UNITED   STATES
              SECURITIES   AND  EXCHANGE  COMMISSION
                    WASHINGTON,   D.C.  20549

                            FORM 10-Q

   (X) QUARTERLY   REPORT   UNDER  SECTION  13 OR 15 (d) OF THE
              SECURITIES   EXCHANGE   ACT  OF  1934

          For quarterly period ended March 31, 1997
                                OR

  ( ) TRANSITION   REPORT   PURSUANT   TO  SECTION  13 OR 15(d)
           OF THE SECURITIES   EXCHANGE   ACT  OF  1934

                  Commission File Number 1-10602

                      MID-AMERICA   BANCORP
       (Exact name of registrant as specified in its charter)

          KENTUCKY                     61-1012933
(State or other jurisdiction   (I.R.S. Employer Identification No.)
of incorporation or organization)

        500 West Broadway, Louisville, Kentucky     40202
      (Address of principal executive offices)    (Zip Code)

                          (502) 589-3351
       (Registrant's telephone number, including area code)

                               NONE
       (Former name, former address and former fiscal year,
                  if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for a shorter period that
the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
Yes   X   No      

  APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
                 DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under
a plan confirmed by a court.  
Yes     No    
              APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.  
April 30, 1997: 9,491,333 shares of common stock, no par value




                       MID-AMERICA BANCORP

                 PART I.   FINANCIAL INFORMATION

     The consolidated financial statements of Mid-America Bancorp
and subsidiaries (Company) submitted herewith are unaudited. 
However, in the opinion of management,  all adjustments (consisting
only of adjustments of a normal recurring nature) necessary for a
fair presentation of the results for the interim periods have been
made.

ITEM 1. FINANCIAL STATEMENTS

     The following consolidated financial statements of Mid-America
Bancorp and subsidiaries are submitted herewith:

     Consolidated balance sheets - March 31, 1997 and December 31,
          1996
     Consolidated statements of income - three months ended March
          31, 1997 and 1996
     Consolidated statements of changes in shareholders' equity -
          three months ended March 31, 1997 and 1996
     Consolidated statements of cash flows - three months ended
          March 31, 1997 and 1996
     Notes to consolidated financial statements



MID-AMERICA BANCORP AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands except share and per share data)  (Unaudited)
<TABLE>
<CAPTION>
                                                                    March 31      December 31
                                                                   -----------    ------------
                                                                       1997           1996
ASSETS                                                             -----------    ------------
<S>                                                                <C>            <C>
Cash and due from banks                                               $25,939         $30,884
Federal funds sold                                                     32,000          20,200
Securities purchased under agreements to resell                       135,000         110,000
Securities available for sale, amortized cost of $338,738 (1997)
  and $333,681 (1996) (Note 3)                                        337,954         336,118
Securities held to maturity, market value of $15,715 (1997)
  and $75,751 (1996) (Note 3)                                          15,611          75,555
Loans, net of unearned income of $14,978 (1997) and $15,916 (1996)    782,772         804,182
Allowance for loan losses (Note 4)                                     (9,097)         (9,167)
                                                                   -----------    ------------
  Loans, net                                                          773,675         795,015
Premises and equipment                                                 20,945          21,451
Other assets                                                           37,564          31,710
                                                                   -----------    ------------
    TOTAL ASSETS                                                   $1,378,688      $1,420,933
                                                                   ===========    ============

LIABILITIES
Deposits:
  Non-interest bearing                                               $119,505        $127,703
  Interest bearing                                                    704,963         697,554
                                                                   -----------    ------------
    Total deposits                                                    824,468         825,257

Securities sold under agreements to repurchase                        272,952         285,948
Federal funds purchased                                                 1,000           4,000
Advances from the Federal Home Loan Bank                               68,073          69,042
Money orders and similar payment instruments outstanding               54,249          76,533
Accrued expenses and other liabilities                                 15,803          19,515
                                                                   -----------    ------------
    TOTAL LIABILITIES                                               1,236,545       1,280,295

SHAREHOLDERS' EQUITY
Preferred stock, no par value;
  authorized - 750,000 shares; none issued                               --              --  
Common stock, no par value, stated value $2.77 per
  share; authorized - 12,000,000 shares; issued and outstanding -
  9,475,902 shares (1997) and 9,425,803 shares (1996)                  26,283          26,144
Additional paid-in capital                                            105,596         104,932
Retained earnings                                                      10,813           8,093
Unrealized appreciation (depreciation) on
  securities available for sale, net of taxes                            (510)          1,585
Pension liability adjustment, net of taxes                                (39)           (116)
                                                                   -----------    ------------
    TOTAL SHAREHOLDERS' EQUITY                                        142,143         140,638
                                                                   -----------    ------------
    TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                     $1,378,688      $1,420,933
                                                                   ===========    ============
See notes to consolidated financial statements.
/TABLE
<PAGE>


MID-AMERICA BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In thousands except per share data)  (Unaudited)
<TABLE>
<CAPTION>
                                                                 Three months ended
                                                                       March 31
                                                             --------------------------
                                                                 1997           1996
                                                             -----------    -----------
<S>                                                          <C>            <C>
INTEREST INCOME:
Interest and fees on loans                                      $18,838        $17,915
Interest and dividends on:
  Taxable securities                                              4,817          4,390
  Tax-exempt securities                                             595            208
Interest on federal funds sold                                      290            446
Interest on securities purchased under
  agreements to resell                                            1,851          1,600
                                                             -----------    -----------
    Total interest income                                        26,391         24,559
                                                             -----------    -----------
INTEREST EXPENSE:
Interest on deposits                                              7,900          7,475
Interest on federal funds purchased and
  securities sold under agreements to repurchase                  3,544          3,112
Interest on Federal Home Loan Bank advances                       1,053          1,141
                                                             -----------    -----------
    Total interest expense                                       12,497         11,728
                                                             -----------    -----------
Net interest income before provision for loan losses             13,894         12,831
Provision for loan losses (Note 4)                                  --             --
                                                             -----------    -----------
NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES              13,894         12,831
                                                             -----------    -----------
NON-INTEREST INCOME:
Income from trust department                                        285            268
Service charges on deposit accounts                               1,209          1,076
Money order fees                                                    674            956
Securities gains                                                     76          1,168
Other                                                             1,104            753
                                                             -----------    -----------
    Total non-interest income                                     3,348          4,221
                                                             -----------    -----------
OTHER OPERATING EXPENSES:
Salaries and employee benefits                                    6,156          6,219
Occupancy expense                                                   771            756
Furniture and equipment expenses                                  1,176          1,220
Other (Note 5)                                                    2,589          2,489
                                                             -----------    -----------
    Total other operating expenses                               10,692         10,684
                                                             -----------    -----------
Income before income taxes                                        6,550          6,368
Income tax expense                                                2,033          2,051
                                                             -----------    -----------
NET INCOME                                                       $4,517         $4,317
                                                             ===========    ===========

NET INCOME PER COMMON SHARE (Note 2)                              $0.47          $0.45
                                                             ===========    ===========
Weighted Average Number of Shares Outstanding                     9,633          9,492
                                                             ===========    ===========

See notes to consolidated financial statements.


/TABLE
<PAGE>
MID-AMERICA BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
(In thousands except per share data)  (Unaudited)
<TABLE>
<CAPTION>

                                                                          Three months ended
                                                                              March 31
                                                                       ------------------------
                                                                           1997          1996
                                                                       -----------   ----------
<S>                                                                    <C>           <C>
Balance, January 1                                                       $140,638     $132,950
Net income                                                                  4,517        4,317
Cash dividends declared - $.19 (1997) and $.145 (1996) per share           (1,797)      (1,365)
Stock options exercised, including related tax benefits                       803          356
Unrealized depreciation on securities available for sale, net of taxes     (2,095)      (3,329)
Pension liability adjustment, net of taxes                                     77           --
                                                                       -----------   ----------
Balance, March 31                                                        $142,143     $132,929
                                                                       ===========   ==========

See notes to consolidated financial statements.
/TABLE
<PAGE>


MID-AMERICA BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)  (Unaudited)
<TABLE>
<CAPTION>                                                                             Three months
                                                                                     ended March 31
                                                                               --------------------------
                                                                                   1997           1996
CASH FLOWS FROM OPERATING ACTIVITIES:                                          -----------    -----------
<S>                                                                            <C>            <C>
Net income                                                                         $4,517         $4,317
 Adjustments to reconcile net income to net cash used in operating activities:
    Depreciation, amortization and accretion, net                                     884            800
    Provision for loan losses                                                          --             --
    Federal Home Loan Bank stock dividend                                            (248)          (233)
    Gain on sales of securities                                                       (76)        (1,168)
    Loss (gain) on sales of other real estate                                         (10)            19
    Deferred taxes                                                                   (163)           (91)
  Decrease (increase) in interest receivable                                         (805)           122
  Decrease (increase) in other assets                                              (5,130)         2,720
  Decrease in money orders and similar payment instruments outstanding            (22,284)       (26,449)
  Increase in other liabilities                                                     1,723          1,803
                                                                               -----------    -----------
Net cash used in operating activities                                             (21,592)       (18,160)
                                                                               -----------    -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchases of securities available for sale                                      (37,945)       (44,517)
  Proceeds from maturities of securities available for sale                        20,419         22,184
  Proceeds from sales of securities available for sale                             12,998         28,786
  Purchases of securities held to maturity                                         (4,358)        (1,013)
  Proceeds from maturities of securities held to maturity                          60,000         53,725
  Proceeds from sales of other real estate                                             15            549
  Decrease (increase) in customer loans                                            21,340        (10,204)
  Proceeds from sales of premises and equipment                                        11             82
  Payments for purchases of premises and equipment                                   (196)        (1,777)
                                                                               -----------    -----------
Net cash provided by investing activities                                          72,284         47,815
                                                                               -----------    -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Net decrease in deposits                                                           (789)       (29,531)
  Net increase (decrease) in securities sold under agreements to repurchase       (12,996)        46,623
  Net increase (decrease) in federal funds purchased                               (3,000)         1,250
  Repayment of advances from the Federal Home Loan Bank                              (969)        (1,003)
  Stock options exercised                                                             714            338
  Dividends paid                                                                   (1,797)        (1,365)
                                                                               -----------    -----------
Net cash provided by (used in) financing activities                               (18,837)        16,312
                                                                               -----------    -----------
Net increase in cash and cash equivalents                                          31,855         45,967
Cash and cash equivalents at January 1                                            161,084        164,162
                                                                               -----------    -----------
Cash and cash equivalents at March 31                                            $192,939       $210,129
                                                                               ===========    ===========

See notes to consolidated financial statements.
/TABLE
<PAGE>


MID-AMERICA BANCORP AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited) 

1. The accounting and reporting policies of Mid-America Bancorp and 
   its subsidiaries (the Company) conform with generally accepted
   accounting principles and general practices within the banking
   industry.  The accompanying unaudited consolidated financial statements
   should be read in conjunction with the Summary of Significant Accounting
   Policies footnote which appears in the Company's 1996 Annual Report and
   Form 10-K filed with the Securities and Exchange Commission.

2. Appropriate share information in the consolidated financial statements
   has been adjusted for the 3% stock dividend of November 1996.

3. The amortized cost and market value of securities available for
   sale are summarized as follows:
<TABLE>
<CAPTION>
                                                              March 31, 1997         December 31, 1996
                                                         ----------------------  ------------------------
   In thousands                                          Amortized     Market     Amortized     Market
                                                            Cost       Value        Cost         Value
                                                         ----------  ----------  -----------  -----------
<S>                                                      <C>         <C>         <C>          <C>
     U.S. Treasury and U.S. government agencies           $120,157    $120,040     $147,230     $148,300
     Collateralized mortgage obligations                   130,299     129,524      100,308      100,754
     States and political subdivisions                      46,269      46,385       40,697       41,604
     Corporate obligations                                  25,280      25,272       28,811       28,825
     Equity securities                                      16,733      16,733       16,635       16,635
                                                         ----------  ----------  -----------  -----------
                                                          $338,738    $337,954     $333,681     $336,118
                                                         ==========  ==========  ===========  ===========
</TABLE>
   The amortized cost and market value of securities held to maturity are
   summarized as follows:
<TABLE>
<CAPTION>
                                                              March 31, 1997         December 31, 1996
                                                         ----------------------  ------------------------
   In thousands                                             Book       Market       Book        Market
                                                           Value       Value        Value        Value
                                                         ----------  ----------  -----------  -----------
<S>                                                      <C>         <C>         <C>          <C>
     U.S. Treasury and U.S. government agencies            $15,511     $15,615      $75,455      $75,651
     Corporate obligations                                     100         100          100          100
                                                         ----------  ----------  -----------  -----------
                                                           $15,611     $15,715      $75,555      $75,751
                                                         ==========  ==========  ===========  ===========
</TABLE>

4. Allowance for Loan Losses - Changes in the allowance for loan losses
   are as follows:
<TABLE>
<CAPTION>
                                                          March 31,              December 31,
   In thousands                                             1997                    1996
                                                         ----------              -----------
<S>                                                      <C>                     <C>
       Balance, January 1                                   $9,167                   $9,318
       Provision for Loan Losses                               --                       414
       Recoveries                                               60                      460
       Loans charged-off                                      (130)                  (1,025)
                                                         ----------              -----------
       Balance, end of period                               $9,097                   $9,167
                                                         ==========              ===========
</TABLE>


5. Other operating expenses consist of the following:
<TABLE>
<CAPTION>
                                                                                                 Three Months Ended
   In thousands                                                                                    March 31, 1997
                                                                                              ------------------------
                                                                                                  1997          1996
                                                                                              -----------  -----------
<S>                                                                                           <C>          <C>
     Advertising and marketing                                                                      $361         $224
     Operating supplies                                                                              655          359
     Professional fees                                                                               201          239
     Taxes - Bank shares, property and other                                                         427          364
     Other                                                                                           945        1,303
                                                                                              -----------  -----------
                                                                                                  $2,589       $2,489
                                                                                              ===========  ===========
</TABLE>

6. On January 1, 1997, the Company implemented Statement of Financial
   Accounting Standard ("SFAS") No. 125, "Accounting for Transfers and
   Servicing of Financial Assets and Extinguishment of Liabilities." 
   Under this standard, accounting for transfers and servicing of
   financial assets and extinguishments of liabilities is based on
   control.  After a transfer of financial assets, an entity recognizes
   the financial and servicing assets it controls and the liabilities it
   has incurred, derecognizes financial assets when control has been
   surrendered and derecognizes liabilities when extinguished.  The
   implementation of SFAS No. 125 did not have a material effect on the
   Company's financial statements.
<PAGE>


ITEM II.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
     
     This item discusses the results of operations for Mid-America
Bancorp and its subsidiaries for the three months ended March 31,
1997, and compares this period with the same period of the previous
year.  In addition, the discussion describes the significant
changes in the financial condition of the Company that have
occurred during the first three months of 1997 compared to December
31, 1996.  This discussion should be read in conjunction with the
consolidated financial statements and accompanying notes presented
in Part I, Item 1 of this report.

A.   RESULTS OF OPERATIONS

     Net income for the quarter ended March 31, 1997 was $4,517,000
or $0.47 per share compared to $4,317,000 or $0.45 per share for
the same period last year.   Net income for the quarter ended March
31, 1997, when compared to the same period in 1996, increased 4.6%. 
Excluding the effect of securities gains, net income for the
quarter ended March 31, 1997, increased 25.6% compared to the first
quarter last year.

     The results for the first three months of 1997 compared to the
comparable period in 1996 reflected the following:

          *Increased net interest income, as a result of  increases
           in earning assets
          *Securities gains of $76,000 in 1997 and $1,168,000, in
           1996 
          *An increase in non-interest income, excluding securities 
           gains
          *An insignificant increase in other operating expenses

     Net interest income

     Net interest income is the difference between interest earned
on earning assets and interest expensed on interest bearing
liabilities.  The net interest spread is the difference between the
average rate of interest earned on earning assets and the average
rate of interest expensed on interest bearing liabilities.  The net
yield on earning assets (interest margin) is net interest income
divided by average earning assets.  The following table summarizes
the above for the three months ending March 31, 1997 and 1996.


Dollars in thousands                               Three Months Ended
                                                        March 31
                                                ------------------------
                                                     1997         1996
                                                ----------   -----------
Total interest income                              $26,391      $24,559
Tax equivalent adjustment                              426          335
                                                  --------     --------
Tax equivalent interest income                      26,817       24,894
Total interest expense                              12,497       11,728
                                                  --------     --------
Tax equivalent net interest income                 $14,320      $13,166
                                                  ========     ========
Average rate on earning assets                        8.23%        8.26%
Average rate on interest bearing liabilities          4.80%        4.84%
Net interest spread, annualized                       3.43%        3.42%
Net interest margin, annualized                       4.39%        4.37%
Average earning assets                          $1,323,890   $1,212,346
Average interest bearing liabilities            $1,056,681     $972,635


     Tax equivalent net interest income increased $1.154 million or
approximately 8.8% for the three months ended March 31, 1997,
compared to the first quarter in 1996.  This increase results
primarily from an increase in average earning assets of $112
million or 9.2%.  The net interest spread and net interest margin
both increased slightly during the first quarter of 1997 compared
to the first quarter in 1996.  The average rate on earning assets
and the costs of interest bearing liabilities were relatively
unchanged.  Market interest rates were relatively stable since the
first quarter of 1996.



Allowance for Loan Losses and Provision for Loan Losses

     The allowance for loan losses is maintained at a level
adequate to absorb estimated probable credit losses.  Management
determines the adequacy of the allowance based upon reviews of
individual credits, evaluation of the risk characteristics of the
loan portfolio, including the impact of current economic conditions
on the borrowers' ability to repay, past collection and loss
experience and such other factors, which, in management's judgment,
deserve current recognition.  Based on this process, the allowance
for loan losses was considered adequate and no provision for loan
losses was considered necessary for the three months ended March
31, 1997 and 1996.  See "Non-Performing Loans and Assets".  The
allowance for loan losses is established by charges to operating
earnings and reduced by charge-offs, net of recoveries.     

          An analysis of the changes in the allowance for loan losses
     and selected ratios follows:


Dollars in thousands                           Three Months Ended
                                                    March 31
                                               ------------------
                                                  1997     1996
                                                -------  -------
Balance at January 1                             $9,167   $9,318
  Provision for loan losses                          --       --  
  Loan (charge-offs) recoveries, net                (70)       2
                                                -------  -------
Balance March 31                                 $9,097   $9,320
                                                =======  =======
Average loans, net of unearned income          $800,478 $752,833
Provision for loan losses to average loans           --       --  
Allowance for loan losses to average loans         1.14%    1.24%
Allowance for loan losses to period-end loans      1.16%    1.23%



     Non-interest Income and Other Operating Expenses

     The following table sets forth the major components of non-interest
income and other operating expenses for the three months ending March 31,
1997 and 1996:

Dollars in thousands                   Three months ended
                                            March 31
                                       ------------------
                                          1997     1996
                                        -------  -------
Non-Interest Income:
  Income from trust department             $285     $268
  Service charges on deposit accounts     1,209    1,076
  Money order fees                          674      956
  Securities gains                           76    1,168
  Other                                   1,104      753
                                        -------  -------
Total non-interest income                $3,348   $4,221
                                        =======  =======
Other Operating Expenses:
  Salaries and employee benefits         $6,156   $6,219
  Occupancy expenses                        771      756
  Furniture and equipment expenses        1,176    1,220
  Advertising and marketing                 361      224
  Operating supplies                        655      359
  Professional fees                         201      239
  Taxes-Bank, property and other            427      364
  Other                                     945    1,303
                                        -------  -------
Total other operating expenses          $10,692  $10,684
                                        =======  =======


     In the first quarter of 1997 non-interest income included
$76,000 of securities gains compared to $1,168,000 of securities
gains in the first quarter of 1996.  Excluding these securities
gains, non-interest income increased $219,000 or 7.2%.  This
increase was achieved despite the 30% decline in money order fees
resulting from the reduced agent base subsequent to the Western
Union program agent base sale in the third quarter of 1996.  An
increasing retail customer base, new products and product pricing
adjustments, contributed to increases in fees on deposits, ATMs and
debit cards.  Other non-interest income in 1997 includes a $117,000
gain on the sale of a closed branch facility.     

     Other operating expense increased by merely $8,000 with each
major category of other operating expense reflecting expense
controls.  The most significant portion of other operating
expenses, salaries and benefits, decreased $63,000 or 1%.  This
decrease was achieved despite the impact of merit increases
effective in April 1996, as the Company reduced the level of full-time
equivalent employees from 660 in March 1996 to 618 in March
1997.  Most of this decrease was achieved through attrition. 
Components of other operating expenses that increased in 1997
compared to 1996 included advertising and marketing, and supply
costs.  These increases are attributed primarily to the Company's
efforts to increase market share.  Also, impacting other operating
expenses was a $155,000 decline in uncollectible  money order fees.

     Income Taxes

     The Company had income tax expense of $2,033,000 for the first
quarter of 1997 compared to $2,051,000 for the same period in 1996
which yielded effective tax rates of 31.0% for 1997 and 32.2% for
1996.                         

B.   FINANCIAL CONDITION

     Total Assets

     Average assets increased $43,208,000 or 3.2% to $1,387,420,000
for the first quarter of 1997 compared to the last quarter of 1996. 
Actual total assets decreased approximately $42 million from
December 31, 1996 to March 31, 1997. Included in the increase in
average earning assets are increases in retail loans of $9 million,
an increase in securities of $3 million and an increase short-term
liquid assets of $33 million.  The earning asset growth was funded
by a $8 million increase in checking and savings account balances,
a $1 million increase in time deposits and a $22 million increase
in customer repurchase agreements.


     Nonperforming Loans and Assets

     A summary of non-performing loans and assets follows:

     Dollars in thousands                    March 31,      December 31,
                                                1997            1996
     
     Loans accounted for on a non-
        accrual basis                          $3,011           $3,424
     Loans contractually past due
        ninety days or more as to
        interest or principal payments            876              925
                                             --------         --------
     Total non-performing loans                 3,887            4,349
     Other real estate held for sale            9,573            9,577
                                             --------         --------
     Total non-performing assets              $13,460          $13,926
                                             ========         ========

     Non-performing loans to total loans         .50%             .54%
     Non-performing assets to total assets       .98%             .98%
     Allowance for loan losses to non-
        performing loans                         234%             211%

     Loans classified as impaired at March 31, 1997 aggregated
$3,011,000 and included all non-accrual loans.  At December 31,
1996, impaired loans aggregated $3,424,000.

     Other real estate aggregated $9.6 million at March 31, 1997
and was principally comprised of properties acquired in settlement
of problem real estate development loans in April 1996.  The real
estate associated with the above mentioned problem loan situation
which aggregated $15.2 million originally, has been reduced by
property sales and has a carrying value of $9.4 million at March
31, 1997.  The Company has a contract for additional property sales
expected to close in May 1997 that will further reduce the carrying
value by approximately $500,000.  Also, the Company has a sales
contract for a portion of these properties with a carrying value of
approximately $1.5 million, that is contingent on zoning changes
which are not expected to be resolved until late 1997.  These
properties had previously been adjusted to fair value in late 1995
and subsequent sales and current contracts support carrying values.
     
     The Company considers the level of nonperforming loans in its
evaluation of the adequacy of the allowance for loan losses.

C.   LIQUIDITY

     Liquidity represents the Company's ability to generate cash or
otherwise obtain funds at a reasonable price to satisfy commitments
to borrowers as well as demands of depositors.  The loan and
securities portfolios are managed to provide liquidity through
maturity or payments related to such assets.  

     Interest rate sensitivity management is managing the
difference or gap between rate sensitive assets and rate sensitive
liabilities to minimize the impact of changing interest rates on
profitability and allow for adequate liquidity.

     The Company's adjusted one year cumulative interest
sensitivity gap was (3.51%) at March 31, 1997 compared to (.24%) at
December 31, 1996.  The cumulative interest sensitivity gap through
90 days was (1.34%) at March 31, 1997 compared to 3.41% at December
31, 1996.  Interest rate swap contracts with notional amounts
aggregating $150 million, that pay the floating prime rate for the
right to receive a weighted average fixed rate of 8.56%, have been
utilized to supplement on-balance sheet strategies to reduce the
Company's sensitivity to interest rate changes.  At March 31, 1997
and December 31, 1996, the aggregate fair value of interest rate
swap contracts was approximately ($2,587,000) and $1,019,000,
respectively.  The Company expects that the 25 basis point increase
in prime on March 25, 1997 will not have a significant impact on
net interest income for the remainder of 1997.

     The parent Company's liquidity depends primarily on the
dividends paid to it as the sole shareholder of the Mid-America
Bank of Louisville and Trust Company.

D.   CAPITAL   RESOURCES

     At March 31, 1997 shareholders' equity totaled $142,143,000,
an increase of $1.5 million since December 31, 1996.  Since
December 31, 1996, the Company's available for sale securities
portfolio had unrealized losses, net of taxes, that reduced
shareholders' equity $2,095,000.  

     The Company's capital ratios exceed minimum regulatory
requirements and are as follows:

                           Company    Company
                             March   December   Minimum
                          31, 1997   31, 1996   Required
                         ---------  ---------  ---------
Leverage Ratio               10.3%      10.6%       4.0%
Tier I risk based capital    15.2%      14.6%       4.0%
Total risk based capital     16.2%      15.6%       8.0%

E.   RECENTLY ISSUED ACCOUNTING STANDARDS

     In February 1997, the Financial Accounting Standards Board
("FASB") issued SFAS No. 128 "Earnings Per Share" and SFAS No. 129
"Disclosure of Information About Capital Structure."  SFAS No. 128
simplifies the computation of earnings per share ("EPS") by
replacing the presentation of primary EPS with a presentation of
basis EPS.  The Statement requires dual presentation of basic and
diluted EPS by entities with complex capital structures.  Basic EPS
includes no dilution and is computed by dividing income available
to common shareholders by the weighted average number of common
shares outstanding for the period.  Diluted EPS reflects the
potential dilution of securities that could share in the earnings
of an entity, similar to fully diluted EPS.

     This Statement is effective for financial statements issued
for periods ending after December 15, 1997, including interim
periods, and requires restatement of all prior period EPS data
presented.  The Company does not expect the implementation of this
Statement to have a material effect on the consolidated financial
statement.

     SFAS No. 129 establishes standards for disclosing information
about an entity's capital structure.  This Statement contains no
change in disclosure requirements for companies that were subject
to previously existing requirements.  This Statement was issued to
eliminate the exemption of nonpublic entities from certain
previously issued disclosure requirements.

     This Statement is effective for financial statements for
periods ending after December 15, 1997.  The implementation of this
Statement will not have a material effect on the Company's
consolidated financial statements.


                      PART  II.  OTHER  INFORMATION


ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K


(a)  Exhibits

          27   Financial Data Schedule

(b)  Reports on Form 8-K

     None





                            SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.         

                         Mid-America Bancorp
                           (Registrant)
                                                               
Date:  May 9, 1997            By: /s/ Steven Small
                                 Steven Small
                                 Executive Vice President and
                                 Chief Financial Officer

Date:  May 9, 1997            By: /s/ R.K. Guillaume             
                                 R.K. Guillaume
                                 Chief Executive Officer



                          INDEX EXHIBITS


Exhibits

     27   Financial Data Schedule