SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549


                                 Form 10-QSB


            Quarterly Report Pursuant to Section 13 or 15 (d) of
                    The Securities Exchange Act of 1934.



 For the Quarter ended: June 30, 1997        Commission File No. 0-18096




                           MID-COAST BANCORP, INC.
           ------------------------------------------------------
           (Exact name of registrant as specified in its charter)




              Delaware                               01-0454232
   ---------------------------------             -------------------
    (State or other jurisdiction                   I.R.S. Employer
   of incorporation or organization)             Identification No.)




   1768 Atlantic Highway, PO Box 589
          Waldoboro, Maine                              04572
----------------------------------------             ----------
(Address of principal executive offices)             (Zip Code)



Registrant's telephone number, including area code:  (207) 832-7521

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

      The number of shares outstanding of each of the registrant's classes 
of common stock, as of June 30, 1997, is 232,583.



                                Page 1 of 14.


                           MID-COAST BANCORP, INC.


                                    Index

<TABLE>
<CAPTION>
                                                                                Page

<S>                                                                              <C>
PART I      FINANCIAL INFORMATION

Item 1:     Consolidated Balance Sheets of Mid-Coast Bancorp, Inc. 
             (Unaudited) at June 30, 1997 and March 31, 1997                      3

            Consolidated Statements of Income of Mid-Coast Bancorp, Inc.
             (Unaudited), Three Months Ended June 30, 1997 and 1996               5

            Consolidated Statement of Changes in Stockholders' Equity of 
             Mid-Coast Bancorp, Inc. (Unaudited) for the period April 1, 1996 
             to June 30, 1997                                                     6

            Consolidated Statements of Cash Flows of Mid-Coast Bancorp, Inc.
             (Unaudited), for the Three Months Ended June 30, 1997 and 1996       7

            Notes to the Consolidated Financial Statements (Unaudited)            8

Item 2:     Management's Discussion and Analysis of Financial Condition and
            Results of Operations                                                 9

PART II     OTHER INFORMATION                                                    13

SIGNATURES                                                                       14

</TABLE>


                           MID-COAST BANCORP, INC.
                         CONSOLIDATED BALANCE SHEETS
                                 (Unaudited)

                                   ASSETS
                                   ------

<TABLE>
<CAPTION>
                                               June 30, 1997    March 31,1997
                                               -------------    -------------

<S>                                             <C>              <C>
Cash and due from banks                         $ 1,314,495      $ 1,156,227
Interest bearing deposits                           426,311          104,683
Federal funds sold                                2,125,000        1,875,000
                                                ----------------------------

      Cash and cash equivalents                   3,865,806        3,135,910

Time deposits                                       891,000        1,089,000
Investments available for sale, at market         2,199,625        2,440,662
Held to maturity investment securities
 (Market value of $913,791 at June 30, 1997
 and $911,125 at March 31, 1997)                    949,250          949,109
Loans held for sale                                       0           65,000

Loans                                            50,040,573       49,394,455
  Less:  Allowance for loan losses                  308,217          295,457
         Deferred loan fees                         113,960          119,966
                                                ----------------------------
                                                 49,618,396       48,979,032

Bank premises and equipment, net                  1,562,192        1,580,290

Other Assets:
Accrued interest receivable:
  Loans                                             251,043          244,474
  Time deposits/investment                           52,521           59,430
Deferred income taxes                                98,000           98,000
Prepaid expenses and other assets                   250,805          192,638
Real estate owned                                         0           91,823
                                                ----------------------------

      Total other assets                            652,369          686,365
                                                ----------------------------

      Total assets                              $59,738,638      $58,925,368
                                                ============================
</TABLE>

                           See accompanying notes.


                           MID-COAST BANCORP, INC.
                         CONSOLIDATED BALANCE SHEETS
                                 (Unaudited)

                    LIABILITIES AND STOCKHOLDERS' EQUITY
                    ------------------------------------

<TABLE>
<CAPTION>
                                                    June 30, 1997    March 31,1997
                                                    -------------    -------------

<S>                                                  <C>              <C>
Liabilities:
  Deposits:
    Demand deposits                                  $ 2,140,860      $ 2,346,730
    NOW accounts                                       3,659,782        3,460,858
    Savings                                            5,359,585        5,693,545
    Money market deposit accounts                      4,825,647        5,119,733
    Certificates of deposit                           26,404,744       25,559,832
                                                     ----------------------------

      Total deposits                                  42,390,618       42,180,698


Advances from the Federal Home Loan Bank              11,940,000       11,440,000
Accrued expenses and other liabilities                   267,531          229,125
                                                     ----------------------------

      Total liabilities                               54,598,149       53,849,823


Stockholders' equity:
  Preferred stock, $1 par value, 500,000
   shares authorized; none issued
   or outstanding                                              0                0
  Common stock, $1 par value, 1,500,000
   shares authorized; 232,583
   shares issued and outstanding,                        232,583          231,439
   (231,439 at March 31, 1997)
  Paid-in capital                                      1,481,245        1,469,769
  Retained earnings                                    3,426,661        3,374,337
                                                     ----------------------------

      Total stockholders' equity                       5,140,489        5,075,545
                                                     ----------------------------

      Total liabilities and stockholders' equity     $59,738,638      $58,925,368
                                                     ============================
</TABLE>

                           See accompanying notes.


                           MID-COAST BANCORP, INC.
                      CONSOLIDATED STATEMENTS OF INCOME
                                 (Unaudited)

<TABLE>
<CAPTION>
                                                      Three Months Ended
                                                           June 30,
                                                   ------------------------
                                                      1997          1996
                                                      ----          ----

<S>                                                <C>           <C>
Interest income:
  Interest on loans                                $1,093,317    $1,011,365
  Interest on investment securities                    52,203        54,455
  Interest on mortgage backed securities                    0         7,702
  Other                                                34,251        50,918
                                                   ------------------------
      Total interest income                         1,179,771     1,124,440

Interest expense:
  Interest on deposits                                471,244       491,289
  Interest on borrowed money                          161,406       104,547
                                                   ------------------------
      Total interest expense                          632,650       595,836
                                                   ------------------------

  Net interest income                                 547,121       528,604

Provision for losses on loans                          17,000        30,000
                                                   ------------------------

  Net interest income after
   provision for losses on loans                      530,121       498,604

Non interest income:
  Loan service and other loan fees                     11,782        12,507
  Gain on loans sold                                    1,350         8,568
  Other                                                52,717        42,829
                                                   ------------------------
      Total non interest income                        65,849        63,904

Non interest expenses:
  Compensation of directors, officers and staff       173,835       166,766
  Building occupancy                                   10,956        10,436
  Repairs and maintenance                              11,071         9,318
  Depreciation and amortization                        49,121        15,546
  Advertising                                          10,495         8,987
  Insurance and bonds                                  18,624        35,239
  Legal, audit and examinations                        17,271        13,728
  Taxes (other than income)                            13,199        13,316
  Employee benefits                                    25,473        21,542
  Data processing                                      10,963        28,032
  Other                                                81,818        76,398
  Real estate owned                                     2,776         1,051
                                                   ------------------------
      Total non interest expenses                     425,602       400,359
                                                   ------------------------

Income before income taxes                            170,368       162,149
Income taxes                                           57,850        54,000
                                                   ------------------------
Net Income                                         $  112,518    $  108,149
                                                   ========================

Earnings per share                                 $      .49    $      .47
                                                   ========================
</TABLE>

                           See accompanying notes.



                           MID-COAST BANCORP, INC.
          CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                                 (Unaudited)

                For the Period April 1, 1996 to June 30, 1997

<TABLE>
<CAPTION>
                                                                   Unrealized
                                                                  gains/losses
                                                                on available for                      Total
                                       Common      Paid-in      sale securities,     Retained     Stockholders'
                                       Stock       Capital        net of taxes       Earnings        Equity
                                      --------    ----------    ----------------    ----------    -------------

<S>                                   <C>         <C>                  <C>          <C>            <C>
Balance, April 1, 1996                $229,031    $1,448,282            0           $3,248,764     $4,926,077 
  Issuance of 557 shares
   of common stock upon
   exercise of options                     557         5,210            0                    0          5,767
  Net income                                 0             0            0              108,149        108,149
  Net change in market value of
   investments available for sale,
   net of taxes                              0             0            0                    0              0
  Dividends declared
   ($.25 per share)                          0             0            0              (57,365)       (57,365)
                                      -----------------------------------------------------------------------

Balance, June 30, 1996                 229,588     1,453,492            0            3,299,548      4,982,628

  Issuance of 1,851 shares
   of common stock upon
   exercise of options                   1,851        16,277            0                    0         18,128
  Net Income                                 0             0            0              134,626        134,626
  Dividends declared
   ($.26 per share)                          0             0            0              (59,837)       (59,837)
                                      -----------------------------------------------------------------------

Balance, March 31, 1997                231,439     1,469,769            0            3,374,337      5,075,545 

  Issuance of 1,144 shares
   of common stock upon
   exercise of options                   1,144        11,476            0                    0         12,620
  Net Income                                 0             0            0              112,518        112,518
  Cash dividends declared
   ($.26 per share)                          0             0            0              (60,194)       (60,194)
                                      -----------------------------------------------------------------------

Balance, June 30, 1997                $232,583    $1,481,245           $0           $3,426,661     $5,140,489
                                      =======================================================================
</TABLE>



                           See accompanying notes.


                           MID-COAST BANCORP, INC.
                         CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (Unaudited)

<TABLE>
<CAPTION>
                                                            Three Months Ended
                                                                 June 30,
                                                        --------------------------
                                                            1997           1996
                                                            ----           ----

<S>                                                     <C>            <C>
Cash flows from operating activities:
  Net income                                            $   112,518    $   108,149
  Adjustments to reconcile net income to net cash
   provided (used) by operating activities:
    Depreciation, amortization, and accretion                30,213          5,555
    Provisions for losses on loans                           17,000         17,000
    Gain on sale of loans                                    (1,350)        (8,568)
    Deferred fees                                               490          4,221
    Loss on sale of real estate owned                         2,151              0
    Loans originated for sale                               (52,535)      (352,373)
    Proceeds from sales of loans                            118,885        750,750
    Increase in other assets                                (57,827)       (99,769)
    Change in income taxes receivable\payable                18,300         57,630
    Increase in other liabilities                            19,308        271,186
                                                        --------------------------

  Net cash provided by operating activities                 207,153        753,781

Cash flows from investing activities:
  Loan originations and repayments, net                    (650,358)    (2,027,721)
  Net decrease in time deposits                             198,000        789,000
  Investment and mortgage-backed securities:
    Purchases                                              (258,689)    (1,762,855)
    Proceeds from maturities and repayments                 500,000      1,215,388
  Purchases of property and equipment                       (19,026)        (5,811)
  Proceeds from sale of real estate owned                    89,645         79,645
                                                        --------------------------

  Net cash used by investing activities                    (140,104)    (1,712,354)

Cash flows from financing activities:
  Net increase\(decrease) in certificates of deposit        844,912     (1,109,035)
  Net increase\(decrease) in demand, NOW, savings
   and money market deposit accounts                       (634,194)       499,020
  FHLB advances                                           2,000,000      1,050,000
  FHLB advances paid                                     (1,500,000)    (1,075,000)
  Dividends paid in cash                                    (60,194)       (57,365)
  Sale of common stock                                       12,620          5,767
                                                        --------------------------

  Net cash provided by financing activities                 663,144        313,386
                                                        --------------------------

Net increase (decrease) in cash and cash equivalents        729,896       (645,187)

Cash and cash equivalents, at beginning of period         3,135,910      2,728,051
                                                        --------------------------

Cash and cash equivalents, at end of period             $ 3,865,806    $ 2,082,864
                                                        ==========================

</TABLE>

                           See accompanying notes.


                           MID-COAST BANCORP, INC.
                 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 (Unaudited)

                                June 30, 1997


1.    Financial Statements

      The accompanying consolidated financial statements include the 
      accounts of Mid-Coast Bancorp, Inc. (the "Company") and its wholly-
      owned subsidiary, The Waldoboro Bank, F.S.B. (the "Bank").  The 
      accounts of the Bank include its wholly-owned subsidiary, The First 
      Waldoboro Corporation.  Such consolidated financial statements are 
      unaudited.  However, in the opinion of management, all adjustments 
      necessary for a fair presentation of the consolidated financial 
      statements have been included, and all such adjustments are of a 
      normal and recurring nature.

      Amounts presented in the consolidated financial statements as of March 
      31, 1997 were derived from audited consolidated financial statements.

2.    Dividends Paid

      The Board of Directors of Mid-Coast Bancorp, Inc. declared a cash 
      dividend of $.26 for each share of common stock, which was payable on 
      June 30, 1997 to shareholders of record on June 2, 1997.  

3.    Investments Available For Sale

      If significant, unrealized gains and losses, net of tax, on securities 
      available for sale are reported as a net amount in a separate 
      component of stockholders' equity until realized.  If a decline in 
      market value is considered other than temporary, the loss is charged 
      to net securities gains (losses).


                   Management's Discussion and Analysis of
                Financial Condition and Results of Operations

General

      The financial condition and results of operations of Mid-Coast 
Bancorp, Inc. (the "Holding Company") essentially reflect the operation of 
its subsidiary The Waldoboro Bank, F.S.B. (the "Bank" or "Waldoboro").  The 
Holding Company's results of operations in recent years reflect the Bank's 
efforts to restructure its balance sheet in response to the fundamental 
changes that have occurred in the regulatory, economic and competitive 
environment in which savings institutions operate.  Like most savings 
institutions, Waldoboro's earnings are primarily dependent upon its net 
interest income, which is determined by (i) the difference (known as the 
interest rate spread) between yields on interest-earning assets and rates 
paid on interest-bearing liabilities and (ii) the relative amounts of 
interest-earning assets and interest-bearing liabilities outstanding.

      The Bank and the entire savings institution industry are significantly 
affected by prevailing economic conditions as well as government policies 
and regulations concerning, among other things, monetary and fiscal affairs, 
housing and financial institutions.  Deposit flows are influenced by a 
number of factors including interest rates on money market funds and other 
competing investments, account maturities and levels of personal income and 
savings.  Lending activities are influenced by, among other things, the 
demand for and supply of housing, conditions in the construction industry 
and the availability and cost of funds, and loan rewrites resulting from 
declining interest rates.  Sources of funds for lending activities include 
deposits, loan payments, proceeds from sales of loans and investments, 
investment returns and borrowings.

      Due to the relative interest rate sensitivity of the Bank's assets and 
liabilities, the cost of funds to the Bank (principally interest on deposits 
and borrowings) does not reprice as fast as the yield on its assets 
(principally interest received on loans and investments).  Accordingly, 
sharp increases or decreases in the general level of interest rates will 
have a significant impact on the Bank's interest rate spreads in the short 
term.

Financial Condition

      Total assets increased $813,270 or 1.4% between March 31, 1997 and 
June 30, 1997.  Of this amount cash and cash equivalents increased $729,896 
or 23.3%, net loans increased $639,364 or 1.3%, time deposits decreased 
$198,000 or 18.1%, and investments available for sale decreased $241,037 or 
11.0%.  The decrease in time deposits and investments available for sale is 
related to the funding of loans.

      Total liabilities increased $748,326 or 1.4% between March 31, 1997, 
and June 30, 1997.  Increases occurred in NOW accounts and Certificates of 
Deposit.  These increases were offset by decreases in Demand Deposits, 
savings and money market accounts of $205,870 or 8.8%, $333,960 or 5.90%, 
and $294,086 or 5.7%, respectively. These decreases are related to balance 
fluctuations in accounts and not the loss of an account base of customers.  
Advances from the Federal Home Loan Bank increased $500,000. This advance 
was used to replace a maturing advance with one bearing a more favorable 
rate.

      The allowance for loan losses amounted to $308,217 at June 30, 1997, 
compared to $295,457 at March 31, 1997.  The increase in allowance for loan 
losses is primarily due to the current period's provision for loan losses.  
At March 31,1997 and June 30,1997, loans contractually past due 90 days or 
more amounted to $145,466 and $438,210 or .29% and .88% of loans 
outstanding, respectively, at such dates.  Non-accrual of interest on these 
loans totaled $9,852 at March 31, 1997, as compared with $18,858 at June 30, 
1997.  Since June 30, 1997 loans contractually past due 90 days or more has 
been reduced to $257,371, this total is represented by six loans.  Non-
accrual of interest since June 30,1997 has been reduced to $15,163.  
Management does not believe these loans materially affect the overall 
quality of the Bank's loan portfolio.

                            RESULTS OF OPERATIONS

Three Months Ended June 30, 1997 and 1996

Net Income 

      Mid-Coast recorded net income for the three months ended June 30, 1997 
of $112,518 compared to $108,149 for the three month period ended June 30, 
1996.

Interest Income

      Interest income increased $55,331 or 4.9% for the three month period 
ended June 30, 1997, primarily due to increases in the average balances of 
real estate mortgages which increased $2.5 million or 7.6%, commercial 
mortgages which increased $1.25 million or 24.3%, commercial loans which 
increased $390,256 or 32.2%, and other loans which increased $484,451 or 
10.3%.  Other loans consist primarily of home equity, installment loans, and 
student loans.  This increase is partially offset by a decrease in the 
average balance of the banks investment portfolio of $1.4 million or 42.6% 
as compared to the same period in the previous fiscal year.

Interest Expense

      Total interest expense for the three months ended June 30, 1997 
increased $36,814 or 6.2% as compared to the same period last year.  The 
increase is primarily due to increases in the average balances of deposits 
and Federal Home Loan Bank borrowing of $1.3 million and $3.5 million, 
respectively.  This increase in interest bearing liabilities is partially 
offset by a decrease in the average cost of funds for deposits of 23 basis 
points and 4 basis points on borrowings.

Net Interest Income

      Mid-Coast's net interest income, before provisions for loan losses, 
increased $18,517 or 3.5% for the three months ended June 30, 1997, as 
compared to the same period last year.  The increase is primarily the result 
of the Bank's efforts to control interest expense while increasing interest 
income on loans.

Provisions for Losses on Loans

      The allowance for loan losses is established through a provision for 
loan losses based on management's evaluation of the risk inherent in its 
loan portfolio and the general economy.  Such evaluation considers numerous 
factors including general economic conditions, loan portfolio compositions, 
prior loss experience, the estimated fair value of the underlying collateral 
and other factors that warrant recognition in providing for an adequate loan 
loss allowance.  The Bank's provision for losses on loans during the three 
month period ended June 30, 1997, decreased to $17,000 as compared to 
$30,000 for the same period last year.  Management believes that the current 
provision is sufficient given the overall quality of the Bank's loan 
portfolio.

Non Interest Income

      Total non interest income for the three month period ended June 30, 
1997, increased $1,945 or 3.0%, primarily as a result of an increase in 
other income which includes fees and charges related to NOW accounts and 
overdraft fees.  This increase is offset by a decrease in loans sold and 
serviced on the secondary market.

Non Interest Expenses

      Total non interest expenses increased by $25,243 or 6.3% for the three 
month period ended June 30, 1997, as compared to the same period in the 
previous fiscal year.  The increases were primarily due to depreciation and 
amortization which was affected by the Bank's conversion to an in-house 
computer system which included new hardware and software.  Compensation 
increased due to regular scheduled salary increases. Increases also occurred 
in employee benefits which consist of the Bank's employee retirement plan 
and employee medical coverage, and other expenses consisting of shareholder 
services, utilities, postage, office supplies and employee training.

Insurance of Deposits

      The Bank's deposits are insured up to applicable limits under the SAIF 
as administered by the FDIC under the Federal Deposit Insurance Act 
("FDIA").  The assessments paid by depository institutions for the insurance 
of deposits are determined on a risk-based assessment system pursuant to 
which each institution is assigned to one of nine categories.  For the first 
three quarters of 1996, SAIF-insured institutions paid deposit insurance 
assessments at annual rates that ranged from 0.23% of deposits for the least 
risky institutions to 0.315% of deposits for the most risky institutions.  
In contrast, the least risky institutions insured under the Bank Insurance 
Fund ("BIF") paid deposit insurance assessments at the annual minimum of 
$2,000, and the other BIF-insured institutions paid assessments at rates 
that ranged from 0.03% to 0.27% of deposits.

      On September 30, 1996, the Deposit Insurance Funds Act of 1996 (the 
"Funds Act") was enacted into law to address, among other things, the 
disparity in the deposit insurance assessment rates imposed on BIF-insured 
and on SAIF-insured institutions.  The Funds Act amended the FDIA in several 
ways to recapitalize the SAIF and to reduce the disparity to the assessment 
rates for the BIF and the SAIF.  To recapitalize the SAIF, the Funds Act 
authorized the FDIC to impose a special assessment on all institutions with 
SAIF-assessable deposits in the amount necessary to recapitalize the SAIF.  
As implemented by the FDIC, the special assessment was fixed at 0.657% of an 
institution's SAIF-assessable deposits, and the special assessment was paid 
on November 27, 1996.  The special assessment was based on the amount of 
SAIF-assessable deposits held at March 31, 1995, as adjusted under the Funds 
Act. For the Bank, the special assessment on the deposits held on March 31, 
1995, was $241,299 (before giving effect to any tax benefits), and was 
charged to expense in the quarter ended September 30, 1996.

      The Funds Act also provides that the FDIC cannot assess regular 
insurance assessments for an insurance fund unless required to maintain or 
to achieve the designated reserve ratio of 1.25%, except on those of its 
member institutions that are not classified as "well capitalized" or that 
have been found to have "moderately severe" or "unsatisfactory" financial, 
operation or compliance weaknesses.  The Bank has not been so classified by 
the FDIC or the OTS.  In view of the recapitalization of the SAIF, the FDIC 
reduced the annual assessment rates for SAIF-assessable deposits for periods 
beginning on October 1, 1996.  For the last quarter of 1996, the reduced 
annual assessment rates ranged from 0.18% to 0.27% of deposits.  Beginning 
with January 1, 1997, the annual assessment rates are the same for both BIF-
insured and SAIF-insured institutions, with the annual assessment rates 
ranging from 0.0% to 0.27% of deposits.

      In addition, the Funds Act expanded the assessment base for the 
payments on the bonds ("FICO bonds") issued in the late 1980s by the 
Financing Corporation to recapitalize the now defunct Federal Savings and 
Loan Insurance Corporation.  Beginning January 1, 1997, the deposits of both 
BIF-and SAIF-insured institutions will be assessed for the payments on the 
FICO bonds.  Until December 31, 1999, or such earlier date on which the last 
savings association ceases to exist, the rate of assessment for BIF-
assessable deposits will be one-fifth of the rate imposed on SAIF-assessable 
deposits.  The FDIC has reported that, for the semiannual period beginning 
on January 1, 1997, the rate of assessments for the payments on the FICO 
bonds will be 0.013% for BIF-assessable deposits and 0.0648% for SAIF-
assessable deposits.

      The Funds Act also provides for the merger of the BIF and SAIF on 
January 1, 1999, with such merger being conditioned upon the prior 
elimination of the thrift charter.  The Funds Act required the Secretary of 
the Treasury to conduct a study of relevant factors with respect to the 
development of a common charter for all insured depository institutions and 
the abolition of separate charters for banks and thrifts and to report the 
Secretary's conclusions and the findings to the Congress.  The Secretary of 
the Treasury has recommended that the separate charter for thrifts be 
eliminated only if other legislation is adopted that permits bank holding 
companies to engage in certain non-finanical activities.  Absent legislation 
permitting such non-financial activity, the Secretary of the Treasury 
recommended retention of the thrift charter.  The Secretary of the Treasury 
also recommended the merger of the BIF and SAIF irrespective of whether the 
thrift charter is eliminated.  Other proposed legislation has been 
introduced in Congress that would require thrift institutions to convert to 
bank charters.

      An insured institution is subject to periodic examination, and 
regulators may revalue the assets of an institution, based upon appraisals, 
and require establishment of specific reserves in amounts equal to the 
difference between such revaluation and the book value of the assets.  SAIF 
insurance of deposits may be terminated by the FDIC, after notice and 
hearing, upon a finding by the FDIC that a savings institution has engaged 
in an unsafe or unsound practice, or is in unsafe or unsound condition to 
continue operations, or has violated any applicable law, regulation, rule, 
order or condition imposed by the OTS or the FDIC.  Management of the Bank 
is not aware of any practice, condition or violation that might lead to 
termination of its deposit insurance.

Liquidity and Capital Resources

      On June 30, 1997, the Holding Company's stockholders' equity was 
$5,140,489 or 8.60% of total assets compared to $5,075,545 or 8.61% at March 
31, 1997.

      The Office of Thrift Supervision ("OTS") requires savings institutions 
such as Waldoboro to maintain a specified ratio of cash and short-term 
investment securities to new withdrawable deposits and borrowings with 
maturities of one year or less.  This minimum liquidity ratio, currently 5%, 
may vary from time to time, depending upon general economic conditions and 
deposit flows.  As a part of its asset/liability management program, 
Waldoboro has historically maintained liquidity in excess of regulatory 
requirements to better match its short-term liabilities.  At June 30, 1997, 
Waldoboro's liquidity ratio was approximately 13.37% compared to 12.19% at 
June 30, 1996.

      The minimum capital standards set by the OTS have three components: 
(1) tangible capital; (2) leverage ratio or "core" capital; and (3) risk-
based capital.  The tangible capital requirement is 1.5% and the leverage 
ratio or "core" capital requirement is 3% of an institution's adjusted total 
assets.  The risk-based capital requirement is 8% of risk-weighted assets.  
The amount of an institution's risk-weighted assets is determined by 
assigning a "risk-weighted" value to each of the institution's assets.  
Under the regulations, the "risk-weighted" of a particular type of assets 
depends upon the degree of credit risk which is deemed to be associated with 
that type of asset.

      At June 30, 1997, Waldoboro had tangible capital of $4,989,000 or 
8.34% of adjusted total assets, which exceeds the minimum required tangible 
capital and leverage ratio or "core" capital requirements.  Waldoboro had 
risk-based capital of $5,297,000 or 14.69% of risk-weighted assets at June 
30, 1997.

                          PART II OTHER INFORMATION

Item 1.     Legal Proceedings.
            ------------------

      There was no material litigation pending to which the Registrant was a 
party or to which the property of the Registrant was subject during the 
quarter ended June 30, 1997.

Item 2.     Changes in Securities.
            ----------------------

      None.

Item 3.     Defaults Upon Senior Securities.
            --------------------------------

      None.

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

      On July 16, 1997 at the Annual Meeting of Shareholders of Mid-Coast, 
Waite Weston, Robert Spear, and Sharon Crowe were elected Directors each for 
a term of three years and until their respective successors are appointed.  
The vote for each of the directors was as follows:

                        FOR      WITHHELD
                        ---      --------

      Waite Weston    162,489     7,744
                      -------     -----
      Robert Spear    161,894     8,339
                      -------     -----
      Sharon Crowe    163,408     6,825
                      -------     -----

      Samuel Cohen, Lincoln O. Orff, Lincoln Davis III, Maynard Prock, 
Wesley Richardson, and Ronald E. Dolloff, are continuing as Directors 
following said meeting.

      The shareholders also voted to ratify at the Annual Meeting the 
Recognition and Retention Plan.  The vote ratifying the appointment of the 
Recognition and Retention Plan was:

      128,365    FOR
      -------
       21,426    AGAINST
      -------
        2,253    ABSTAIN
      -------

      In addition, the shareholders also voted to ratify at the Annual 
Meeting the appointment of Baker Newman & Noyes as the Company's independent 
auditors for the 1998 fiscal year.  The vote ratifying the appointment of 
the independent auditors was:

      167,438    FOR
      -------
          566    AGAINST
      -------
        2,229    ABSTAIN
      -------

Item 5.     Other Information.
            ------------------

        None.

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

      (a)   Exhibits required by Item 601 of Regulation S-K.

            None.

      (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-COAST BANCORP, INC.


                                       /s/ Wesley E. Richardson
                                       ----------------------------------------
                                              (Registrant)



Date   July 16, 1997                   /s/ Wesley E. Richardson
     -----------------------------     ----------------------------------------
                                                (Signature)
                                            Wesley E. Richardson
                                           President and Treasurer