1998.  The increase 
was primarily due to an increase in the monthly provision due to a commercial 
loan totaling $1.35 million becoming non-performing during the fourth quarter 
of 1998.  In the first quarter of 1999, this borrower filed Chapter 11, or 
business reorganization, bankruptcy.  The loan is secured by business assets; 
however, the ratio of the value of the assets to the outstanding balance of 
the loan is undetermined at this time.   Company management continues to work 
closely with attorneys to determine appropriate actions regarding this loan; 
however, the loan will most likely remain in a workout status for several 
months.  There were no loans charged-off and no recoveries in the three months 
ended March 31, 1999.  There were no loans charged off, and $1000 in 
recoveries, in the first three months of 1998.
 
Non-performing loans, which are loans past due 90 days or more and
non-accruing loans, totaled $1,472,000 at March 31, 1999, compared to $136,000 
at March 31, 1998.  Non-performing loans at March 31, 1999 consisted of three 
residential mortgage loans totaling $121,000, two consumer loans totaling 
$1,000 and the afore mentioned commercial loan totaling $1.35 million.  All of 
these loans are past due 90 days or more with $1.35 million of the balance in 
non-accrual status.

The ratio of the Company's allowance for loan losses to total loans was .84% 
at March 31, 1999 and .48% at March 31, 1998.  Management assesses the 
adequacy of the allowance for loan losses based on evaluating known and 
inherent risks in the loan portfolio and upon management's continuing analysis 
of the factors underlying the quality of the loan portfolio.  While management 
believes that, based on information currently available, the allowance for 
loan losses is sufficient to cover losses inherent in its loan portfolio at 
this time, no assurance can be given that the level of the allowance for loan 
losses will be sufficient to cover future possible loan losses incurred by the 
Company or that future adjustments to the allowance for loan losses will not 
be necessary if economic and other conditions differ substantially from the 
economic and other conditions used by management to determine the current 
level of the allowance for loan losses.  Management may in the future increase 
the level of the allowance for loan losses as a percentage of total loans and 
non-performing loans in the event it increases the level of commercial real 
estate, multifamily, or consumer lending as a percentage of its total loan 
portfolio.  In addition, various regulatory agencies, as an integral part of 
their examination process, periodically review the allowance for loan losses. 
Such agencies may require the Company to provide additions to the allowance 
based upon judgements different from management.

Noninterest income totaled $406,000 for the three months ended March 31,
1999, compared to $283,000 for the same period in 1998, an increase of

$123,000, or 43.5%.  Insurance sales commissions, which totaled $210,000 for 
the three months ended March 31, 1999 compared to $98,000 for the same period 
in 1998, accounted for the majority of the increase in noninterest income.  
These commissions were generated by GTPS Insurance Agency, the division of 
PASC formed in September, 1997.  Service charges on deposits accounts 
increased $25,000 in 1999, mainly due to an increase in overdraft fees due to 
growth in checking accounts.

Noninterest expense was $1.34 million for the three months ended March 31,
1999, compared to $1.24 million recorded for the three months ended March 31, 
1998, an increase of $120,000, or 9.6%.  The majority of this increase was in 
salaries and employee benefits which increased by $52,000 or 7.6%.  Salaries 
and employee benefits expense was higher in 1999 due partly to additional 
salaries and related benefits paid to employees hired when GTPS Insurance 
Agency merged with the Cox, Lowry, Marsh Agency in March, 1998.    

Net occupancy expenses were $23,000 higher for the three months ended March 
31,  1999 due to depreciation and other expenses associated with the 
completion of the third floor of the main banking facility in March 1998.  
Equipment expenses were $27,000 higher for the three months ended March 31, 
1999 due to depreciation, maintenance and other expenses relating to the 
purchase of furniture and computers for the Agency.  Also, the Bank purchased 
computers, printers and software for a network installed in May, 1998 and 
acquired the software for its conversion to a new in-house main operating 
system in October, 1998.

Legal and professional fees increased by $50,000 for the three months ended 
March 31, 1999, mainly attorney's fees related to the $1.35 million commercial 
loan which became non-performing in the fourth quarter of 1998.

Total income taxes decreased by $48,000, or 24.9% from $193,000 for the
three months ended March 31, 1998 to $145,000 for the same period in
1999 due to the decrease in pretax net income.  The effective tax rates for 
both the three months ended March 31, 1999 and 1998, were 40.6% and 44.2% 
respectively. 

Liquidity and Capital Resources

The Bank's primary sources of funds are deposits and principal and
interest payments on loans.  While maturities and scheduled amortization
of loans are predictable sources of funds, deposit flows and mortgage
prepayments are greatly influenced by general interest rates, economic
conditions, and competition.  The Office of Thrift Supervision ("OTS"), the
Company's and the Bank's primary regulator, requires the Bank to maintain
minimum levels of liquid assets.  Currently, the required ratio is 4%.  The
Bank's liquidity ratios were 17.17% and 15.67% at March 31, 1999 and December 
31, 1998, respectively, well above the required minimum.  

A review of the Consolidated Statements of Cash Flows included in the
accompanying financial statements shows that the Company's cash and cash
equivalents ("cash") increased $583,000 for the three months ended March 31, 
1999, compared to an increase of $4.27 million for the three months ended 
March 31, 1998.  During the three months ended March 31, 1999, cash was 
primarily provided from earnings, proceeds from maturities of securities, and 
an increase in short-term borrowings, and during that period cash was 
primarily used to fund loans and to purchase treasury stock.

During the three months ended March 31, 1998, cash was primarily provided from 
an increase in non-interest-bearing demand, interest-bearing demand and 
savings deposits and certificates of deposit.  During this period, cash was 
primarily used to purchase investment securities and treasury stock and to pay 
dividends.


The Company's primary investment activity during the three months ended March 
31, 1999 was the origination of loans.  During the three months ended March 
31, 1999 and March 31, 1998, the Company originated mortgage loans in the 
amounts of $4.77 million and $7.27 million, respectively, commercial loans in 
the amounts of $2.35 million and $3.86 million, respectively, and consumer 
loans in the amounts of $1.77 million and $2.22 million, respectively. 

As of March 31, 1999, the Company had outstanding commitments (including
undisbursed loan proceeds) of $3.28 million.  The Company anticipates it will
have sufficient funds available to meet its current loan origination
commitments.  Certificates of deposit which are scheduled to mature in
one year or less from March 31, 1999 totaled $53.13 million.  Management
believes a significant portion of such deposits will remain with the
Company.

The OTS capital regulations require savings institutions to meet three
capital standards:  a 1.5% tangible capital standard; a 3% leverage
(core capital) ratio and an 8% risk-based capital standard.  The core
capital requirement is effectively 4%, since OTS regulations stipulate
that, effective December 19, 1992, an institution with less than 4% core
capital will be deemed to be "undercapitalized."  As of March 31, 1999,
the Bank's capital percentages for tangible capital of 6.39%, core
capital of 6.39%, and risk-based capital of 11.99% exceed the regulatory 
requirement for each category.

Current Accounting Issues

During 1998, the Financial Accounting Standards Board ("FASB") issued 
Statement No. 133, "Accounting for Derivative Instruments and Hedging 
Activities."  This Statement requires companies to record derivatives on the 
balance sheet at their fair value.  Statement No. 133 also acknowledges that 
the method of recording a gain or loss depends on the use of the derivative.

The new Statement applies to all entities.  If hedge accounting is elected 
by the entity, the method of assessing the effectiveness of the hedging 
derivative and the measurement approach of determining the hedge's 
ineffectiveness must be established at the inception of the hedge.

Statement No. 133 amends Statement No. 52 and supercedes Statements No. 80, 
105 and 119.  Statement No. 107 is amended to include the disclosure 
provisions about the concentrations of credit risk from Statement No. 105.  
Several Emerging Issues Task Force consensuses are also changed or modified by 
the provisions of Statement No. 133.

Statement No. 133 will be effective for all fiscal years beginning after 
June 15, 1999.  The Statement may not be applied retroactively to financial 
statements of prior periods.  The adoption of the Statement will have no 
material impact on the Corporation's financial condition or result of 
operations.

Accounting for Mortgage-Backed Securities Retained After the Securitization 
of Mortgage Loans Held for Sale by a Mortgage Banking Enterprise

Also in 1998, the FASB issued Statement No. 134, "Accounting for Mortgage-
Backed Securities Retained After the Securitization of Mortgage Loans Held for 
Sale by a Mortgage Banking Enterprise."  It establishes accounting standards 
for certain activities of mortgage banking enterprises and for other 
enterprises with similar mortgage operations.  This Statement amends Statement 
No. 65.

Statement No. 65, as previously amended by Statements No. 115 and 125, 
required a mortgage banking enterprise to classify a mortgage-backed security 
as a trading security following the securitization of the mortgage loan held 
for sale.  This Statement further amends Statement No. 65 to require that 
after the securitization of mortgage loans held for sale, an entity engaged in 
mortgage banking activities must classify the resulting mortgage-backed 
security or other retained interests based on the entity's ability and intent 
to sell or hold those investments.

The determination of the appropriate classification for securities retained 
after the securitization of mortgage loans by a mortgage banking enterprise 
now conforms to Statement No. 115.  The only new requirement is that if an 
entity has a sales commitment in place, the security must be classified into 
trading.

This Statement is effective for the first fiscal quarter beginning after 
December 15, 1998.  On the date the Statement is initially applied, an entity 
may reclassify mortgage-backed securities and other beneficial interests 
retained after the securitization of mortgage loans held for sale from the 
trading category, except for those with sales commitments in place.  Those 
securities and other interests shall be classified based on the entity's 
present ability and intent to hold the investments.  The adoption of this 
Statement will have no material impact on the Company's financial condition 
and results of operations.

YEAR 2000 Compliance

As the year 2000 approaches, an important business issue has emerged 
regarding how existing computer application software programs and operating 
systems can accommodate this date value.  Many existing application software 
products are designed to accommodate only two digits.  If not corrected, many 
computer applications and systems could fail or create erroneous results by or 
at the Year 2000.

The Company's Board of Directors approved a Year 2000 readiness plan in 
early 1998, which included the appointment of a Year 2000 compliance officer. 
This compliance officer spent the majority of 1998 identifying and evaluating 
areas that could be affected by the century date change and preparing for the 
Company's conversion of its primary software applications.  In October, 1998, 
the Company converted from a service bureau environment to a new in-house 
system which processes all customer transactions and maintains balances and 
history for all loan and deposit customers.  The new software provider has 
provided written assurances that its software is year 2000 compliant, meaning 
that the date fields in its software are already capable of handling the 
change to the year 2000.  The Year 2000 compliance officer has begun testing 
of the new software program for Year 2000 compliance.  The compliance officer 
is also in the process of testing other software programs for Year 2000 
compatibility, including the Company's area network, wire transfer software 
and modem connections, check processing and ATM software and payroll, accounts 
payable and general ledger software.  The Company expects such testing to be 
completed by the end of the second quarter of 1999. 

The Company's operations may also be affected by the Year 2000 compliance 
of its customers, significant suppliers and other vendors, including those 
vendors that provide non-information and technology systems.  The Company has 
begun the process of requesting information related to the Year 2000 
compliance of its major customers, significant suppliers and other vendors, by 
distributing questionnaires which request information on their Year 2000 
readiness.  However, the Company does not currently have complete information 
concerning the compliance status of its major customers, significant suppliers 
and other vendors.  In the event that any of the Company's major customers, 
significant suppliers or other vendors do not successfully achieve Year 2000 
compliance in a timely manner, the Company's business or operations could be 
adversely affected.  The Company has prepared a contingency plan in the event 
that there are system interruptions.  As part of the contingency plan, the 
Company intends to engage in alternative suppliers or other vendors if its 
current significant suppliers or vendors fail to meet Year 2000 operating 
requirements.  There can be no assurances, however, that such plan or the 
performances by any of the Company's suppliers and vendors will be effective 
to remedy all potential problems.

The lending activities of the Company are concentrated primarily in one- to 
four-family mortgage lending.  Due to the small individual and aggregate 
balance of loans to one- to four-family borrowers, it has been determined that 
customer Year 2000 readiness issues should have an insignificant impact on the 
Company.
   
The Company's direct expenses to date (other than the salary of Company 
employees involved in Year 2000 testing and compliance) have been less than 
$10,000 and the Company currently anticipates that the total costs related to 
Year 2000 compliance will not exceed $50,000.  Material costs, if any, that 
may arise from the failure to achieve Year 2000 compliance by either the 
Company or its significant suppliers and other vendors is not currently 
determinable.  To the extent that the Company's systems are not fully Year 
2000 compliant, there can be no assurance that potential systems interruptions 
or the cost necessary to update software would not have a material adverse 
effect on the Company's business, financial condition, results of operations, 
cash flows or business projects.  In the event that the Company's progress 
towards becoming Year 2000 compliant is deemed inadequate, regulatory action 
may be undertaken.


PART II -- OTHER INFORMATION

   Item 1.  Legal Proceedings

               The Company is involved in various legal actions incident to   
               its business, none of which is believed by management to be    
               material to the financial condition of the Company.

   Item 2.  Changes in Securities and use of preceeds
   
               Not applicable

   Item 3.  Defaults Upon Senior Securities

               Not applicable

   Item 4.  Submission of Matters to a Vote of Security Holders

               None       

   Item 5.  Other Information

               Not Applicable


   Item 6.  Exhibits and Reports on Form 8-K
   
             a.  Exhibits
     
                 3.1   Certificate of Incorporation of Great American
                       Bancorp, Inc.*
                                                                              
                 3.2   By-laws of Great American Bancorp, Inc.*
                        
                11.0   Computation of earnings per share (filed herewith)
      
                27.0   Financial Data Schedule

             b.  Report on Form 8-K
        
                 1.    On February 12, 1999, the Registrant filed a Current
                       Report on Form 8-K reporting information under Items
                       5 and 7, incorporating by reference a press release
                       dated February 9, 1999, relating to the Registrant's   
                       adoption of a stock repurchase program and the         
                       declaration of dividends to its shareholders.


                      
                
      _______________
      
      *   Incorporated herein by reference into this document from Form
          S-1 Registration Statement, as amended, filed on March 24, 1995,
          Registration No. 33-90614.   
                             


                               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.
      
                                         Great American Bancorp, Inc.
      
      
      Dated:       May 12, 1999            /s/  George R. Rouse
             -----------------------       ----------------------------
                                           George R. Rouse            
                                           President and
                                           Chief Executive Officer
             
      
      
      Dated:       May 12, 1999            /s/  Jane F. Adams
            --------------------------     ----------------------------    
                                           Jane F. Adams
                                           Chief Financial Officer,         
                                           Secretary and Treasurer



                                    Exhibit 11.0


Earnings per share (unaudited)

Earnings per share (EPS) were computed as follows
(dollar amounts in thousands except share data):

                                                   Three Months Ended 
                                                     March 31, 1999
                                             -------------------------------
                                                        Weighted
                                                         Average   Per-Share
                                              Income      Shares     Amount
                                             -------------------------------
Basic Earnings Per Share                                                      
 
  Income available to common stockholders    $   212   1,245,592    $  0.17

Effect of Dilutive Securities
  Stock options                                            8,000          
  Unearned incentive plan shares                          34,258              
 
                                             -------------------------------
Diluted Earnings Per Share
  Income available to common stockholders
   and assumed conversion                    $   212   1,287,850    $  0.17
                                             ===============================


                                                   Three Months Ended
                                                     March 31, 1998
                                             -------------------------------
                                                        Weighted
                                                         Average    Per-Share
                                              Income      Shares     Amount
                                             -------------------------------
Basic Earnings Per Share                                                     
  Income available to common stockholders    $   244   1,490,469    $  0.16

Effect of Dilutive Securities
  Stock options                                           57,581   
  Unearned incentive plan shares                          44,723
                                             -------------------------------
Diluted Earnings Per Share
  Income available to common stockholders
   and assumed conversion                    $   244   1,592,773    $  0.15
                                             ===============================