EXHIBIT 10.5

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                      CHANGE IN CONTROL SEVERANCE AGREEMENT


         THIS CHANGE IN CONTROL SEVERANCE AGREEMENT  ("Agreement")  entered into
this 1st day of January 2000 ("Effective Date"), by and between Guaranty Federal
Savings Bank (the "Bank") and James E. Haseltine (the "Executive").

         WHEREAS,  the Executive is currently  employed by the Bank as President
and is experienced in the business of the Bank; and

         WHEREAS, the parties desire by this writing to set forth the rights and
responsibilities  of the Bank and Executive if the Bank should  undergo a change
in control (as defined hereinafter in the Agreement) after the Effective Date.

         NOW, THEREFORE, it is AGREED as follows:

         1.  Employment.  The  Executive  is  employed  in the  capacity  as the
President  of the Bank.  The  Executive  shall  render such  administrative  and
management services to the Bank and Guaranty Federal Bancshares, Inc. ("Parent")
as are currently  rendered and as are customarily  performed by persons situated
in a similar executive  capacity.  The Executive's other duties shall be such as
the Board of Directors  for the Bank (the "Board of  Directors"  or "Board") may
from time to time reasonably  direct,  including  normal duties as an officer of
the Bank and the Parent.

         2.  Term of  Agreement.  The  term of this  Agreement  shall be for the
period  commencing  on the  Effective  Date and ending  thirty-six  (36)  months
thereafter ("Term").

         3.  Termination  of Employment  in  Connection  with or Subsequent to a
Change in Control.

         (a) Notwithstanding any provision herein to the contrary,  in the event
of the involuntary  termination of Executive's  employment under this Agreement,
absent Just Cause, in connection with, or within  twenty-four (24) months after,
any Change in Control of the Bank or Parent,  Executive  shall be paid an amount
equal to two (2.0)  times the  Executives  "base  amount"  as defined in Section
280G(b)(3)  of the  Internal  Revenue  Code of  1986  ("Code"),  and  the  costs
associated  with  maintaining  coverage  under the  Bank's  medical  and  dental
insurance  reimbursement  plans  similar  to  that  in  effect  on the  date  of
termination of employment for a period of two years  thereafter.  Said sum shall
be paid, at the option of  Executive,  either in one (1) lump sum not later than
the date of such termination of employment or in periodic payments over the next
24 months, as if Executive's employment had not been terminated. Notwithstanding
the forgoing,  all sums payable hereunder shall be reduced in such manner and to
such extent so that no such payments made  hereunder  when  aggregated  with all
other  payments to be made to the  Executive  by the Bank or the Parent shall be
deemed an "excess parachute payment" in accordance with Section 280G of the Code
and be subject to the excise tax  provided at Section  4999(a) of the

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Code.  The term  "change in  control"  shall  refer to (i) the sale of all, or a
material  portion,  of the assets of the Bank or the Parent;  (ii) the merger or
recapitalization of the Bank or the Parent whereby the Bank or the Parent is not
the surviving  entity;  (iii) a change in control of the Bank or the Parent,  as
otherwise  defined  or  determined  by  the  Office  of  Thrift  Supervision  or
regulations promulgated by it; or (iv) the acquisition,  directly or indirectly,
of the  beneficial  ownership  (within the meaning of that term as it is used in
Section  13(d)  of the  Securities  Exchange  Act of  1934  and  the  rules  and
regulations  promulgated thereunder) of twenty-five percent (25%) or more of the
outstanding  voting  securities of the Bank or the Parent by any person,  trust,
entity or group.  This  limitation  shall not apply to the purchase of shares by
underwriters  in connection  with a public  offering of Bank or Parent stock, or
the  purchase of shares of up to 25% of any class of  securities  of the Bank or
Parent by a  tax-qualified  employee stock benefit plan which is exempt from the
approval  requirements,  set forth under 12 C.F.R.  ss.574.3(c)(1)(vi) as now in
effect or as may hereafter be amended. The term "person" refers to an individual
or  a  corporation,   partnership,  trust,  association,  joint  venture,  pool,
syndicate, sole proprietorship, unincorporated organization or any other form of
entity not specifically listed herein.

              (b)  Notwithstanding  any other provision of this Agreement to the
contrary,  Executive may voluntarily  terminate his employment  within 24 months
following  a change  in  control  of the Bank or  Parent,  and  Executive  shall
thereupon  be entitled to receive the payment  described in Section 3(a) of this
Agreement,  upon the occurrence,  or within 120 days  thereafter,  of any of the
following  events,  which have not been consented to in advance by the Executive
in writing: (i) if Executive would be required to move his personal residence or
perform his principal  executive functions more than thirty-five (35) miles from
the Executive's  primary office as of the signing of this Agreement;  (ii) if in
the organizational  structure of the Bank, Executive would be required to report
to a person or persons  other than the Board of Directors of the Bank;  (iii) if
the Bank should fail to maintain  Executive's base  compensation in effect as of
the date of the Change in Control  and the  existing  employee  benefits  plans,
including  material fringe benefit,  stock option and retirement  plans; (iv) if
Executive  would be  assigned  duties  and  responsibilities  other  than  those
normally associated with his position as referenced at Section 1, herein; (v) if
Executive's  responsibilities  or  authority  have  in any way  been  materially
diminished or reduced;  or (vi) if Executive would not be reelected to the Board
of Directors of the Bank or the Parent.

         4.       Other Changes in Employment Status.

         Except as provided for at Section 3, herein, the Board of Directors may
terminate  the  Executive's  employment  at any time with or without  Just Cause
within its sole discretion. This Agreement shall not be deemed to give Executive
any right to be  retained  in the  employment  or  service  of the  Bank,  or to
interfere  with  the  right  of the  Bank to  terminate  the  employment  of the
Executive at any time. The Executive shall have no right to receive compensation
or other benefits for any period after  termination for Just Cause.  Termination
for "Just Cause" shall include termination  because of the Executive's  personal
dishonesty, incompetence, willful misconduct, breach of fiduciary duty involving
personal profit, intentional failure to perform stated

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duties,  willful  violation of any law, rule or  regulation  (other than traffic
violations or similar  offenses) or final  cease-and-desist  order,  or material
breach of any provision of the Agreement.

         5.       Regulatory Exclusions.

         (a) If the  Executive is removed  and/or  permanently  prohibited  from
participating  in the  conduct of the Bank's  affairs by an order  issued  under
Sections  8(e)(4) or 8(g)(1) of the Federal  Deposit  Insurance Act ("FDIA") (12
U.S.C.  1818(e)(4) and (g)(1)), all obligations of the Bank under this Agreement
shall terminate, as of the effective date of the order, but the vested rights of
the contracting parties shall not be affected.

         (b) If the Bank is in default (as  defined in Section  3(x)(1) of FDIA)
all obligations  under this Agreement shall terminate as of the date of default,
but this  paragraph  shall not  affect  any  vested  rights  of the  contracting
parties.

         (c) All obligations under this Agreement shall be terminated, except to
the extent  determined that  continuation of this Agreement is necessary for the
continued  operation  of the Bank:  (i) by the  Director of the Office of Thrift
Supervision  ("Director of OTS"),  or his or her designee,  at the time that the
Federal  Deposit  Insurance  Corporation  ("FDIC")  enters into an  agreement to
provide assistance to or on behalf of the Bank under the authority  contained in
Section  13(c)  of  FDIA;  or (ii) by the  Director  of the  OTS,  or his or her
designee,  at the time  that the  Director  of the OTS,  or his or her  designee
approves a supervisory  merger to resolve  problems  related to operation of the
Bank or when  the  Bank is  determined  by the  Director  of the OTS to be in an
unsafe or unsound condition. Any rights of the parties that have already vested,
however, shall not be affected by such action.

         (d) If the Executive is suspended  and/or  temporarily  prohibited from
participating  in the  conduct of the Bank's  affairs by a notice  served  under
Section  8(e)(3) or (g)(1) of the FDIA (12 U.S.C.  1818(e)(3)  and (g)(1)),  the
Bank's  obligations  under the  Agreement  shall be  suspended as of the date of
service, unless stayed by appropriate proceedings.  If the charges in the notice
are  dismissed,  the Bank may within its discretion (i) pay the Executive all or
part of the compensation  withheld while its contract obligations were suspended
and (ii)  reinstate  (in whole or in part)  any of its  obligations  which  were
suspended.

         (e) Notwithstanding  anything herein to the contrary, any payments made
to the Executive  pursuant to the Agreement,  or otherwise,  shall be subject to
and  conditioned  upon  compliance  with 12 USC ss.1828(k)  and any  regulations
promulgated thereunder.

         6.       Successors and Assigns.

         (a) This  Agreement  shall inure to the benefit of and be binding  upon
any corporate or other  successor of the Bank which shall  acquire,  directly or
indirectly,   by  merger,   consolidation,   purchase  or   otherwise,   all  or
substantially all of the assets or stock of the Bank or Parent.

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         (b) The Executive  shall be precluded  from assigning or delegating his
rights or duties  hereunder  without first  obtaining the written consent of the
Bank.

         7.  Amendments.  No amendments or additions to this Agreement  shall be
binding  upon the  parties  hereto  unless  made in  writing  and signed by both
parties, except as herein otherwise specifically provided.

         8.  Applicable  Law. This  agreement  shall be governed by all respects
whether as to validity, construction, capacity, performance or otherwise, by the
laws of the State of  Missouri,  except to the extent that  Federal law shall be
deemed to apply.

         9.  Severability.  The  provisions  of this  Agreement  shall be deemed
severable and the  invalidity  or  unenforceability  of any provision  shall not
affect the validity or enforceability of the other provisions hereof.

         10. Arbitration. Any controversy or claim arising out of or relating to
this  Agreement,  or the breach  thereof,  shall be settled  by  arbitration  in
accordance  with the rules then in effect of the district office of the American
Arbitration  Association  ("AAA")  nearest to the home  office of the Bank,  and
judgment upon the award rendered may be entered in any court having jurisdiction
thereof,  except to the extent  that the parties  may  otherwise  reach a mutual
settlement of such issue.  Further, the settlement of the dispute to be approved
by the Board of the Bank may include a provision  for the  reimbursement  by the
Bank  to  the  Executive  for  all  reasonable  costs  and  expenses,  including
reasonable  attorneys' fees, arising from such dispute,  proceedings or actions,
or the Board of the Bank or the Parent may authorize such  reimbursement of such
reasonable  costs and  expenses  by separate  action  upon a written  action and
determination   of  the  Board  following   settlement  of  the  dispute.   Such
reimbursement shall be paid within ten (10) days of Executive  furnishing to the
Bank or Parent  evidence,  which may be in the form,  among other  things,  of a
canceled check or receipt, of any costs or expenses incurred by Executive.

         11. Confidential  Information.  The Executive  acknowledges that during
his or her  employment  he or she will  learn and have  access  to  confidential
information  regarding the Bank and the Parent and its customers and  businesses
("Confidential Information"). The Executive agrees and covenants not to disclose
or use for his or her own benefit, or the benefit of any other person or entity,
any such  Confidential  Information,  unless  or until  the Bank or tthe  Parent
consents to such disclosure or use or such information  becomes common knowledge
in the  industry or is otherwise  legally in the public  domain.  The  Executive
shall  not  knowingly  disclose  or  reveal  to  any  unauthorized   person  any
Confidential  Information  relating to the Bank, the Parent, or any subsidiaries
or affiliates,  or to any of the businesses  operated by them, and the Executive
confirms that such  information  constitutes the exclusive  property of the Bank
and the Parent.  The  Executive  shall not  otherwise  knowingly  act or conduct
himself  (a)  to the  material  detriment  of the  Bank  or the  Parent,  or its
subsidiaries, or affiliates, or (b) in a manner which is inimical or contrary to
the interests of the Bank or the Parent.  Executive acknowledges and agrees that
the  existence  of this  Agreement  and its  terms  and  conditions  constitutes
Confidential  Information of the Bank, and the

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Executive agrees not to disclose the Agreement or its contents without the prior
written consent of the Bank.  Notwithstanding  the foregoing,  the Bank reserves
the right in its sole  discretion  to make  disclosure  of this  Agreement as it
deems  necessary or  appropriate  in compliance  with its  regulatory  reporting
requirements.  Notwithstanding  anything herein to the contrary,  failure by the
Executive  to comply  with the  provisions  of this  Section  may  result in the
immediate  termination of the Agreement  within the sole discretion of the Bank,
disciplinary  action against the Executive taken by the Bank,  including but not
limited to the  termination  of  employment  of the  Executive for breach of the
Agreement and the  provisions of this  Section,  and other  remedies that may be
available in law or in equity.

         12. Entire Agreement. This Agreement together with any understanding or
modifications  thereof as agreed to in writing by the parties,  shall constitute
the entire agreement between the parties hereto.  This Agreement  supercedes any
prior written Employment Agreement or Severance Agreements between the Executive
and the Bank or the Parent.

                               [End of Agreement]


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         In  addition  to the change in  control  severance  agreement  with Mr.
Haseltine, Guaranty Federal Savings Bank entered into identical agreements as of
the same date with the following nine employees of the bank:  William  Williams,
Bruce Winston,  Kevin Bell,  Larry Cruzan,  Dana Elwell,  Thomas  Howard,  Jerry
Graham,  Carla Green, and Lorene Thomas. Each agreement provides for the payment
of two times the  employee's  "base  amount"  (as  defined in 26 U.S.C.  Section
280G(b)(3)) in the event of a change in control.